Exhibit 23.1





                            ACCOUNTANTS' CONSENT




The Board of Directors
National Bankshares, Inc.:


We  consent  to  incorporation by  reference  herein  of  our report  dated
February 5, 1999, relating  to the consolidated balance sheets  of National
Bankshares, Inc. and subsidiaries as of December 31, 1998 and 1997, and the
related consolidated statements of income and comprehensive income, changes
in stockholders' equity, and cash flows for each of the years in the three-
year period ended  December 31, 1998, which report  appears in the December
31, 1998  Annual Report  on  Form 10-K  of  National Bankshares,  Inc.  and
subsidiaries  incorporated by reference herein.   Our report dated February
5, 1999 refers to the adoption  of the provisions of Statement of Financial
Accounting Standards  No. 133,  "ACCOUNTING FOR DERIVATIVE  INSTRUMENTS AND
HEDGING ACTIVITIES," as of October 1, 1998.


                              KPMG LLP



Roanoke, Virginia
June 3, 1999