FORM 10-Q

                         SECURITIES AND EXCHANGE COMMISSION

                              Washington, D.C.  20549


   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 ended     September 30, 1996                       
                  
                                        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 September 30, 1996    Commission file number:  2-96350    


                                  CNB 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          29526                         
  (Address of principal executive offices)        (Zip Code)


(Registrant's telephone number, including area code):  (803) 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 September 30, 1996 was 477,509.


<PAGE>                               

CNB Corporation
                                                                        Page

PART I.    FINANCIAL INFORMATION    


Item 1.    Financial Statements:

           Consolidated Balance Sheets as of September 30, 1996,           1 
           December 31, 1995 and September 30, 1995                         
     
           Consolidated Statement of Income for the Three Months           2
           and Nine Months Ended September 30, 1996 and 1995                
                   
           Consolidated Statement of Changes in Stockholders'              3
           Equity for the Nine Months Ended September 30, 1996    
           and 1995                                                         
 
           Consolidated Statement of Cash Flows for the Nine Months        4
           Ended September 30, 1996 and 1995                                
     
           Notes to Consolidated Financial Statements                   5-12 

Item 2.    Management's Discussion and Analysis of Financial           13-22
           Condition and Results of Operations                              

PART II.   OTHER INFORMATION          

Item 6.    Exhibits and Reports on Form 8-K                               22


SIGNATURE                                                                 23













<PAGE>        
                         CNB Corporation and Subsidiary
                          Consolidated Balance Sheets
             (All Dollar Amounts, Except Per Share Data, in Thousands)
                                  (Unaudited)
<TABLE>
<CAPTION>
                                        Sept. 30,  December 31, Sept. 30,   
                                          1996        1995         1995
ASSETS:
<S>                                      <C>        <C>        <C>     
    Cash and due from banks              $ 14,702   $ 15,605   $  13,304
    Interest bearing deposits with banks        0          0           0
    Investment Securities                  75,340     76,402      80,429
      (Fair values of $74,877 at
       September 30, 1996, $77,231 at
       December 31, 1995, and $80,363      
       at September 30, 1995)                                               
    Securities Available for Sale          63,757     62,250      51,169
      (Amortized cost of $64,130 at                                         
       September 30, 1996, $61,533 at
       December 31, 1995, and $50,866
       at September 30, 1995)
    Federal Funds sold and securities 
       purchased under agreement 
       to resell                            9,100      7,300      24,400
    Loans:
       Gross Loans                        176,045    153,498     151,406
       Less unearned income                (1,059)    (1,094)     (1,093)
         Loans, net of unearned income    174,986    152,404     150,313 
       Less reserve for possible  
          loan losses                      (2,359)    (2,242)     (2,295)   
       Net loans                          172,627    150,162     148,018
    Bank premises and equipment             6,946      7,166       7,279
    Other assets                            6,046      5,809       5,608    
    Total assets                          348,518    324,694     330,207  
LIABILITIES AND STOCKHOLDERS' EQUITY:
    Deposits:
       Non-interest bearing                55,864     44,723      48,989    
    Interest-bearing                      219,665    206,433     202,628    
      Total deposits                      275,529    251,156     251,617 
    Federal funds purchased and 
       securities sold under agreement 
       to repurchase                       33,396     36,935      40,681
    Other short-term borrowings             2,911        766       3,195    
 Obligations under mortgages and 
       capital leases                           7         10          13
    Other liabilities                       2,000      3,609       2,052
    Minority interest in subsidiary            24         23          23    
      Total liabilities                   313,867    292,499     297,761    
 Stockholders' equity:
       Common stock, par value $10 per
       share:  Authorized 500,000;
       issued 479,093 shares                4,791      4,791       4,791
       Surplus                             15,695     15,676      15,666
       Undivided Profits                   14,535     11,431      11,938
       Net Unrealized Holding                (224)      (430)        182 
        Gains (Losses) on                          
        Available-For-Sale Securities               
         Less:  Treasury stock               (146)      (133)       (131)
            Total stockholders' equity     34,651     32,195      32,446    
         Total liabilities 
             and stockholders' equity     348,518    324,694     330,207 

</TABLE>                                     1 
<PAGE>                        CNB Corporation and Subsidiary
                       Consolidated Statement of Income
         (All Dollar Amounts, Except Per Share Data, in Thousands)
                                 (Unaudited)
<TABLE>
<CAPTION>                                                                              
                                                 Three Months Ended  Nine Months Ended 
                                                     September 30,      September 30,
                                                 1996          1995  1996          1995
Interest Income:                                                             
<S>                                              <C>       <C>       <C>       <C> 
  Interest and fees on loans                     $  4,033   $ 3,564  $ 11,629  $ 10,676
  Interest on investment securities:   
    Taxable investment securities                   1,904     1,710     5,657     4,942
    Tax-exempt investment securities                  185       220       556       670
    Other securities                                    0         0         3         3
  Interest on federal funds sold and securities 
    purchased under agreement to resell               120       286       348       624
      Total interest income                         6,242     5,780    18,193    16,915
Interest Expense:
  Interest on deposits                              2,176     2,091     6,392     5,910
  Interest on federal funds purchased and
    securities sold under agreement to 
    repurchase                                        436       500     1,501     1,482
  Interest on other short-term borrowings              18        28        47        65
  Interest on obligation under mortgages and 
    capital leases                                      0         0         0         0 
     
