SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2000 [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from ____________ to _____________ Commission file number: 0-30535 GRAYSON BANKSHARES, INC. (Exact Name of Registrant as Specified in its Charter) Virginia 54-1647596 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) 113 West Main Street Independence, Virginia 24348 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (540) 773-2811 Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes __X__ No _____ Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of September 30, 2000. 1,718,968 shares of common stock, par value $1.25 per share GRAYSON BANKSHARES, INC. TABLE OF CONTENTS Page No. Part I. Financial Information Item 1. Financial Statements Consolidated Balance Sheets September 30, 2000 and December 31, 1999.....................................3 Consolidated Statements of Income For the Nine Months Ended September 30, 2000 and 1999 and For the Three Months Ended September 30, 2000 and 1999.......................4 Consolidated Statements of Stockholders' Equity For the Nine Months Ended September 30, 2000 and the Year Ended December 31, 1999.............................................6 Consolidated Statements of Cash Flows For the Nine Months Ended September 30, 2000 and 1999........................7 Notes to Consolidated Financial Statements...................................8 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations...................................................10 Item 3. Quantitative and Qualitative Disclosures About Market Risk..................12 Part II. Other Information Item 1. Legal Proceedings...........................................................14 Item 2. Changes in Securities and Use of Proceeds...................................14 Item 3. Defaults Upon Senior Securities.............................................14 Item 4. Submission of Matters to a Vote of Security Holders.........................14 Item 5. Other Information...........................................................14 Item 6. Exhibits and Reports on Form 8-K............................................14 Signatures 2 Part I: Financial Information Item 1: Financial Statements ================================================================================ Grayson Bankshares, Inc. and Subsidiary Consolidated Balance Sheets September 30, 2000 and December 31, 1999 - -------------------------------------------------------------------------------- September 30, December 31, 2000 1999 Assets ------------- ------------- (Unaudited) (Audited) Cash and due from banks $ 5,597,889 $ 7,773,049 Interest-bearing deposits with banks - - Federal funds sold 3,329,783 6,871,535 Investment securities available for sale 17,474,380 16,643,344 Investment securities held to maturity 10,905,303 12,786,424 Loans, net of allowance for loan losses of $1,872,751 at September 30, 2000 and $1,731,096 at December 31, 1999 134,861,177 121,498,141 Property and equipment, net 2,657,102 2,119,422 Accrued income 1,883,011 1,412,088 Other assets 1,301,602 1,230,853 ------------- ------------- $ 178,010,247 $ 170,334,856 ============= ============= Liabilities and Stockholders' Equity Liabilities Demand deposits $ 18,929,967 $ 18,755,128 Interest-bearing demand deposits 13,031,690 13,446,904 Savings deposits 30,668,013 30,575,219 Large denomination time deposits 25,631,491 24,082,169 Other time deposits 69,130,539 64,760,605 ------------- ------------- Total deposits 157,391,700 151,620,025 Accrued interest payable 680,620 239,061 Other liabilities 612,537 585,698 ------------- ------------- 158,684,857 152,444,784 Commitments and contingencies Stockholders' equity Preferred stock, $25 par value; 500,000 shares authorized; none issued - - Common stock, $1.25 par value; 2,000,000 shares authorized; 1,718,968 shares issued and outstanding in 2000 and 1999 2,148,710 2,148,710 Surplus 521,625 521,625 Retained earnings 16,901,618 15,559,063 Unrealized appreciation (depreciation) on investment securities available for sale, net of income taxes (246,563) (339,326) ------------- ------------- 19,325,390 17,890,072 ------------- ------------- $ 178,010,247 $ 170,334,856 ============= ============= See Notes to Consolidated Financial Statements 3 ================================================================================ Grayson Bankshares, Inc. and Subsidiary Consolidated Statements of Income For the Nine Months ended September 30, 2000 and 1999 - -------------------------------------------------------------------------------- Nine Months Ended September 30, 2000 1999 ------------- ------------- (Unaudited) (Unaudited) Interest