Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934
For the quarterly period endedMarch 31, 2001
                                          
  OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934
For the transition period from  to 
                                
For Quarter Ended March 31, 2001               Commission file number:  2-96350CNB Corporation                  (Exact name of registrant as specified in its charter)South Carolina                                     
      57-0792402
 (State or other jurisdiction of                          (I.R.S. Employer
  incorporation or organization)                           Identification No.)P.O. Box 320, Conway, South Carolina                      29528
(Address of principal executive offices)                 (Zip Code)
(Registrant's telephone number, including area code):(843) 248-5721

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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 .

The number of shares outstanding of the issuer's $10.00 par value common stock as of March 31, 2001 was 714,616.



<PAGE>
CNB Corporation
                                          
                              Page
PART I.    FINANCIAL INFORMATION
Item 1.    Financial Statements:
           Consolidated Balance Sheets as of March 31, 2001,               1
           December 31, 2000 and March 31, 2000
           Consolidated Statement of Income for the Three Months           2
           Ended March 31, 2001 and 2000
           Consolidated Statement of Comprehensive Income                  3
           for the Three Months Ended March 31, 2001 and 2000
           Consolidated Statement of Changes in Stockholders'              4
           Equity for the Three Months Ended March 31, 2001
           and 2000
           Consolidated Statement of Cash Flows for the Three Months       5
           Ended March 31, 2001 and 2000
           Notes to Consolidated Financial Statements                   6-13
Item 2.    Management's Discussion and Analysis of Financial           14-20
           Condition and Results of Operations
PART II.   OTHER INFORMATION
Item 6.    Exhibits and Reports on Form 8-K                               21
SIGNATURE                                         
                        21
<PAGE>

CNB Corporation and Subsidiary
Consolidated Balance Sheets
(All Dollar Amounts, Except Per Share Data, in Thousands)
(Unaudited)

|ASSETS:
    Cash and due from banks
    Interest bearing deposits with banks
    Investment Securities
      (Fair values of $34,170 at
       March 31, 2001, $42,506 at 
       December 31, 2000, and $54,430
       at March 31, 2000)
    Securities Available for Sale
      (Amortized cost of $103,829 at
       March 31, 2001, $88,811 at
       December 31, 2000, and $91,650
       at March 31, 2000)
    Federal Funds sold and securities
       purchased under agreement
       to resell
    Loans:
       Loans
       Less reserve for possible
          loan losses
         Net loans
    Bank premises and equipment
    Other assets
Total assets
LIABILITIES AND STOCKHOLDERS' EQUITY:
    Deposits:
       Non-interest bearing
       Interest-bearing
          Total deposits
    Federal funds purchased and
       securities sold under agreement
       to repurchase
    Other short-term borrowings
    Other liabilities
 Total liabilities
   Stockholders' equity:
       Common stock, par value $10 per
       share:  Authorized 1,500,000 in
       2001 and 2000; issued 598,681
       in 2000 and 718,246 in 2001
       Surplus
       Undivided Profits
       Net Unrealized Holding
       Gains (Losses) on
        Available-For-Sale Securities
         Less:  Treasury stock
            Total stockholders' equity
           Total liabilities
             and stockholders' equity | March 31,
  2001  
$ 18,573 
0 
 33,550 
105,099 
26,625 
297,268
(3,816)293,452 
 11,463 9,408498,17077,078 335,614 
 412,692
27,857 
2,403 4,620 
 447,572
7,182 
34,746 
8,263 
762(355)
  50,598 
 498,170 | December 31,
 2000   
$ 20,239 
0 
42,215 
88,975 
9,875 
295,648
(3,782) 291,866 
   9,795 8,111 
 471,076
76,342 314,388 
 390,730
22,567 
3,484 5,689 
 422,470
7,182 
34,732 
6,898 
98 (304)
  48,606 
 471,076 | March 31,
 2000  
$ 18,237 
0 
49,912 
89,614 
8,650 
 
 275,866
3,675 272,191 
8,905 8,752 
 456,261
79,187 298,614 
 377,801
28,195 
1,608 3,531 
 411,135
5,987 
24,556 
16,033 
(1,221)(229)
  45,126 
 456,126
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

-1-

<PAGE>



CNB Corporation and Subsidiary
Consolidated Statement of Income
(All Dollar Amounts, Except Per Share Data, in Thousands)
(Unaudited)