      Total interest expense                        2,630     2,619     7,940     7,457
Net interest income                                 3,612     3,161    10,253     9,458
Provision for possible loan losses                     90        25       230       105 
    
Net interest income after provision for 
  possible loan losses                              3,522     3,136    10,023     9,353
Other income: 
  Service charges on deposit accounts                 490       434     1,442     1,334
  Gains/(Losses) on securities                          0        (1)       38        25
  Other operating income                              309       311       704       669
      Total other income                              799       744     2,184     2,028
 
Other expenses:
  Minority interest in income of subsidiary             1         1         2         2
  Salaries and employee benefits                    1,492     1,364     4,426     4,128
  Occupancy expense                                   375       367     1,285     1,104
  Other operating expenses                            621       597     1,831     2,001
      Total operating expenses                      2,489     2,329     7,544     7,235
Income before income taxes                          1,832     1,551     4,663     4,146
  Income tax provision                                611       486     1,559     1,315
Net Income                                          1,221     1,065     3,104     2,831 
     
  Per share data: 
  Net income per weighted average shares
    outstanding                                  $   2.55  $   2.23  $   6.50  $   5.92
  Cash dividend paid per share                   $      0  $      0  $      0  $      0
  Book value per actual number of shares
    outstanding                                  $  72.57  $  67.97  $  72.57  $  67.97
  Weighted average number of shares outstanding   477,304   477,945   477,304   477,945 
              
  Actual number of shares outstanding             477,509   477,339   477,509   477,339
</TABLE>


                                    2
<PAGE>                      CNB Corporation and Subsidiary
     Consolidated Statement of Changes in Stockholders' Equity
                     (All Dollar Amounts in Thousands)
                               (Unaudited)
<TABLE>
<CAPTION>
                                                     Nine Months Ended      
                                                       September 30,        
                                                     
                                                      1996         1995     
<S>                                                 <C>          <C>
Common Stock:  
($10 par value; 500,000 shares authorized)                  
Balance, January 1                                   4,791        4,791    
Issuance of Common Stock                              None         None 
Balance at end of period                             4,791        4,791  



Surplus:
Balance, January 1                                  15,676       15,659
Issuance of Common Stock                              None         None
Gain on sale of treasury stock                          19            7  
Balance at end of period                            15,695       15,666 



Undivided profits:
Balance, January 1                                  11,431        9,107
Net Income                                           3,104        2,831 
Cash dividends declared                               None         None  
Balance at end of period                            14,535       11,938 



Net unrealized holding gains/(losses) on
available-for-sale securities:
Balance, January 1                                     430         (588)    
Change in net unrealized gains/(Losses)               (654)         770 
Balance at end of period                              (224)         182 



Treasury stock:
Balance, January 1                                    (133)        (112)
Purchase of treasury stock                            (213)        (111) 
Reissue of treasury stock                              200           92  
Balance at end of period                              (146)        (131) 


                                                                        
Total stockholders' equity                          34,651       32,446  
</TABLE>

Note:  Columns may not add due to rounding.




                                     3
<PAGE>                         CNB CORPORATION AND SUBSIDIARY
                     CONSOLIDATED STATEMENT OF CASH FLOWS
                                  (Unaudited)
<TABLE>
<CAPTION>   
                                 For the nine-month period ended Sept. 30,  
                                                      1996        1995  
<S>                                                 <C>         <C>
OPERATING ACTIVITIES                
  Net income                                        $ 3,104     $ 2,831
  Adjustments to reconcile net income to
    net cash provided by operating activities
    Depreciation                                        585         493
    Provision for loan losses                           230         105
    Provision for deferred income taxes                (243)        511 
    Loss (gain) on sale of investment 
     securities                                         (38)         25 
    (Increase) decrease in accrued interest 
     receivable                                        (305)       (285)
    (Increase) decrease in other assets                  68        (257)
    (Decrease) increase in other liabilities           (657)       (191) 
    Increase in minority interest in 
     subsidiary                                           1           3  
        Net cash provided by operating
          activities                                  2,745       3,235 
INVESTING ACTIVITIES
  Proceeds from sale of investment securities
   available for sale                                 2,000       5,117
  Proceeds from maturities of investment 
   securities held to maturity                       19,935       2,230 
  Proceeds from maturities of investment
   securities available for sale                      4,465       5,000
  Purchase of investment securities held to                                 
   maturity                                         (15,895)       (470)
  Purchase of investment securities 
   available for sale                               (10,950)    (15,463)
  Decrease (increase) in interest-bearing
    deposits in banks                                     0           0
  (Increase) decrease in federal funds sold          (1,800)    (21,275)
  (Increase) decrease in loans                      (22,582)     (5,950)
  Premises and equipment expenditures                  (365)     (2,462)
        Net cash provided by (used for)
          investing activities                      (25,192)    (33,273)
FINANCING ACTIVITIES
  Dividends paid                                     (1,432)       (955)
  Increase (Decrease) in deposits                    24,373      17,424
  (Decrease) increase in securities sold
    under repurchase agreement                       (3,539)     11,625
  (Decrease) increase in other 
    short-term borrowings                             2,145         701 
  Increase (decrease)in obligation under 
   mortgages and capital leases                          (3)         (5)
        Net cash provided by (used for)
          financing activities                       21,544      28,790  
        Net increase (decrease) in cash
          and due from banks                           (903)     (1,248)
CASH AND DUE FROM BANKS, BEGINNING OF YEAR           15,605      14,552 
CASH AND DUE FROM BANKS, SEPT. 30, 1996 AND 1995    $14,702     $13,304  
CASH PAID (RECEIVED) FOR:
  Interest                                          $ 7,952     $ 7,343   
  Income taxes                                      $ 1,567     $ 1,206 
</TABLE>                            4 
<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, 477,304 for the nine- 
  month period ended September 30, 1996 and 477,945 for the nine-month period 
  ended September 30, 1995.
            