income: Loans and fees on loans $ 8,283,122 $ 6,975,471 Federal funds sold 297,698 406,153 Investment securities: Taxable 756,486 742,837 Exempt from federal income tax 479,940 554,249 Deposits with banks - - ------------- ------------- 9,817,246 8,678,710 Interest expense: Deposits 4,953,432 4,397,432 Interest on borrowings - - ------------- ------------- 4,953,432 4,397,432 Net interest income 4,863,814 4,281,278 Provision for loan losses 200,000 220,000 ------------- ------------- Net interest income after provision for loan losses 4,663,814 4,061,278 ------------- ------------- Noninterest income: Service charges on deposit accounts 138,750 117,314 Other income 76,214 72,946 ------------- ------------- 214,964 190,260 ------------- ------------- Noninterest expense: Salaries and employee benefits 1,814,290 1,651,618 Occupancy expense 79,133 61,001 Equipment expense 195,256 145,614 Other expense 617,130 639,040 ------------- ------------- 2,705,809 2,497,273 Income before income taxes 2,172,969 1,754,265 Income tax expense 521,000 346,000 ------------- ------------- Net income $ 1,651,969 $ 1,408,265 ============= ============= Basic earnings per share $ .96 $ .82 ============= ============= Weighted average shares outstanding 1,718,968 1,718,968 ============= ============= See Notes to Consolidated Financial Statements 4 ================================================================================ Grayson Bankshares, Inc. and Subsidiary Consolidated Statements of Income For the Three Months ended September 30, 2000 and 1999 - -------------------------------------------------------------------------------- Three Months Ended September 30, 2000 1999 ------------- ------------- (Unaudited) (Unaudited) Interest income: Loans and fees on loans $ 2,937,195 $ 2,471,620 Federal funds sold 68,240 121,548 Investment securities: Taxable 253,826 242,629 Exempt from federal income tax 149,411 186,605 Deposits with banks - - ------------- ------------- 3,408,672 3,022,402 Interest expense: Deposits 1,747,280 1,477,083 Interest on borrowings - - ------------- ------------- 1,747,280 1,477,083 Net interest income 1,661,392 1,545,319 Provision for loan losses 80,000 65,000 ------------- ------------- Net interest income after provision for loan losses 1,581,392 1,480,319 ------------- ------------- Noninterest income: Service charges on deposit accounts 60,691 43,111 Other income 27,086 23,930 ------------- ------------- 87,777 67,041 ------------- ------------- Noninterest expense: Salaries and employee benefits 599,443 583,182 Occupancy expense 26,691 20,613 Equipment expense 59,294 48,996 Other expense 219,304 238,830 ------------- ------------- 904,732 891,621 ------------- ------------- Income before income taxes 764,437 655,739 Income tax expense 214,000 110,000 ------------- ------------- Net income $ 550,437 $ 545,739 ============= ============= Basic earnings per share $ .32 $ .32 ============= ============= Weighted average shares outstanding 1,718,968 1,718,968 ============= ============= See Notes to Consolidated Financial Statements 5 ================================================================================ Grayson Bankshares, Inc. and Subsidiary Consolidated Statements of Stockholders' Equity For the Nine Months ended September 30, 2000 (unaudited) and the Year ended December 31, 1999 (audited) - -------------------------------------------------------------------------------- Accumulated Other Common Stock Retained Comprehensive Shares Amount Surplus Earnings Income (Loss) Total ----------- ----------- ----------- ----------- ----------- ----------- Balance, December 31, 1998 859,484 $ 1,074,355 $ 521,625 $15,256,525 $ 175,695 $17,028,200 Comprehensive income Net income - - - 1,944,153 - 1,944,153 Net change in unrealized depreciation on investment securities available for sale, net of taxes of $(265,314) - - - - (515,021) (515,021) ----------- Total comprehensive income 1,429,132 Dividends paid ($.33 per share) - - - (567,260) - (567,260) Stock split, effected in the form of a dividend 859,484 1,074,355 - (1,074,355) - - ----------- ----------- ----------- ----------- ----------- ----------- Balance, December 31, 1999 1,718,968 2,148,710 521,625 15,559,063 (339,326) 17,890,072 Comprehensive income Net income - - - 1,651,969 - 1,651,969 Net change in unrealized depreciation on investment securities available for sale, net of taxes of $47,787 - - - - 92,763 92,763 ----------- Total comprehensive income 1,744,732 Dividends paid ($.18 per share) - - - (309,414) - (309,414) ----------- ----------- ----------- ----------- ----------- ----------- Balance, September 30, 2000 1,718,968 $ 2,148,710 $ 521,625 $16,901,618 $ (246,563) $19,325,390 =========== =========== =========== =========== =========== =========== See Notes to Consolidated Financial Statements 6 ================================================================================ Grayson Bankshares, Inc. and Subsidiary Consolidated Statements of Cash Flows For the Nine Months ended September 30, 2000 and 1999 - -------------------------------------------------------------------------------- Nine Months Ended September 30, 2000 1999 ------------ ------------ (Unaudited) (Unaudited) Cash flows from operating activities: Net income $ 1,651,969 $ 1,408,265 Adjustments to reconcile net income to net cash provided by operations: Depreciation and amortization 170,400 135,000 Provision for loan losses 200,000 220,000 Deferred income taxes (67,000) (4,000) Net realized gains on securities (4,738) - Accretion of discount on securities, net of amortization of premiums 7,086 10,319 Deferred compensation 44,848 41,705 Changes in assets and liabilities: Accrued income (470,923) (144,706) Other assets (51,536) (34,784) Accrued interest payable 441,559 397,889 Other liabilities (18,009) 59,876 ------------ ------------ Net cash provided by operating activities 1,903,656 2,089,564 ------------ ------------ Cash flows from investing activities: (Increase) decrease in interest-bearing deposits with banks - - Net (increase) decrease in federal funds sold 3,541,752 3,419,644 Purchases of investment securities (1,904,605) (3,764,163) Sales of investment securities 380,500 2,674,500 Maturities of investment securities 2,712,392 1,940,837 Net increase in loans (13,563,036) (11,580,681) Purchases of property and equipment, net of sales (708,080) (345,563) ------------ ------------ Net cash used in investing activities (9,541,077) (7,655,426) ------------ ------------ Cash flows from financing activities: Net increase (decrease) in demand, savings and NOW deposits (147,581) 2,468,638 Net increase in time deposits 5,919,256 3,277,777 Dividends paid (309,414) (275,036) Net increase (decrease) in short-term debt - - ------------ ------------ Net cash provided by financing activities 5,462,261 5,471,379 ------------ ------------ Net increase (decrease) in cash and cash equivalents (2,175,160) (94,483) Cash and cash equivalents, beginning 7,773,049 5,017,069 ------------ ------------ Cash and cash equivalents, ending $ 5,597,889 $ 4,922,586 ============ ============ Supplemental disclosure of cash flow information: Interest paid $ 4,511,873 $ 3,999,543 ============ ============ Taxes paid $ 580,500 $ 350,000 ============ ============ See Notes to Consolidated Financial Statements 7 ================================================================================ Grayson Bankshares, Inc. and Subsidiary Notes to Consolidated Financial Statements - -------------------------------------------------------------------------------- Note 1. Organization and Summary of Significant Accounting Policies Organization Grayson Bankshares, Inc. (the Company) was incorporated as a Virginia corporation on February 3, 1992 to acquire the stock of The Grayson National Bank (the Bank). The Bank was acquired by the Company on July 1, 1992. The Bank was organized under the laws of the United States in 1900 and currently serves Grayson County, Virginia and surrounding areas through six banking offices. As an FDIC insured, National Banking Association, the Bank is subject to regulation by the Comptroller of the Currency. The Company is regulated by the Federal Reserve. The consolidated financial statements as of September 30, 2000 and for the periods ended September 30, 2000 and 1999 included herein have been prepared by the Company without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. In the opinion of management, the information furnished in the interim consolidated financial statements reflects all adjustments necessary to present fairly the Company's consolidated financial position, results of operations, changes in stockholders' equity and cash flows for such interim periods. Management believes that all interim period adjustments are of a normal recurring nature. These consolidated financial statements should be read in conjunction with the Company's audited financial statements and the notes thereto as of December 31, 1999, included in the Company's annual report to shareholders for the fiscal year ended December 31, 1999 and the Company's registration statement on Form 10, as filed with the Securities and Exchange Commission. The accounting and reporting policies of the Company and the Bank follow generally accepted accounting principles and general practices within the financial services industry. Principles of Consolidation The consolidated financial statements include the accounts of the Company and the Bank, which is wholly owned. All significant, intercompany transactions and balances have been eliminated in consolidation. Note 2. Allowance for Loan Losses The following is an analysis of the allowance for loan losses for the nine months ended September 30. 