|Interest Income:
  Interest and fees on loans
  Interest on investment securities:
    Taxable investment securities
    Tax-exempt investment securities
    Other securities
  Interest on federal funds sold and securities
    purchased under agreement to resell
      Total interest income
Interest Expense:
  Interest on deposits
  Interest on federal funds purchased and securities
    sold under agreement to repurchase
  Interest on other short-term borrowings
      Total interest expense
  Net interest income
  Provision for possible loan losses
  Net interest income after provision for possible
    loan losses
  Other income:
    Service charges on deposit accounts
    Gains/(Losses) on securities
    Other operating income
        Total other income
  Other expenses:
    Salaries and employee benefits
    Occupancy expense
    Other operating expenses
        Total operating expenses
  Income before income taxes
    Income tax provision
  Net income
   *Per share data:
    Net income per weighted average shares
     outstanding
    Cash dividend paid per share
    Book value per actual number of shares
     outstanding
    Weighted average number of shares outstanding
    Actual number of shares outstanding
   *Restated for a 20% stock dividend issued during
    2000. | Three Months Ended 
March 31,                                                                                                                                                                
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|2001  
$  6,691
1,579
230
0407
   8,907   4,010
34351
   4,404   4,503190
   4,313     709
0424
   1,133   2,180
     483802
   3,465   1,981615
   1,366
$   1.91
$      0
$  70.80
 714,790
 714,616                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | 2000  
$  6,133
1,865
193
0110
   8,3013,065
32926
   3,420   4,881240
  4,641683
0344
   1,027   2,031
     451850
   3,332   2,336771
   1,565
$   2.19
$      0
$  63.04
 715,906
 715,793



-2-

<PAGE>

CNB Corporation and Subsidiary
Consolidated Statements of Comprehensive Income
(All Dollar Amounts, Except Per Share Data, in Thousands)
(Unaudited)



|Net Income                                                                                                                                          | Three Months     
Ended        
March 31,
|--------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------
|2001                                                                                                                                                | 2000                                     
|$1,366                                                                                                                                              | $1,565                                   
|Other comprehensive income, net of tax
    Unrealized gains/(losses)
      on securities:
    Unrealized holding gains/(losses)
      during period | 644                                      
|Net Comprehensive Income                                                                                                                            | $2,030                                   

-3-

<PAGE>

CNB Corporation and Subsidiary
Consolidated Statement of Changes in Stockholders' Equity
(All Dollar Amounts in Thousands)
(Unaudited)



|Common Stock:
($10 par value; 1,500,000 shares authorized)
Balance, January 1
Issuance of Common Stock
Balance at end of period                                                                                                       | Nine Months Ended
March 31,              
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------
|2001                                                                                                                                                                                                                                  | 2000                                     
|7,182 0 
  7,182                                                                                                                                                                                                                      | 5,987 None 
  5,987                      
|Surplus:
Balance, January 1
Issuance of Common Stock
Gain on sale of Treasury stock
Balance at end of period                                                                                                                          | 34,732 
None 14 
 34,746                 
|Undivided profits:
Balance, January 1
Net Income
Cash dividends declared
Balance at end of period                                                                                                                                     | 6,898 
1,366 None 
  8,263               
|Net unrealized holding gains/(losses) on
Available-for-sale securities:
Balance, January 1
Change in net unrealized gains/(losses)
Balance at end of period                                                                           | 98 664 
    762                          
|Treasury stock:
Balance, January 1
(3,256 shares in 2001; 2,722 shares in 2000)
Purchase of treasury stock
Reissue of treasury stock
Balance at end of period
(3,630 shares in 2001; 2,187 shares in 2000)
Total stockholders' equity | (304)
(156)105 
   (355)
        
 50,598

Note:  Columns may not add due to rounding

-4-

<PAGE>

CNB CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)

|OPERATING ACTIVITIES
  Net Income
  Adjustments to reconcile net income to
    net cash provided by operating activities
    Depreciation
    Provision for loan losses
    Provision for deferred income taxes
    Loss (gain) on sale of investment
     securities
    (Increase) decrease in accrued interest
     receivable
    (Increase) decrease in other assets
    (Decrease) increase in other liabilities                                                                                                                        | For the three-month period ended
           March 31,     2001           2000
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------
|$  1,366 
156 
190 
443 
0 
122 
(1,598)534                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | $  1,565 
131 
240 
(291)
0 
(346)
(35)249                                   
|Net cash provided by operating
          activities                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 1,213                                                                        
|INVESTING ACTIVITIES
  Proceeds from sale of investment securities
   available for sale
  Proceeds from maturities of investment
   securities held to maturity
  Proceeds from maturities of investment
   securities available for sale
  Purchase of investment securities held to
   maturity
  Purchase of investment securities
   available for sale
  Decrease (increase) in interest-bearing
    deposits in banks
  (Increase) decrease in federal funds sold
  (Increase) decrease in loans
  Premises and equipment expenditures | 0 
8,665 
15,057 
0 
(30,075)
0 
(16,750)
(1,620)(1,824)                     
|Net cash provided by (used for)
          investing activities                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | (26,547)                                                                     
|FINANCING ACTIVITIES
  Dividends paid
  Increase (Decrease) in deposits
  (Decrease) increase in securities sold
    under repurchase agreement
  (Decrease) increase in other
    short-term borrowings                                                                                                                                                                                                                                                                                                                                      | (2,503)
21,962 
5,290 (1,081)                                                
|Net cash provided by (used for)
          financing activities
        Net increase (decrease) in cash
          and due from banks
CASH AND DUE FROM BANKS, BEGINNING OF YEAR
CASH AND DUE FROM BANKS, March 31, 2001 AND 2000
CASH PAID (RECEIVED) FOR:
  Interest
  Income taxes                                                                                                                                                                                                                                                           | 23,668
(1,666)20,239 
$ 18,573 
$  3,918 
$    144                           

-5-

<PAGE>

CNB CORPORATION AND SUBSIDIARY (The "Corporation")
CNB CORPORATION (The "Parent")
THE CONWAY NATIONAL BANK (The "Bank")
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(All Dollar Amounts in Thousands)NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Net income per share - Net income per share is computed on the basis of the weighted average number of common shares outstanding, 714,790 for the three-month period ended March 31, 2001 and 715,906 for the three-month period ended March 31, 2000
adjusted for the effect of a 20% stock dividend issued during 2000.