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 nine-month period ended September 30, 1996 
  and for the years ended December 31, 1995 and 1994 were approximately     
  $4,999, $4,306, and $3,988, respectively.



































                                     5
<PAGE>NOTE 3 - INVESTMENT SECURITIES

Investment securities with a par value of approximately $59,665 at September
30, 1996 and $66,115 at December 31, 1995 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 September 30, 1996 and at December 31, 1995.     
<TABLE>     
<CAPTION>
                                            September 30, 1996                         
                             Book   Unrealized Holding     Fair    
                             Value  Gains       Losses     Value      Yield(1)
<S>                        <C>      <C>         <C>         <C>         <C>
AVAILABLE FOR SALE
  United States Treasury                                                        
   Within one year         $13,531  $   34      $   26      $13,539      5.99%
   One to five years        21,272     137         114       21,295      6.32          
                            34,803     171         140       34,834      6.19   
  Federal agencies
   Within one year               0       0           0            0       -  
   One to five years        28,081       8         396       27,693      6.00
   After ten years             804       0          24          780      6.08 
                            28,885       8         420       28,473      6.00          

  State, county and      
  municipal                                                                
   Within one year               0       0           0            0       -  
   One to five years           326       8           0          334      7.85 
                               326       8           0          334      7.85 
  Other Securities(Equity)     116       0           0          116       -     
  Total available for sale $64,130  $  187      $  560      $63,757      6.12%         
        
HELD TO MATURITY               
  United States Treasury                 
   Within one year          16,077      17          41       16,053      5.66%
   One to five years        27,728      77         333       27,472      5.64 
                            43,805      94         374       43,525      5.65 
  Federal agencies
   Within one year           2,001       5           0        2,006      7.97%
   One to five years        13,337      18         218       13,137      6.29 
   Six to ten years          2,003       0          67        1,936      6.40 
                            17,341      23         285       17,079      6.50 
  State, county and        
  municipal
   Within one year           1,716       5           1        1,720      9.31%
   One to five years         6,706     239          20        6,925      8.80
   Six to ten years          5,652       1         146        5,507      6.93 
   Over ten years              120       1           0          121      8.06 
                            14,194     246         167       14,273      8.11 
   Total held to maturity  $75,340  $  363      $  826      $74,877      6.31%         
</TABLE>      
(1) Tax equivalent adjustment based on a 34% tax rate.
          
As of the quarter ended September 30, 1996, 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 $(224) as of September 30, 1996.






                                     6
<PAGE>NOTE 3 - INVESTMENT SECURITIES (Continued)


<TABLE>     
<CAPTION>
                                         December 31, 1995                             
                             Book      Unrealized Holding    Fair     
                             Value       Gains    Losses     Value   Yield(1)
  
<S>                         <C>        <C>      <C>         <C>         <C>
AVAILABLE FOR SALE
  United States Treasury                                                    
   Within one year          $11,022    $   19   $    21     $11,020      5.04%
   One to five years         28,674       591        37      29,228      6.31 
                             39,696       610        58      40,248      5.96 
  Federal agencies
   Within one year              417         3         -         420      7.98 
   One to five years         20,181       179        19      20,341      5.94
    After ten years             913         1        15         899      6.34 
                             21,511       183        34      21,660      6.00  
  State, county and      
  municipal                                                                
   One to five years            326        16         -         342      7.85 
                                326        16         -         342      7.85          
                                                                     
  Total available for sale  $61,533    $  809   $    92     $62,250      5.98%         
        
HELD TO MATURITY               
  United States Treasury                 
   Within one year           13,077        59         5      13,131      5.85% 
   One to five years         38,875       378       145      39,108      5.48          
                             51,952       437       150      52,239      5.57 
  Federal agencies
   Within one year            5,007        69         -       5,076      8.04%         
   One to five years          3,004        65         -       3,069      6.12
   Six to ten years           2,002        34         -       2,036      6.40%
                             10,013       168         -      10,181      7.14 
                                                                               
  State, county and        
  municipal                                                                 
   Within one year            1,674        17         1       1,690      9.33
   One to five years          6,216       273         8       6,481      8.81
   Six to ten years           6,069       120        35       6,154      7.28
   After ten years              478         8         -         486      7.61 
                             14,437       418        44       4,811      8.19 
   Total held to maturity   $76,402    $1,023   $   194     $77,231      6.27%         
</TABLE>         
(1) Tax equivalent adjustment based on a 34% tax rate.
          
    As of the quarter ended December 31, 1995, 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 $430 as of December 31, 1995.

