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F&M NATIONAL CORPORATION AND FIRST NATIONAL BANKSHARES, INC., OF EMPORIA, VA., ANNOUNCE AGREEMENT AND PLAN OF MERGER

 WINCHESTER, Va., April 5 /PRNewswire/ -- F&M National Corporation (NASDAQ-NMS: FMNT), a bank holding company headquartered in Winchester, and First National Bankshares, Inc., a bank holding company headquartered in Emporia, Va., have agreed upon a plan of affiliation and merger, subject to the approval of regulatory authorities and the stockholders of First National Bankshares, Inc.
 The proposed merger will entitle the holders of the issued and outstanding stock of First National to receive, in a tax-free exchange, 3.096 shares of F&M National common stock for each share of First National. First National has 215,000 shares of common stock issued and outstanding.
 This announcement is being made jointly by Wilbur M. Feltner, chairman of the board of F&M National, and O. Wayne Hanks, president and chief executive officer of First National Bankshares, Inc. Feltner commented, "F&M is honored to welcome First National's stockholders, customers and employees to our organization." Hanks added, "The Emporia board is especially pleased to affiliate with an organization like F&M which has historically placed great importance on serving the local community."
 First National's subsidiary bank, The First National Bank of Emporia, Va., has its main office and two branches in Emporia, and reported total assets of $66.6 million as of Feb. 28, 1993.
 F&M National Corporation reported total assets of $1.115 billion at Feb. 28, 1993. F&M, a multibank holding company, has eight banking affiliates, with a total of 53 banking offices: F&M Bank-Winchester, Winchester; F&M Bank-Massanutten, Harrisonburg, Va.; F&M Bank-Richmond, Richmond; F&M Bank-Central Virginia, Charlottesville, Va.; F&M Bank- Broadway, Broadway, Va.; F&M Bank-Martinsburg, Martinsburg, W.Va.; F&M Bank-Blakeley, Ranson, W.Va.; and F&M Bank-Keyser, Keyser, W.Va. F&M's common stock is traded over the counter and is listed on the NASDAQ Exchange under the symbol "FMNT."
 -0- 4/5/93
 /CONTACT: Jack R. Huyett, president/chief administrative officer, 703-665-4379, or Alfred B. Whitt, senior vice president/secretary, 703-665-4282, both of F&M National Corporation/
 (FMNT)


CO: F&M National Corporation ST: Virginia IN: FIN SU: TNM

DC -- DC007 -- 2976 04/05/93 11:07 EDT
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Publication:PR Newswire
Date:Apr 5, 1993
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