NOTE 2 - RESTRICTIONS ON CASH AND DUE FROM BANKS

The Bank is required to maintain average reserve balances either at the Bank or on deposit with the Federal Reserve Bank.  The average amount of these reserve balances for the three-month period ended March 31, 2001 and for the years ended December 31,
2000 and 1999 were approximately $8,355, $8,852, and $8,300, respectively.

-6-

<PAGE>

NOTE 3 - INVESTMENT SECURITIES

Investment securities with a par value of approximately $92,695 at March 31, 2001 and $90,870 at December 31, 2000 were pledged to secure public deposits and for other purposes required by law.

The following summaries reflect the book value, unrealized gains and losses, approximate market value, and tax-equivalent yields of investment securities at March 31, 2001 and at December 31, 2000.



|AVAILABLE FOR SALE
  United States Treasury
   Within one year
   One to five years                                                       | March  31, 2001 Book  Unrealized Holding Fair          
 Value   Gains   Losses   Value Yield(1)
|----------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------
|$  7,0294,024
  11,053                                                                                                                    | $    9380
   173                                                                                
|Federal agencies
   Within one year
   One to five years
   Six to ten years                                                              | 20,957
56,3198,137
  85,413                                                                     
|State, county and 
  municipal
   One to five years
   Six to ten years
   After ten years
  Other Securities 
  Total available for sale | 668
5,909522
   7,099
     264
$103,829                                                         
|HELD TO MATURITY
  United States Treasury
   Within one year                                                                              | 1,004                                                                                           
|Federal agencies
   Within one year
   One to Five years                                                                                  | 9,01811,068
  20,086                                                                            
|State, county and
  municipal
   Within one year
   One to five years
   Six to ten years
   
   Total held to maturity                   | 2,205
  6,5793,676
  12,460
$ 33,550                                                            



(1) Tax equivalent adjustment based on a 34% tax rate

As of the quarter ended March 31, 2001, the Bank did not hold any securities of an issuer that exceeded 10% of stockholders' equity. The net unrealized holding gains/(losses) on available-for-sale securities component of capital is $762 as of March 31,
2001.



-7-

<PAGE>

NOTE 3 - INVESTMENT SECURITIES (Continued)

|AVAILABLE FOR SALE
  United States Treasury
   Within one year                                                                                                                                                            | December 31, 2000 Book  Unrealized Holding Fair          
 Value   Gains   Losses   Value Yield(1)
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------
|_______$14,066                                                                                                                                                                                                            | ______$   65                                                                                      
|Federal agencies
   Within one year
   One to five years                                                                                                                                                                  | 25,05941,517
 66,576                                                                              
|State, county and 
  municipal
   One to five years
   Six to ten years
   After ten years
  Other -restricted
   Federal Reserve
    Bank and FHLB Stock
   CRA Qualified Investment
    Fund
 
Total available for sale | 453
4,7111,357
  6,521  
1,394254
  1,648
$88,811                                                 
|HELD TO MATURITY
  United States Treasury
   Within one year                                                                                                                                                              | 1,006                                                                                             
|Federal agencies
   Within one year
   One to Five years                                                                                                                                                                  | 13,02615,082
 28,108                                                                              
|State, county and
  municipal
   Within one year
   One to five years
   Six to ten years
      
   Total held to maturity                                                                                                | 2,415
6,3224,364
 13,101
$42,215                                                                  

(1) Tax equivalent adjustment based on a 34% tax rate

As of the quarter ended December 31, 2000, the Bank did not hold any securities of an issuer that exceeded 10% of stockholders' equity. The net unrealized holding gains/(losses) on available-for-sale securities component of capital is $98 as of December
31, 2000.

-8-

<PAGE>

NOTE 4 - LOANS AND ALLOWANCE FOR LOAN LOSSES
     The following is a summary of loans at March 31, 2001 and December 31, 2000 by major classification:



|Real estate loans - mortage
                  - construction
Commercial and industrial loans
Loans to individuals for household,
  family and other consumer expenditures
Agriculture
All other loans, including overdrafts
     Gross loans
       Less reserve for loan losses
         Net loans | March 31,  December 31,2001     2000                                       
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------
|$190,433 
22,309 
48,381 
32,631 
1,949 1,565 
 297,268 
  (3,816)
 293,452                                                                                                                                                                                                                         | $191,329 
20,590 
45,929 
34,726 
1,376 1,698 
 295,648 
  (3,782)
 291,866

