EXHIBIT 28
                                                                      ----------

SMITH, GOOLSBY,
ARTIS & REAMS, P.S.C.

CERTIFIED PUBLIC ACCOUNTANTS
P.O. BOX 551         1330 CARTER AVE.
ASHLAND, KENTUCKY  41105-0551
(606) 329-1171   FAX (606) 325-0590

Board of Directors
Classic Bancshares, Inc.

                         INDEPENDENT ACCOUNTANT'S REPORT

We have reviewed the accompanying consolidated statement of condition as of June
30, 2002 and the related consolidated statements of income and comprehensive
income for the three month period ended June 30, 2002 and 2001, and cash flows
for the three month periods ended June 30, 2002 and 2001, in accordance with
Statement on Standards for Accounting and Review Services issued by the American
Institute of Certified Accountants. The financial statements are the
responsibility of the corporation's management.

A review of interim financial information consists principally of applying
analytical procedures to financial data and making inquiries of persons
responsible for financial and accounting matters. It is substantially less in
scope than an audit conducted in accordance with generally accepted auditing
standards, the objective of which is the expression of an opinion regarding the
financial statements taken as a whole. Accordingly, we do not express such an
opinion.

Based on our review, we are not aware of any material modifications that should
be made to the accompanying financial statements for them to be in conformity
with generally accepted accounting principles.

We have previously audited, in accordance with auditing standards generally
accepted in the United States of America, the consolidated statement of
financial condition as of March 31, 2002, and the related consolidated
statements of income, comprehensive income, stockholders' equity and cash flows
for the year then ended (not presented herein) and in our report dated June 11,
2002, we expressed an unqualified opinion on those consolidated financial
statements. In our opinion, the information set forth in the accompanying
consolidated statement of financial condition as of March 31, 2002, is fairly
stated, in all material respects, in relation to the consolidated statement of
financial condition from which it has been derived.



/S/ SMITH, GOOLSBY, ARTIS & REAMS, P.S.C.
SMITH, GOOLSBY, ARTIS & REAMS, P.S.C.
Ashland, Kentucky
August 12, 2002