2000 1999 ------------- ------------- Balance, beginning $ 1,731,096 $ 1,677,171 Provision charged to expense 200,000 220,000 Recoveries of amounts charged off 43,402 138,002 Amounts charged off (101,747) (378,121) ------------- ------------- Balance, ending $ 1,872,751 $ 1,657,052 ============= ============= 8 ================================================================================ Grayson Bankshares, Inc. and Subsidiary Notes to Consolidated Financial Statements - -------------------------------------------------------------------------------- Note 3. Income Taxes A reconciliation of income tax expense computed at the statutory federal income tax rate to income tax expense included in the statements of income for the nine months ended September 30, 2000 and 1999 follows: 2000 1999 ------------- ------------- Tax at statutory federal rate $ 738,809 $ 596,450 Tax exempt interest income (163,180) (188,445) Alternative minimum tax credit (77,064) (86,154) Other 22,435 24,149 ------------- ------------- $ 521,000 $ 346,000 ============= ============= Note 4. Commitments and Contingencies Financial Instruments with Off-Balance-Sheet Risk The Bank is party to financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit and standby letters of credit. These instruments involve, to varying degrees, credit risk in excess of the amount recognized in the consolidated balance sheets. The Bank's exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit and standby letters of credit is represented by the contractual amount of those instruments. The Bank uses the same credit policies in making commitments and conditional obligations as for on-balance-sheet instruments. A summary of the Bank's commitments at September 30, 2000 and 1999 is as follows: 2000 1999 ------------- ------------- Commitments to extend credit $ 3,930,983 $ 5,431,726 Standby letters of credit - - ------------- ------------- $ 3,930,983 $ 5,431,726 ============= ============= Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The Bank evaluates each customer's creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by the Bank upon extension of credit, is based on management's credit evaluation of the party. Collateral held varies, but may include accounts receivable, inventory, property and equipment, residential real estate and income-producing commercial properties. Standby letters of credit are conditional commitments issued by the Bank to guarantee the performance of a customer to a third party. Those guarantees are primarily issued to support public and private borrowing arrangements. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers. Collateral held varies as specified above and is required in instances which the Bank deems necessary. 9 ================================================================================ Part I: Financial Information Item 2: Management's Discussion and Analysis of Financial Condition and Results of Operations - -------------------------------------------------------------------------------- General The following discussion provides information about the major components of the results of operations and financial condition of the Company. This discussion and analysis should be read in conjunction with the Consolidated Financial Statements and Notes to Consolidated Financial Statements included in this report. Results of Operations Net income for the quarter ended September 30, 2000, was $550,437 compared to $545,739 for the quarter ended September 30, 1999. Net income before taxes for the third quarter was up $108,698, or 16.58% over the same quarter last year. Income tax expense increased by $104,000 compared to the same quarter last year as alternative minimum tax credits, which were available in 1999, were exhausted in the first quarter of 2000. Net interest income increased by $116,073 to $1,661,392 for the quarter ended September 30, 2000 compared to $1,545,319 for the quarter ended September 30, 1999. The increase in net income and net interest income was due to an increase in loans of over $17.7 million from September 30, 1999 to September 30, 2000, accompanied by an overall increase in yields on average earning assets. Interest expense for the quarter ended September 30, 2000 was $1,747,280, up $270,197 from $1,477,083 for the