-9-

<PAGE>

NOTE 4 - LOANS AND ALLOWANCE FOR LOAN LOSSES, continued

Changes in the reserve for loan losses for the quarter ended March 31, 2001 and 2000 and the year ended December 31, 2000 are summarized as follows:

|                                                                                                                                                                                                                                                                                                                                                                                                                      | Quarter Ended                
March 31,      December 31,
 2001  2000    2000
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------
|Balance, beginning of period
Charge-offs:
   Commercial, financial, and agricultural
   Real Estate - construction and mortgage
   Loans to individuals
       Total charge-offs
Recoveries:
   Commercial, financial, and agricultural
   Real Estate - construction and mortgage
   Loans to individuals
       Total recoveries
Net charge-offs/(recoveries)
Additions charge to operations
Balance, end of period | $ 3,782
43
25134
$   202$    11
233
$    46
$   156
$   190
$ 3,816          
|Ratio of net charge-offs during the period
 to average loans outstanding during the
 period.                                                                                                                                                                                                                                                                                                                          | .05%                                                                         

The entire balance is available to absorb future loan losses.

At March 31, 2001 and December 31, 2000 loans on which no interest was being accrued totalled approximately $204 and $305, respectively; foreclosed real estate totalled $0 and $0, respectively; and loans 90 days past due and still accruing totalled $143
and $189, respectively.

OTHER INTEREST-BEARING ASSETS

As of March 31, 2001, the Company does not have any interest-bearing assets that would be required to be disclosed under Item III.C.1. or 2. if such assets were loans.

-10-

<PAGE>

NOTE 5 - PREMISES AND EQUIPMENT
     Property at March 31, 2001 and December 31, 2000 is summarized as follows:

|Land and buildings
Furniture, fixtures and equipment
Construction in progress
Less accumulated depreciation and
   amortization | March 31  2001  
$ 13,973  
5,887  117  $ 19,977  8,514  $ 11,463 | December 31,2000  
$ 12,267  
5,826  61  $ 18,154  8,359  $  9,795
|------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------- | ------------------------------------------------------------------

Depreciation and amortization of bank premises and equipment charged to operating expense was $156 for the quarter ended March 31, 2001 and $586 for the year ended
December 31, 2000.

NOTE 6 - CERTIFICATES OF DEPOSIT IN EXCESS OF $100,000

At March 31, 2001 and December 31, 2000, certificates of deposit of $100,000 or more included in time deposits totalled approximately $95,578 and $85,981 respectively.  Interest expense on these deposits was approximately
$1,499 for the quarter ended March 31, 2001 and $3,915 for the year ended December 31, 2000.

NOTE 7 - SECURITIES SOLD UNDER REPURCHASE AGREEMENTS

At March 31, 2001 and December 31, 2000, securities sold under repurchase agreements totalled $27,857 and $22,567.  U.S. Government securities with a book value of $37,541 ($38,061 market value) and $38,592 ($38,626 market
value), respectively, are used as collateral for the agreements.  The weighted-average interest rate of these agreements was 4.43 percent and 5.00 percent at March 31, 2001 and December 31, 2000.

NOTE 8 - LINES OF CREDIT

At March 31, 2001, the Bank had unused short-term lines of credit to purchase Federal Funds from unrelated banks totalling $23,000.  These lines of credit are available on a one to seven day basis for general corporate
purposes of the Bank.  All of the lenders have reserved the right to withdraw these lines at their option.

The Bank has a demand note through the U.S. Treasury, Tax and Loan system with the Federal Reserve Bank of Richmond.  The Bank may borrow up to $7,000 under the arrangement at a variable interest rate.  The note is
secured by U.S. Treasury and Agency Securities with a market value of $6,964 at March 31, 2001. The amount outstanding under the note totalled $753 and $1,834 at March 31, 2001 and December 31, 2000, respectively.

The Bank also has a line of credit from the Federal Home Loan Bank of Atlanta for $70,530 secured by a lien on the Bank's 1-4 family mortgages. Allowable terms range from overnight to twenty years at varying rates set daily
by the FHLB.  The amount outstanding under the agreement totalled $1,650 and $1,650 at March 31, 2001 and December 31, 2000, respectfully.

NOTE 9 - INCOME TAXES

Income tax expense for the quarter ended March 31, 2001 and March 31, 2000 on pretax income of $1,981 and $2,336 totalled $615 and $771, respectively. The provision for federal income taxes is calculated by applying the 34%
statutory federal income tax rate and increasing or reducing this amount due to any tax-exempt interest, state bank tax (net of federal benefit), business credits, surtax exemption, tax preferences, alternative minimum tax calculations, or other factor.
A summary of income tax components and a reconciliation of income taxes to the federal statutory rate is included in fiscal year-end reports.

The Company accounts for income taxes in accordance with Statement of Financial Accounting Standards ("SFAS") No. 109, "Accounting for Income Taxes".

-11-

<PAGE>

NOTE 10 - COMMITMENTS AND CONTINGENT LIABILITIES

From time to time the bank subsidiary is a party to various litigation, both as plaintiff and as defendant, arising from its normal operations.  No material losses are anticipated in connection with any of these matters at
March 31, 2001.