    On December 6, 1995, the Bank transferred a portion of the portfolio from 
    securities held to maturity to the available for sale classification.   
    These securities had an amortized cost of $11,566 and an unrealized loss 
    of $68 on the date of transfer.  This one-time reassessment of securities 
    was done in compliance with the "Guide to Implementation of Statement 115 
    on Accounting for Certain Investments in Debt and Equity Securities,"   
    issued by the Financial Accounting Standards Board. 









                                     7
<PAGE>NOTE 4 - LOANS AND ALLOWANCE FOR LOAN LOSSES

     The following is a summary of loans at September 30, 1996 and December
31, 1995 by major classification:
<TABLE>
<CAPTION>
                                          September 30,       December 31,
                                             1996                  1995     
<S>                                       <C>                   <C>
Real estate loans - mortgage              $  108,411            $  95,451
                  - construction              11,205                5,453
Commercial and industrial loans               26,167               23,133
Loans to individuals for household,      
  family and other consumer expenditures      28,222               28,095
Agriculture                                    1,849                1,032
All other loans, including overdrafts            191                  334  
     Gross loans                             176,045              153,498  
       Less unearned income                   (1,059)              (1,094) 
       Less reserve for loan losses           (2,359)              (2,242)
         Net loans                           172,627              150,162  
</TABLE>       

 


     Changes in the reserve for loan losses for the quarter ended and nine-
month period ended September 30, 1996 and the year ended December 31, 1995
are summarized as follows:
<TABLE>
<CAPTION>
                                             Quarter Ended   Nine Months Ended  December 
                                             September 30,     September 30,       31,
                                            1996        1995  1996        1995    1995 
<S>                                         <C>      <C>      <C>      <C>      <C>
Balance, beginning of period                $ 2,321  $ 2,327  $ 2,242  $ 2,220  $ 2,220
Charge-offs:
   Commercial, financial, and agricultural        0       63       41      120      133
   Real Estate - construction and mortgage        0        0        3        3        3
   Loans to individuals                          77       57      216      201      313
       Total charge-offs                    $    77  $   120  $   260  $   324  $   449
Recoveries:
   Commercial, financial, and agricultural  $     3  $    31  $    42  $   145  $   166
   Real Estate - construction and mortgage        4       10       10       22       44
   Loans to individuals                          18       22       95      127      151
       Total recoveries                     $    25  $    63  $   147  $   294  $   361
Net charge-offs/(recoveries)                $    52  $    57  $   113  $    30  $    88
Additions charge to operations              $    90  $    25  $   230  $   105  $   110
Balance, end of period                      $ 2,359  $ 2,295  $ 2,359  $ 2,295  $ 2,242 
                

Ratio of net charge-offs during the period 
 to average loans outstanding during the                                               
 period                                         .03%     .04%     .07%     .02%     .06% 

</TABLE>
The entire balance is available to absorb future loan losses.

At September 30, 1996 and December 31, 1995 loans on which no interest was
being accrued totalled approximately $406 and $479, respectively; foreclosed
real estate totalled $0 and $0, respectively; and loans 90 days past due and
still accruing totalled $47 and $87, respectively.









                                     8
<PAGE>

NOTE 4 - LOANS AND ALLOWANCE FOR LOAN LOSSES, continued


OTHER INTEREST BEARING ASSETS

     The Bank maintains an investment in an executive life insurance program
through Confederation Life Insurance and Annuity Company, Inc.  During 1994
the Michigan Insurance Commission seized control of this United States
Corporation due to a similar action by the Canadian regulatory authorities
over the company's parent corporation, Confederation Life Insurance Company. 
Regulatory oversight began as concerns regarding investment losses of the
parent corporation developed during 1993 and 1994.  Management determined
that any impairment of the approximate $2,100,000 cash surrender value of the
policies is remote due to the financial stability of the U.S. subsidiary and
no loss contingency has been provided.

     On October 23, 1996, a plan of Rehabilitation for Confederation Life
Insurance Company (U.S.) has been confirmed by the Court.  The plan provides
for the assumption of company owned life insurance policies (COLI), such as
the Bank's, to be assumed by Pacific Mutual Life Insurance Company. Under the
agreement, holders of COLI Policies will have the option to receive a policy
reinsured by Pacific Mutual which is expected to have the same account value
and substantially the same contract terms as the original policy or to
receive the liquidation or "opt-out" value of that policy.

     Given the facts and circumstances given above regarding the investment
in an executive life insurance program and having read the related guidance
in SFAS No. 5 and SAB Topic 5(Y) as it relates to the recovery of receivable
balances, there continues to be no significant uncertainties regarding the
recognition of a loss contingency.


NOTE 5 - PREMISES AND EQUIPMENT

     Property at September 30, 1996 and December 31, 1995 is summarized as
follows:    

                                    September 30,      December 31, 
                                       1996                1995        

Land and buildings                   $  8,357           $  8,175
Furniture, fixtures and equipment       5,358              5,454
Construction in progress                    -                  -
                                     $ 13,715           $ 13,629
                               
Less accumulated depreciation and
   amortization                         6,769              6,463
                                     $  6,946           $  7,166
 
     Depreciation and amortization of bank premises and equipment charged to
operating expense was $171 and $585 for the quarter ended and the nine month
period ended September 30, 1996, respectively and $666 for the year ended
December 31, 1995.                                                          
                     

                                    9 
<PAGE>NOTE 6 - CERTIFICATES OF DEPOSIT IN EXCESS OF $100,000

     At September 30, 1996 and December 31, 1995, certificates of deposit of
$100,000 or more included in time deposits totaled approximately $33,690 and
$28,507 respectively.  Interest expense on these deposits was approximately
$432 and $1,199 for the quarter ended and the nine-month period ended
September 30, 1996 and $1,182 for the year ended December 31, 1995. 

