EXHIBIT NO. 99
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                            Cook Associates, LLP
                         Certified Public Accounts
                    Members Division For CPA Firms AICPA
                          And The Virginia Society
                        Of Certified Public Accounts

                             Originating Office

                                P.O. Box 580
                            Richlands, Virginia


                        INDEPENDENT AUDITOR'S REPORT


To the Board of Directors
Bank of Tazewell County
Tazewell, Virginia


     We  have audited the accompanying  balance sheets of  Bank of Tazewell
County as  of December  31, 1995  and 1994, and  the related  statements of
income, changes in stockholders' equity, and cash flows for  the years then
ended.  These  financial statements  are the responsibility  of the  Bank's
management.  Our responsibility is to express an opinion on these financial
statements based on our audits.

     We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require  that we plan and perform the  audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement.   An audit includes  examining, on a  test basis,
evidence  supporting   the  amounts   and  disclosures  in   the  financial
statements.  An  audit also  includes assessing  the accounting  principles
used  and significant estimates made  by management, as  well as evaluating
the  overall financial statement presentation.   We believe  that our audit
provides a reasonable basis for our opinion.

     In  our opinion, the  financial statements  referred to  above present
fairly,  in  all  material respects,  the  financial  position  of Bank  of
Tazewell County as of  December 31, 1995 and  1994, and the results  of its
operations and its cash flows  for the years then ended in  conformity with
generally accounting principles.

     As  discussed in Note  1 and 11  to the financial  statements, Bank of
Tazewell County adopted the provisions of Statement of Financial Accounting
Standards No.'s 114  and 118, "Accounting by Creditors  for Impairment of a
Loan" as of January 1, 1995.


February 27, 1996                              Cook Associates, LLP

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