Also, in the normal course of business, the bank subsidiary has outstanding commitments to extend credit and other contingent liabilities, which are not reflected in the accompanying financial statements.  At March 31, 2001,
commitments to extend credit totalled $24,798; financial standby letters of credit totalled $857; and performance standby letters of credit totalled $137.  In the opinion of management, no material losses or liabilities are expected as a result of these
transactions.

NOTE 11 - EMPLOYEE BENEFIT PLAN

The Bank has a defined contribution pension plan covering all employees who have attained age twenty-one and have a minimum of one year of service.  Upon ongoing approval of the Board of Directors, the Bank matches
one-hundred percent of employee contributions up to three percent of employee salary deferred and fifty percent of employee contributions in excess of three percent and up to five percent of salary deferred.  The Board of Directors may also make
discretionary contributions to the Plan.  For the quarter ended March 31, 2001 and years ended December 31, 2000, 1999 and 1998, $119, $404, $423, and $378, respectively, was charged to operations under the plan.

NOTE 12 - REGULATORY MATTERS

The Bank is subject to various regulatory capital requirements administered by the federal banking agencies.  Failure to meet minimum capital requirements can initiate certain mandatory -and possibly additional discretionary
- actions by regulators that, if undertaken, could have a direct material effect on the financial statements.  The regulations require the Bank to meet specific capital adequacy guidelines that involve quantitative measures of assets, liabilities, and
certain off-balance-sheet items as calculated under regulatory accounting practices.  The capital classification is also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.

Quantitative measures established by regulation to ensure capital adequacy require the maintenance of minimum amounts and ratios (set forth in the table below) of Tier I capital to adjusted total assets (Leverage Capital
ratio) and minimum ratios of Tier I and total capital to risk-weighted assets.  To be considered adequately capitalized under the regulatory framework for prompt corrective action, the Bank must maintain minimum Tier I leverage, Tier I risk-based and
total risked-based ratios as set forth in the table.  The Bank's actual capital ratios are also presented in the table below as of March 31, 2001:

|Total Capital (to
 risk weighted assets)
Tier I Capital (to
 risk weighted assets)
Tier I Capital (to
 avg.assets | To be      
well capitalized
For           under prompt 
Capital adequacy corrective action   Purposes   provisionsActual   Minimum  MinimumAmount Ratio   Amount   Ratio  Amount   Ratio
|----------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|$50,415
46,599
46,599                                                                                             | 16.35%
15.12 
9.37                                                                                                                                                                       





-12-

<PAGE>NOTE 13 - CONDENSED FINANCIAL INFORMATION

Following is condensed financial information of CNB Corporation (parent company only):

|CONDENSED BALANCED SHEET
MARCH 31, 2001
(Unaudited)                                      
|-----------------------------------------------------------------------------------------
|ASSETS
   Cash
   Investment in subsidiary
   Fixed assets
   Other assets               
|LIABILITIES AND STOCKHOLDERS' EQUITY
   Other liability
   Stockholders' equity          
|CONDENSED STATEMENT OF INCOME
For the three-month period ended March 31, 2001
(Unaudited)
|EQUITY IN NET INCOME OF SUBSIDIARY
OTHER INCOME
OTHER EXPENSES
   Net Income             



DISCUSSION OF FORWARD-LOOKING STATEMENTS

Information in the enclosed report, other than historical information, may contain forward-looking statements that involve risks and uncertainties, including, but not limited to, timing of certain business initiatives of the Company, the Company's
interest rate risk condition, and future regulatory actions of the Comptroller of the Currency and Federal Reserve System.  It is important to note that the Company's actual results may differ materially and adversely from those discussed in
forward-looking statements.

-13-

<PAGE>

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Management's Discussion and Analysis is provided to afford a clearer understanding of the major elements of the corporation's results of operations, financial condition, liquidity, and capital resources. The following discussion should be read in
conjunction with the corporation's financial statements and notes thereto and other detailed information appearing elsewhere in this report.  In addition, the results of operations for the interim periods shown in this report are not necessarily
indicative of results to be expected for the fiscal year.  In the opinion of management, the information contained herein reflects all adjustments necessary to make the results of operations for the interim periods a fair statement of such operations.
All such adjustments are of a normal and recurring nature.DISTRIBUTION OF ASSETS AND LIABILITIES

The Company maintains a conservative approach in determining the distribution of assets and liabilities.  Loans, net of unearned income, have increased 7.8% from $275,866 at March 31, 2000 to $297,268 at March 31, 2001 but have decreased as a percentage
of total assets from 60.5% to 59.7% over the same period as loan demand has lessened in our market. Securities and federal funds sold have increased as a percentage of total assets from 32.4% at March 31, 2000 to 33.1% at March 31, 2001 as lending has
slowed.  This level of investments and federal funds sold provides for a more than adequate supply of secondary liquidity. Management has sought to build the deposit base with stable, relatively non-interest-sensitive deposits by offering the small to
medium deposit account holders a wide array of deposit instruments at competitive rates. Non-interest-bearing demand deposits decreased as a percentage of total assets from 17.4% at March 31, 2000 to 15.5% at March 31, 2001. As more customers, both
business and personal, are attracted to interest-bearing deposit accounts, we expect the percentage of demand deposits to decline over the long-term. Interest-bearing deposits have increased from 65.4% of total assets at March 31, 2000 to 67.3% at March
31, 2001 while securities sold under agreement to repurchase have decreased from 6.2% to 5.6% over the same period.