NOTE 7 - SECURITIES SOLD UNDER REPURCHASE AGREEMENTS

     At September 30, 1996 and December 31, 1995, securities sold under
repurchase agreements totaled approximately $33,396 and $36,935.  U.S.
Government securities with a book value of $46,204 ($45,875 market value) and
$52,193 ($52,543 market value), respectively, are used as collateral for the
agreements.  The weighted-average interest rate of these agreements was 4.92
percent and 5.10 percent at September 30, 1996 and December 31, 1995.   

NOTE 8 - LINES OF CREDIT 

     At September 30, 1996 the Bank had unused short-term lines of credit to
purchase Federal Funds from unrelated banks totaling $17,000.  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
$5,000 under the arrangement at a variable interest rate.  The note is
secured by U.S. Treasury Notes with a market value of $5,952 at September 30,
1996.  The amount outstanding under the note totaled $2,911 and $766 at
September 30, 1996 and December 31, 1995, respectively.

NOTE 9 - INCOME TAXES 

     Income tax expense for the quarter ended September 30, 1996 and
September 30, 1995 on pretax income of $1,832 and $1,551 totalled $611 and
$486 respectively.  Income tax expense for the nine-month period ended
September 30, 1996 and September 30, 1995 on pretax income of $4,663 and
$4,146 totalled $1,559 and $1,315 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.

     Effective January 1, 1992, the Company adopted the provisions of
Statement of Financial Accounting Standards ("SFAS") No. 109, "Accounting for
Income Taxes".  SFAS 109 replaces SFAS 96 beginning in 1993, with early
implementation permitted.  The impact of the adoption of SFAS 109 is not
considered to be material.
                  
                    





   




                                    10
<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
September 30, 1996.                                                         
                                                       
     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
September 30, 1996, commitments to extend credit totalled $13,210; financial
standby letters of credit totalled $564; and performance standby letters of
credit totalled $830.  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 one percent of employee salary
deferred and fifty percent of employee contributions in excess of one percent
and up to six percent of salary deferred.  The Board of Directors may also
make discretionary contributions to the Plan.  For the three-month and nine
month period ended September 30, 1996 and years ended December 31, 1995, 1994
and 1993, $84, $250, $266, $295, and $273, 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, 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 presented in the table below as of September 30, 1996:

                                          Conway National Bank          
                                                  Ratios           
                                       Required                    
                                       Minimum             Actual   

    Tier I Leverage Capital             4.0%                 9.5%

    Tier I Risk-based Capital           4.0%                18.0%

    Total Risk-based Capital            8.0%                19.2%

                                    11 
<PAGE>NOTE 13 - CONDENSED FINANCIAL INFORMATION

     Following is condensed financial  information of CNB Corporation (parent
company only):
                               CONDENSED BALANCE SHEET
                                  SEPTEMBER 30, 1996
                                      (Unaudited)
ASSETS
   Cash                                                          $  1,474
   Investment in subsidiary                                        32,895
   Fixed assets                                                       245
   Other assets                                                        37 
                                                                 $ 34,651

LIABILITIES AND STOCKHOLDERS' EQUITY
   Other liability                                               $      0
   Stockholders' equity                                            34,651 
                                                                 $ 34,651

                           CONDENSED STATEMENT OF INCOME
              For the nine-month period ended September 30, 1996            
                                     (Unaudited)

EQUITY IN NET INCOME OF SUBSIDIARY                               $  3,131
OTHER INCOME                                                            0
OTHER EXPENSES                                                        (27)
   Net Income                                                    $  3,104




































                                    12
<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 16.4% from $150,313 at September 30, 1995 to $174,986 at September
30, 1996 and have increased as a percentage of total assets from 45.5% to
50.2% over the same period as moderate loan demand has been very strong in
our market.  Correspondingly, securities and federal funds sold have
decreased as a percentage of total assets from 47.3% at September 30, 1995 to
42.5% at September 30, 1996.  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 increased as  a  percentage  of  total
assets from 14.8% at September 30, 1995 to 16.0% at September 30, 1996. 
However, as more customers, both  business and personal, are attracted to
interest-bearing deposit accounts, we expect a decline in the percentage of
demand deposits over the long-term.  Interest-bearing deposits have increased
from 61.4% of total assets at September 30, 1995 to 63.0% at September 30,
1996 while securities sold under agreement to repurchase have decreased from
12.4% to 9.6% over the same period.  Some migration from term repurchase
agreements to certificates of deposits occurred during 1996 due to lower FDIC
premium levels.                                        

The following table sets forth the percentage relationship to total assets of
significant component's of the corporation's balance sheet as of September
30, 1996 and 1995:
<TABLE>
<CAPTION>          
                                                         September 30,      
<S>                                                 <C>               <C> 
Assets:                                              1996              1995 
  Earning assets:                                    
   Loans, net of unearned income                     50.2%            45.5% 
   Investment securities                             21.6             24.4
   Securities Available for Sale                     18.3             15.5  
   Federal funds sold and securities purchased        
     under agreement to resell                        2.6              7.4  
   Other earning assets                                -                -   
      Total earning assets                           92.7             92.8  
   Other assets                                       7.3              7.2  
      Total assets                                  100.0%           100.0%