quarter ended September 30, 1999. The increase was due to an increase in total interest bearing deposits, primarily in higher-yielding time deposits. The provision for credit losses was $80,000 for the quarter ended September 30, 2000 and $65,000 for the quarter ended September 30, 1999. As of September 30, 2000, the allowance for loan losses represented 1.37% of total loans. Management believes that the current provision and the resulting allowance for loan losses are adequate. Net income for the nine months ended September 30, 2000, was $1,651,969 compared to $1,408,265 for the nine months ended September 30, 1999, representing an increase of 17.31%. Net interest income increased by $582,536 to $4,863,814 for the nine months ended September 30, 2000 compared to $4,281,278 for the nine months ended September 30, 1999. The increase in net income and net interest income was again due to an increase in loans accompanied by an overall increase in yields on average earning assets. Interest expense for the nine months ended September 30, 2000 was $4,953,432, up $556,000 from $4,397,432 for the nine months ended September 30, 1999. The increase was due to an increase in total interest bearing deposits as well as an increase in the percentage of higher yielding time deposits. Financial Condition Total assets increased by $7,675,391 from December 31, 1999 to September 30, 2000. Net loans increased by $13,363,036. Cash and balances due from banks decreased by $2,175,160 during the nine-month period as excess cash reserves, which had been accumulated due to Y2K concerns, were eliminated. Federal funds sold decreased by $3,541,752 from December 31, 1999 to September 30, 2000 as excess balances were used to fund increased loan demand. Management believes, however, that liquidity remains sufficient to meet financial commitments and to fund additional loan demand or withdrawal of existing deposits. The Bank's primary sources of liquidity include remaining balances in federal funds sold, investment securities classified as "available for sale" as well as unused lines of credit with correspondent banks. 10 Shareholders' equity totaled $19,325,390 at September 30, 2000 compared to $17,890,072 at December 31, 1999. The $1,435,318 increase was the result of earnings for the nine months and an increase in the market value of securities that are classified as available for sale, less the payment of dividends totaling $309,414. Regulatory guidelines relating to capital adequacy provide minimum risk-based ratios at the Bank level which assess capital adequacy while encompassing all credit risks, including those related to off-balance sheet activities. The Bank (a wholly owned subsidiary of the Company) exceeds all regulatory capital guidelines and is considered to be well capitalized. Forward-Looking Statements Certain information contained in this discussion may include "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are generally identified by phrases such as "the Company expects," "the Company believes" or words of similar import. Such forward-looking statements involve known and unknown risks including, but not limited to, changes in general economic and business conditions, interest rate fluctuations, competition within and from outside the banking industry, new products and services in the banking industry, risk inherent in making loans such as repayment risks and fluctuating collateral values, problems with technology utilized by the Company, changing trends in customer profiles and changes in laws and regulations applicable to the Company. Although the Company believes that its expectations with respect to the forward-looking statements are based upon reliable assumptions within the bounds of its knowledge of its business and operations, there can be no assurance that actual results, performance or achievements of the Company will not differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements. 11 Item 3: Quantitative and Qualitative Disclosures about Market Risk - -------------------------------------------------------------------------------- The principal goals of the Bank's asset and liability management strategy are the maintenance of adequate liquidity and the management of interest rate risk. Liquidity is the ability to convert assets to cash to fund depositors' withdrawals or borrowers' loans without significant loss. Interest rate risk management balances the effects of interest rate changes on assets that earn interest or liabilities on which interest is paid, to protect the Bank from wide fluctuations in its net interest income which could result from interest rate changes. Management must insure that