The following table sets forth the percentage relationship to total assets of significant component's of the corporation's balance sheet as of March 31, 2001 and 2000:



|Assets:
   Earning assets:
   Loans
   Investment securities
   Securities Available for Sale
   Federal funds sold and securities purchased
     under agreement to resell
   Other earning assets
      Total earning assets
   Other assets
      Total assets                                                                                                                                       | March 31,  2001  2000                        
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------
|59.7%
6.7 
21.1 
5.3 - 
 92.8 
  7.2 
100.0%                                                                                                                                                                                                                                                                                                                                                            | 60.5%
10.9 
19.6 
1.9 - 
 92.9 
  7.1 
100.0%
|Liabilities and stockholder's equity:
  Interest-bearing liabilities:
    Interest-bearing deposits
    Federal funds purchased and securities sold
      under agreement to resell
    Other short-term borrowings
        Total interest-bearing liabilities
          Noninterest-bearing deposits
    Other liabilities
    Stockholders' equity
        Total liabilities and stockholders' equity | 67.3%
5.6 .5 
 73.4 15.5 
 .9 10.2 
100.0%   

-14-

<PAGE>



RESULTS OF OPERATION

CNB Corporation experienced earnings for the three-month period ended March 31, 2001 and 2000 of $1,366 and $1,566, respectively, resulting in a return on average assets of 1.12% and 1.38% and a return on average stockholders' equity of 11.05% and 14.04%.

The earnings were primarily attributable to net interest margins in each period (see Net Income-Net Interest Income).  Other factors include management's ongoing effort to maintain other income at adequate levels (see Net Income - Other Income) and to
control other expenses (see Net Income - Other Expenses). This level of earnings, coupled with a conservative dividend policy, have supplied the necessary capital funds to support the growth in total assets. Total assets have increased $41,909 or 9.2%
from  $456,261 at March 31, 2000 to $498,170 at March 31, 2001.  The following table sets forth the financial highlights for the three-month periods ending March 31, 2001 and March 31, 2000:

|CNB Corporation
CNB Corporation and Subsidiary
FINANCIAL HIGHLIGHTS
(All Dollar Amounts, Except Per Share Data, in Thousands)
Three-Month Period Ended March 31,                                                                                                                                                                                                                                                     
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Net interest income after provision
    for loan losses
Income before income taxes
Net Income
Per Share*
Cash dividends declared
   Per Share
Total assets
Total deposits
Loans
Investment securities
Stockholders' equity
    Book value per share*
Ratios:
Annualized return on average total
  assets
Annualized return on average
  stockholders' Equity

* Restated for a 20% stock dividend issued
during 2000.
|4,313 
1,981 
1,366 
1.91 
0 
0 
498,170 
412,692 
297,268 
138,649 
50,598 
70.80 
1.12%
11.05%                                                                                                                                                                                                                                                                                                                     



(1)  For the three-month period ended March 31, 2001 and March 31, 2000, average
     total assets amounted to $488,570 and $452,584 with average stockholders'
     equity totaling $49,440 and $44,587, respectively.

-15-

<PAGE>



NET INCOME

Net Interest Income - Earnings are dependent to a large degree on net interest income, defined as the difference between gross interest and fees earned on earning assets, primarily loans and securities, and interest paid on deposits and borrowed
funds.  Net interest income is effected by the interest rates earned or paid and by volume changes in loans, securities, deposits, and borrowed funds.

Interest rates paid on deposits and borrowed funds and earned on loans and investments have generally followed the fluctuations in market interest rates in 2001 and 2000.  However, fluctuations in market interest rates do not necessarily have a
significant impact on net interest income, depending on the bank's rate sensitivity position.  A rate sensitive asset (RSA) is any loan or investment that can be repriced either up or down in interest rate within a certain time interval.  A rate sensitive
liability (RSL) is an interest paying deposit or other liability that can be repriced either up or down in interest rate within a certain time interval.  When a proper balance between RSA and RSL exists, market interest rate fluctuations should not have a
significant impact on earnings. The larger the imbalance, the greater the interest rate risk assumed by the bank and the greater the positive or negative impact of interest rate fluctuations on earnings.  The bank seeks to manage its assets and
liabilities in a manner that will limit interest rate risk and thus stabilize long-run earning power.  Management believes that a rise or fall in interest rates will not materially effect earnings.

The Bank has maintained adequate net interest margins for the three-month period ended March 31, 2001 and 2000 by earning satisfactory yields on loans and investments and funding these assets with a favorable deposit mix containing a significant level Of
noninterest-bearing demand deposits.  However, margins have tightened due to strong competition for deposits coupled with a decline in non-interest-bearing balances.