Liabilities and stockholders' equity:
  Interest-bearing liabilities:  
   Interest-bearing deposits                         63.0%            61.4%
   Federal funds purchased and securities sold 
    under agreement to repurchase                     9.6             12.4
   Other short-term borrowings                         .8              1.0
   Obligations under mortgages and capital leases      -                -  
       Total interest-bearing liabilities            73.4             74.8  
         Noninterest-bearing deposits                16.0             14.8  
   Other liabilities                                   .7               .6  
   Stockholders' equity                               9.9              9.8  
       Total liabilities and stockholders' equity   100.0%           100.0% 
</TABLE>                          13 <PAGE>            
RESULTS OF OPERATION

CNB Corporation experienced  earnings  for  the  three-month period  ended 
September 30, 1996 and 1995 of $1,221 and $1,065, respectively, resulting in
a return  on average assets of 1.40% and 1.32% and a return on average
stockholders' equity of 14.42% and 13.45%.

CNB Corporation experienced earnings for the nine-month period ended
September 30, 1996 and 1995 of $3,104 and $2,831, respectively, resulting in
a return on average assets of 1.21% and 1.21% and a return on average
stockholders' equity of 12.34% and 12.49%.  

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  $18,311 or 5.5% from 
$330,207 at September 30, 1995 to $348,518 at September 30, 1996.  The
following table sets forth the financial highlights for the three-month and
nine-month periods ending September 30, 1996 and September 30, 1995:        
                                                                            
                           CNB Corporation                                  
                   CNB Corporation and Subsidiary
                          FINANCIAL HIGHLIGHTS
        (All Dollar Amounts, Except Per Share Data, in Thousands)
<TABLE>
<CAPTION>
                                       Three-Month Period         Nine-Month Period
                                       Ended September 30,       Ended September 30,   
                                                  Percent                    Percent
                                                  Increase                   Increase  
                                  1996     1995   (Decrease)   1996     1995  (Decrease)
<S>                              <C>      <C>      <C>       <C>       <C>      <C>
Net interest income after
    provision for loan losses      3,522    3,136   12.3%     10,023     9,353   7.2%
Income before income taxes         1,832    1,551   18.1       4,663     4,146  12.5 
Net Income                         1,221    1,065   14.6       3,104     2,831   9.6 
Per Share                           2.55     2.23   14.3        6.50      5.92   9.8 
Cash dividends declared                0        0      -           0         0     -
   Per Share                           0        0      -           0         0     -
Total assets                     348,518  330,207    5.5%    348,518   330,207   5.5%
Total deposits                   275,529  251,617    9.5     275,529   251,617   9.5
Loans, net of unearned income    174,986  150,313   16.4     174,986   150,313  16.4
Investment securities and 
    securities available for
    sale                         139,097  131,598    5.7     139,097   131,598   5.7 
Stockholders' equity              34,651   32,446    6.8      34,651    32,446   6.8
    Book value per share           72.57    67.97    6.8       72.57     67.97   6.8
Ratios (1):
Annualized return on average
    total assets                    1.40%    1.32%   6.1%       1.21%     1.21%    -  
Annualized return on average
    stockholders' equity           14.42%   13.45%   7.2%      12.34%    12.49% (1.2)%

</TABLE>

(1) For the three-month period  ended September 30, 1996 and September 30,  
    1995, average total assets amounted to $348,487  and  $323,895 with     
    average stockholders' equity totaling $33,878 and $31,674, respectively. 
    For the nine-month period ended September 30, 1996 and September 30,    
    1995, average total assets amounted to $340,707 and $311,769 with average 
    stockholders' equity totaling $33,130 and $30,592, respectively.
                                                    
                                    14 
<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 1996 and 1995.  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 longrun 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 and
nine-month periods ended September 30, 1996 and 1995 by earning  satisfactory
yields on loans and securities and funding these assets with a favorable
deposit mix containing a significant level of  noninterest-bearing demand
deposits.  
    
Fully-tax-equivalent net interest income showed a 13.2% increase from $3,274
for the three-month  period  ended September 30, 1995 to $3,707 for the 
three-month period  ended September 30, 1996.  During the same period,  total
fully-tax-equivalent  interest income increased by 7.5% from $5,893 to $6,337
and total interest expense increased by .4% from $2,619 to $2,630.
Fully-tax-equivalent  net interest  income  as  a  percentage  of total
earning assets has shown an increase of .22% from 4.35% for the three-month
period ended September 30, 1995 to 4.57% for the three-month period ended
September 30, 1996.                                                         
              
Fully-tax-equivalent net interest income showed a 7.5% increase from $9,803
for the nine-month period ended September 30, 1995 to $10,539 for the nine-
month period ended September 30, 1996.  During the same period, total fully-
tax-equivalent interest income increased by 7.1% from $17,260 to $18,479 and
total interest expense increased by 6.5% from $7,457 to $7,940. Fully-tax-
equivalent net interest income as a percentage of total earning assets has
shown a decrease of .07% from 4.50% for the nine-month period ended September
30, 1995 to 4.43% for the nine-month period ended September 30, 1996.