adequate funds are available at all times to meet the needs of its customers. On the asset side of the balance sheet, maturing investments, loan payments, maturing loans, federal funds sold, and unpledged investment securities are principal sources of liquidity. On the liability side of the balance sheet, liquidity sources include core deposits, the ability to increase large denomination certificates, federal fund lines from correspondent banks, borrowings from the Federal Reserve Bank, as well as the ability to generate funds through the issuance of long-term debt and equity. Interest rate risk is the effect that changes in interest rates would have on interest income and interest expense as interest-sensitive assets and interest-sensitive liabilities either reprice or mature. Management attempts to maintain the portfolios of interest-earning assets and interest-bearing liabilities with maturities or repricing opportunities at levels that will afford protection from erosion of net interest margin, to the extent practical, from changes in interest rates. The Bank uses a number of tools to manage its interest rate risk, including simulating net interest income under various scenarios, monitoring the present value change in equity under the same scenarios, and monitoring the difference or gap between rate sensitive assets and rate sensitive liabilities over various time periods. The earnings simulation model forecasts annual net income under a variety of scenarios that incorporate changes in the absolute level of interest rates, changes in the shape of the yield curve and changes in interest rate relationships. Management evaluates the effect on net interest income and present value equity from gradual changes in rates of up to 400 basis points up or down over a 12-month period. The following table presents the Bank's forecasts for changes in net income and market value of equity as of September 30, 2000. 12 Table: Interest Rate Risk (dollars in thousands) - ------------------------------------------------------------------------------------------------------------------------------ Rate Shocked Interest Margin and Market Value of Equity - ------------------------------------------------------------------------------------------------------------------------------ Rate Change -400bp -300bp -200bp -100bp 0bp +100bp +200bp +300bp +400bp -------- -------- -------- -------- -------- -------- -------- -------- -------- Interest Income: Federal funds sold $ 171 $ 189 $ 207 $ 225 $ 244 $ 262 $ 280 $ 298 $ 316 Investments 1,784 1,796 1,808 1,820 1,832 1,844 1,855 1,867 1,879 Loans 10,669 10,968 11,267 11,565 11,841 12,108 12,372 12,637 12,898 ------------------------------------------------------------------------------------------------ Total interest income 12,624 12,953 13,282 13,610 13,917 14,214 14,507 14,802 15,093 Interest Expense: Deposits 6,283 6,477 6,671 6,865 7,060 7,250 7,441 7,632 7,823 Federal funds purchased - - - - - - - - - Other borrowings - - - - - - - - - ------------------------------------------------------------------------------------------------ Total interest expense 6,283 6,477 6,671 6,865 7,060 7,250 7,441 7,632 7,823 Interest Margin $ 6,341 $ 6,476 $ 6,611 $ 6,745 $ 6,857 $ 6,964 $ 7,066 $ 7,170 $ 7,270 Actual Dollars at Risk $ 516 $ 381 $ 246 $ 112 $ - $ - $ - $ - $ - Market value of assets $183,131 $181,397 $179,677 $177,942 $176,103 $174,240 $172,400 $170,595 $168,787 Market value of liabilities 168,818 167,247 165,675 164,104 162,533 160,962 159,391 157,819 156,248 ------------------------------------------------------------------------------------------------ Market Value of Equity $ 14,313 $ 14,150 $ 14,002 $ 13,838 $ 13,570 $ 13,278 $ 13,009 $ 12,776 $ 12,539 13 ================================================================================ Grayson Bankshares, Inc. and Subsidiary Part II: Other Information - -------------------------------------------------------------------------------- Item 1. Legal Proceedings There are no matters pending legal proceedings to which the Company or its subsidiary is a party or of which any of their property is subject. Item 2. Changes in Securities and Use of Proceeds Not applicable Item 3. Defaults Upon Senior Securities Not applicable Item 4. Submission of Matters to a Vote of Security Holders None Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 27. Financial Data Schedule (filed electronically only) (b) Reports on 8-K None 14 SIGNATURES Pursuant to the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. GRAYSON BANKSHARES, INC. Date: November 6, 2000 By: /s/Jacky K. Anderson President and CEO By: /s/Blake M. Edwards Chief Financial Officer 15