Fully-tax-equivalent net interest income showed a 7.2% decrease from $4,980 for the three-month period ended March 31, 2000 to $4,621 for the three-month period ended March 31, 2001. During the same period, total fully-tax-equivalent interest income
increased by 7.4% from $8,400 to $9,025 and total interest expense increased by 28.8% from $3,420 to $4,404. Fully-tax-equivalent net interest income as a percentage of total earning assets has shown a decrease of .65% from 4.70% for the three-month
period ended March 31, 2000 to 4.05% for the three-month period ended March 31, 2001.

The tables on the following two pages present selected financial data and an analysis of net interest income.

-16-

<PAGE>

|CNB Corporation and Subsidiary
Selected Financial Data                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Assets:
  Earning assets:
   Loans
   Securities:
    Taxable
    Tax-exempt
   Federal funds sold and
    securities purchased under
    agreement to resell
   Other earning assets
      Total earning assets
  Other assets
      Total assets
Liabilities and stockholder equity
   Interest-bearing liabilities:
   Interest-bearing deposits
   Federal funds purchased and
    securities sold under
    agreement to repurchase
   Other short-term borrowings
       Total interest-bearing
         liabilities
   Noninterest-bearing deposits
   Other liabilities
   Stockholders' equity
         Total liabilities and
           stockholders' equity
   Net interest income as a percent
     of total earning assets
(1)  Tax-equivalent adjustment
     based on a 34% tax rate
|$296,949
109,053
19,773
30,2080
 455,983
  32,587
$488,570
$330,960
28,2923,257
$362,509  72,619
4,00249,440
$488,570
$455,983                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|Ratios:
Annualized return on average total assets
Annualized return on average stockholders' equity
Cash dividends declared as a percent of net income
Average stockholders' equity as a percent of:
  Average total assets
  Average total deposits
  Average loans
Average earning assets as a percent of
average total assets                                                                                                                                                                                                                                                                                                                                                                                                                                                                   





-17-

<PAGE>

CNB Corporation and Subsidiary
Rate/Volume Variance Analysis
For the Three Months Ended March 31, 2001 and 2000
(Dollars in Thousands)

|Earning Assets:
Loans, Net of unearned
 Income (2)
Investment securities:
 Taxable
 Tax-exempt
Federal funds sold and
 Securities purchased under
 agreement to resell
Other earning assets
Total Earning Assets
Interest-bearing
 Liabilities:
Interest-bearing deposits
Federal funds purchased and
 securities sold under
 agreement to repurchase
Other short-term borrowings
Total Interest-bearing
 Liabilities
Interest-free Funds
 Supporting Earning Assets
Total Funds Supporting
Earning Assets
Interest Rate Spread
Impact of Non-interest-
 bearing Funds on Net Yield
 on Earning Assets
Net Yield on Earning Assets | Average
Volume2001 
296,949
109,053
19,773
30,2080
455,983330,960
28,2923,257
362,509 93,474455,983 | Average
Volume2000 
271,873
127,973
16,203
7,9930
424,042301,199
29,0121,595
331,806 92,236424,042 | Yield/Rate2001 (1)
9.01% 
5.79% 
7.04% 
5.39% - 7.92% 4.85% 
4.85% 6.26% 4.86%  3.87% 3.06% .99% 4.05% | Yield/Rate2000 (1) 
9.02%  
5.83%  
7.21%  
5.50%  -  7.92%  4.07%  
4.54%  6.52%  4.12%    3.22%  3.80%  .90%  4.70% | Interest  
Earned/Paid 2001 (1)  
6,691  
1,579  
348  
407  0  9,025  
4,010  
343  51  4,404    4,404    4,621 | Interest  
Earned/Paid 2000 (1)  
6,133  
1,865  
292  
110  0  8,400  
3,065  
329  26  3,420    3,420    4,980 | Variance
558 
(286)
56 
297 0 
  625
945 
14 25 
  984 
      
  984 | Change
Due toRate 
(7)
(11)
(7)
(2)- 
 (27)
587 
22 (1)
  608 
     
 608 | Change
Due toVolume
565 
(276)
64 
305 - 
 658
303 
(8)27 
 322 
     
 322 | Change
Due to
Rate XVolume
- 
1 
(1)
(6)- 
  (6)
55 
- (1)
  54 
     
  54
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------ | --------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------- | ------------------------------------------------------------------------- | --------------------------------------------------------------------------- | ---------------------------------------------------------------------------

(1)  Tax-equivalent adjustment based on a 34% tax rate.

(2)  Includes non-accruing loans which does not have a material effect on the Net Yield on Earning Assets.

-18-

<PAGE>

NET INCOME (continued)

Provision for Possible Loan Losses - It is the policy of the bank to maintain the reserve for possible loan losses at the greater of 1.20% of net loans or the percentage based on the actual loan loss experience over the previous five years.  In
addition, management may increase the reserve to a level above these guidelines to cover potential losses identified in the portfolio.

The provision for possible loan losses was $190 for the three-month period ended March 31, 2001 and $240 for the three-month period ended March 31, 2000.   Net loan charge-offs totalled $156 for the three-month period ended March 31, 2001 and $16 for the
same period in 2000.