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









                                    15 
<PAGE>                                 CNB Corporation and Subsidiary
                                     Selected Financial Data
<TABLE>
<CAPTION>
                                       Three Months Ended 9/30/96     Three Months Ended 9/30/95 
                                       Avg.    Interest   Avg. Ann.    Avg.   Interest  Avg.Ann.
                                     Balance   Income/    Yield or   Balance  Income/   Yield or 
                                               Expense(1)  Rate              Expense(1)  Rate
<S>                                 <C>         <C>         <C>      <C>       <C>        <C>
Assets:
  Earning assets:
   Loans, net of unearned income    $173,342    $ 4,033     9.31%    $150,845  $ 3,564    9.45%
     Securities:            
     Taxable                         127,011      1,904     6.00      116,145    1,710    5.89
     Tax-exempt                       14,201        280     7.89       14,143      333    9.42
   Federal funds sold and                           
     securities purchased under
     agreement to resell               9,830        120     4.88       19,702      286    5.81
   Other earning assets                    0          0      -              0        0     -
      Total earning assets           324,384      6,337     7.81      300,835    5,893    7.84
    Other assets                      24,103                           23,060
      Total assets                  $348,487                         $323,895            

Liabilities and stockholders' equity:
   Interest-bearing liabilities:     
   Interest-bearing deposits        $216,475      2,176     4.02     $199,264  $ 2,091    4.20
   Federal funds purchased and                       
    securities sold under
    agreement to repurchase           36,402        436     4.79       38,880      500    5.14
   Other short-term borrowings         1,335         18     5.39        2,022       28    5.54
   Obligations under mortgages
     and capitalized leases                6          0     8.00           13        0    8.00
       Total interest-bearing                                                               
         liabilities                $254,218    $ 2,630     4.14     $240,179  $ 2,619    4.36
   Noninterest-bearing deposits       55,277                           49,956
   Other liabilities                   5,114                            2,086                
   Stockholders' equity               33,878                           31,674   
         Total liabilities and                                            
           stockholders' equity     $348,487                         $323,895          
   Net interest income as a percent                        
     of total earning assets        $324,384    $ 3,707     4.57     $300,835  $ 3,274    4.35
  
(1)  Tax-equivalent adjustment         
     based on a 34% tax rate                    $    95                        $   113

Ratios:
Annualized return on average total assets                   1.40                          1.32
Annualized return on average stockholders' equity          14.42                         13.45
Cash dividends declared as a percent of net income             0                             0
Average stockholders' equity as a percent of:
  Average total assets                                      9.72                          9.78
  Average total deposits                                   12.47                         12.71
  Average loans, net of unearned income                    19.54                         21.00
Average earning assets as a percent of   
average total assets                                       93.08                         92.88
</TABLE>







                                               16
<PAGE>                                 CNB Corporation and Subsidiary
                                     Selected Financial Data
<TABLE>
<CAPTION>
                                      Nine Months Ended 9/30/96      Nine Months Ended 9/30/95 
                                       Avg.    Interest   Avg. Ann.    Avg.   Interest  Avg.Ann.
                                     Balance   Income/    Yield or   Balance  Income/   Yield or 
                                               Expense(1)  Rate              Expense(1)  Rate
<S>                                 <C>         <C>         <C>      <C>       <C>        <C>
Assets:
  Earning assets:
   Loans, net of unearned income    $166,574    $11,629     9.31%    $149,789  $10,676    9.50%
     Securities:            
     Taxable                         127,665      5,660     5.91      111,301    4,945    5.92
     Tax-exempt                       13,973        842     8.03       14,889    1,015    9.09
   Federal funds sold and                           
     securities purchased under
     agreement to resell               9,124        348     5.09       14,462      624    5.75
   Other earning assets                    0          0      -              0        0     -
      Total earning assets           317,336     18,479     7.76      290,441   17,260    7.92
    Other assets                      23,371                           21,328
      Total assets                  $340,707                         $311,769            

Liabilities and stockholders' equity:
   Interest-bearing liabilities:     
   Interest-bearing deposits        $211,485      6,392     4.03     $193,248  $ 5,910    4.08
   Federal funds purchased and                       
    securities sold under
    agreement to repurchase           41,270      1,501     4.85       38,848    1,482    5.09
   Other short-term borrowings         1,113         47     5.63        1,544       65    5.61
   Obligations under mortgages
     and capitalized leases                8          0     8.00           15        0    8.00
       Total interest-bearing                                                               
         liabilities                $253,876    $ 7,940     4.17     $233,655  $ 7,457    4.26
   Noninterest-bearing deposits       51,379                           45,502
   Other liabilities                   2,322                            2,020                
   Stockholders' equity               33,130                           30,592   
         Total liabilities and                                            
           stockholders' equity     $340,707                         $311,769          
   Net interest income as a percent                        
     of total earning assets        $317,336    $10,539     4.43     $290,441  $ 9,803    4.50
  
(1)  Tax-equivalent adjustment         
     based on a 34% tax rate                    $   286                        $   345