The reserve for possible loan losses as a percentage of net loans was 1.30% at March 31, 2001 and 1.35% at March 31, 2000.  The provision for possible loan losses decreased from $240 during the first quarter of 2000 to $190 during the first quarter of
2001 due to a decrease in the rate of loan growth.

Securities Transactions - The bank had no security sales during the first quarter of 2001 or 2000.  At March 31, 2001, December 31, 2000, and March 31, 2000 market value appreciation/(depreciation) in the investment portfolio totalled $1,890, $455, and
$(2,665), respectively.  As indicated, market values have increased due to lower market interest rates.

Other Income - Other income, net of any gains/losses on security transactions, increased by 10.3% from $1,027 for the three-month period ended March 31, 2000 to $1,133 for the three-month period ended March 31, 2001 primarily due to an increase in
deposit account volumes and higher merchant discount income.  Effective July 1, 2001, overall service charge rates will be increased which will correspondingly increase future non-interest income levels.

Other Expenses - Other expenses increased by 4.0% from $3,332 for the three-month period ended March 31, 2000 to $3,465 for the three-month period ended March 31, 2001.  The major components of other expenses are salaries and employee benefits which
increased 7.3% from $2,031 to $2,180; occupancy expense which increased 7.1% from  $451 to $483; and other operating expenses which decreased by 5.6% from $850 to $802. The increase in the three-month period ended March 31, 2001 salaries and employee
benefits was due to normal pay increments and the increased costs of providing employee benefits, particularly health insurance coverage. Occupancy expense was impacted by costs associated with the new Murrells Inlet office and the purchase of the
Surfside Office which was previously a leasehold interest.  Other operating expenses have decreased due to lower credit card department related costs in the merchant discount income area.

Income Taxes - Provisions for income taxes decreased 20.2% from $771 for the three-month period ended March 31, 2000 to $615 for the three-month period ended March 31, 2001.  Income before income taxes less interest of tax-exempt investment securities
decreased by 18.3% from $2,143 for the three-month period ended March 31, 2000 to $1,751 for the same period in 2001.  State tax liability decreased as income before income taxes decreased 15.2% from $2,336 to $1,981 during the same period.

LIQUIDITY

The bank's liquidity position is primarily dependent on short-term demands for funds caused by customer credit needs and deposit withdrawals and upon the liquidity of bank assets to meet these needs.  The bank's liquidity sources include cash and due
from banks, federal funds sold, and short-term investments.  In addition, the bank has established federal funds lines of credit from correspondent banks and has the ability to borrow funds from the Federal Reserve System and the Federal Home Loan Bank of
Atlanta. Management feels that short-term and long-term liquidity sources are more than adequate to meet funding needs.

-19-

<PAGE>CAPITAL RESOURCES

Total stockholders' equity was $50,598, $48,606, $43,712 and $41,201 at March 31, 2001, December 31, 2000, December 31, 1999, and December 31, 1998, representing 10.16%, 10.32%, 9.59%, and 9.66% of total assets, respectively. At March 31, 2001, the Bank
exceeds quantitative measures established by regulation to ensure capital adequacy (see NOTE 12 - REGULATORY MATTERS). Capital is considered sufficient by management to meet current and prospective capital requirements and to support anticipated growth in
bank operations.

The Company paid an approximate 20% stock dividend in September 2000.  The Board maintained the annual cash dividend at $3.50 per share which increased the cash dividend payout ratio and cash dividend yield.

EFFECTS OF REGULATORY ACTION



The Federal Deposit Insurance Corporation (FDIC) reduced FDIC insurance premium rates during the third quarter of 1995 which has had a positive effect on subsequent earnings and should favorably impact future year's income.  Effective
March 11, 2000, the Gramm-Leach-Bliley Act of 1999 allows bank holding companies to elect to be treated as financial holding companies which may engage in a broad range of securities, insurance, and other financial activities.  At this time, neither the
Company nor the Bank plan to enter these new lines of business.  The management of the Company and the Bank is not aware of any current recommendations by the regulatory authorities which, if they were to be implemented, would have a material effect on
liquidity, capital resources, or operations.

ACCOUNTING ISSUES

In June 1998, the FASB issued SFAS 133, "Accounting for Derivative Instrument and Hedging Activities."  All derivatives are to be measured at fair value and recognized in the balance sheet as assets or liabilities. The statement is effective for fiscal
years and quarters beginning after June 15, 2000.  Because the Company does not use derivative transactions at this time, management does not expect that this standard will have a significant effect on the Company.

-20-

<PAGE>



EXHIBITS AND REPORTS ON FORM 8-K

See Exhibit Index appearing below.

(b)  Reports on Form 8-K - No reports on Form 8-K were filed during the quarter      covered by this report.

EXHIBIT INDEX

Exhibit
Number
   27          Financial Data Schedule - Article 9 Financial Data Schedule for
               10-Q for electronic filers (page 22).

All other exhibits, the filing of which are required with this Form, are not applicable.

CNB Corporation

SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

CNB Corporation
                                    (Registrant)
                                    Paul R. Dusenbury

Paul R. Dusenbury
                                    Treasurer
                                    (Chief Financial and Accounting Officer)

Date:  May 14, 2001

-21-

<PAGE>