Ratios:
Annualized return on average total assets                   1.21                          1.21
Annualized return on average stockholders' equity          12.49                         12.34
Cash dividends declared as a percent of net income             0                             0
Average stockholders' equity as a percent of:
  Average total assets                                      9.72                          9.81
  Average total deposits                                   12.60                         12.81
  Average loans, net of unearned income                    19.89                         20.42
Average earning assets as a percent of   
average total assets                                       93.14                         93.16
</TABLE>








                                               17
<PAGE>
<TABLE>
<CAPTION>
                                                       CNB Corporation and Subsidiary
                                                        Rate/Volume Variance Analysis
                                          For the Three Months Ended September 30, 1996 and 1995                       
                                                           (Dollars in Thousands)
<S>                           <C>      <C>      <C>         <C>         <C>          <C>          <C>       <C>     <C>     <C>
                                                                                                                            Change
                              Average  Average                           Interest     Interest              Change  Change  Due To
                               Volume   Volume  Yield/Rate  Yield/Rate  Earned/Paid  Earned/Paid            Due to  Due To  Rate X
                                1996     1995    1996 (1)    1995 (1)    1996 (1)     1995 (1)    Variance   Rate   Volume  Volume
Earning Assets:                                                                                    

Loans, Net of unearned 
 income (2)                   173,342   150,845     9.31%       9.45%     4,033       3,564         469      (53)     531     (9)  
Investment securities:  
 Taxable                      127,011   116,145     6.00%       5.89%     1,904       1,710         194       32      160      2 
 Tax-exempt                    14,201    14,143     7.89%       9.42%       280         333         (53)     (54)       1      - 
Federal funds sold and
 securities purchased under
 agreement to resell            9,830    19,702     4.88%       5.81%       120         286        (166)     (46)    (143)    23 
Other earning assets                0         0      -           -            0           0           0        -        -      - 

Total Earning Assets          324,384   300,835     7.81%       7.84%     6,337       5,893         444     (121)     549     16 

Interest-bearing Liabilities:
 
Interest-bearing deposits     216,475   199,264     4.02%       4.20%     2,176       2,091          85      (90)     181     (6)
Federal funds purchased and
 securities sold under       
 agreement to repurchase       36,402    38,880     4.79%       5.14%       436         500         (64)     (34)     (32)     2 
Other short-term borrowings     1,335     2,022     5.39%       5.54%        18          28         (10)      (1)     (10)     1 
Mortgage indebtedness and
 obligations under capital-
 ized leases                        6        13     8.00%       8.00%         0           0           0        -        -      - 

Total Interest-bearing       
 Liabilities                  254,218   240,179     4.14%       4.36%     2,630       2,619          11     (125)     139     (3)
Interest-free Funds
 Supporting Earning Assets     70,166    60,656

Total Funds Supporting                                                                                                       
      
Earning Assets                324,384   300,835     3.24%       3.48%     2,630       2,619          11     (125)     139     (3)

Interest Rate Spread                                3.67%       3.48%
Impact of Non-interest-bearing
 Funds on Net Yield on Earning
 Assets                                              .90%        .87%                           

Net Yield on Earning Assets                         4.57%       4.35%     3,707       3,274
</TABLE>
(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>
<TABLE>
<CAPTION>
                                                       CNB Corporation and Subsidiary
                                                        Rate/Volume Variance Analysis
                                           For the Nine Months Ended September 30, 1996 and 1995                      
                                                           (Dollars in Thousands)
<S>                           <C>      <C>      <C>         <C>         <C>          <C>          <C>       <C>     <C>     <C>
                                                                                                                            Change
                              Average  Average                           Interest     Interest              Change  Change  Due To
                               Volume   Volume  Yield/Rate  Yield/Rate  Earned/Paid  Earned/Paid            Due to  Due To  Rate X
                                1996     1995    1996 (1)    1995 (1)    1996 (1)     1995 (1)    Variance   Rate   Volume  Volume
Earning Assets:                                                                                    

Loans, Net of unearned 
 income (2)                   166,574   149,789     9.31%       9.50%    11,629      10,676         953     (213)   1,195     (29)
Investment securities:  
 Taxable                      127,665   111,301     5.91%       5.92%     5,660       4,945         715       (8)     724      (1)
 Tax-exempt                    13,973    14,889     8.03%       9.09%       842       1,015        (173)    (118)     (62)      7 
Federal funds sold and
 securities purchased under
 agreement to resell            9,124    14,462     5.09%       5.75%       348         624        (276)     (71)    (230)     25 
Other earning assets                0         0      -           -            0           0           0        -        -       - 

Total Earning Assets          317,336   290,441     7.76%       7.92%    18,479      17,260       1,219     (410)   1,627       2 

Interest-bearing Liabilities:
 
Interest-bearing deposits     211,485   193,248     4.03%       4.08%     6,392       5,910         482      (72)     558      (4)
Federal funds purchased and
 securities sold under       
 agreement to repurchase       41,270    38,848     4.85%       5.09%     1,501       1,482          19      (70)      92      (3)
Other short-term borrowings     1,113     1,544     5.63%       5.61%        47          65         (18)       -      (18)      -
Mortgage indebtedness and
 obligations under capital-
 ized leases                        8        15     8.00%       8.00%         0           0           0        -        -       - 

Total Interest-bearing       
 Liabilities                  253,876   233,655     4.17%       4.26%     7,940       7,457         483     (142)     632      (7)
Interest-free Funds
 Supporting Earning Assets     63,460    56,786

Total Funds Supporting                                                                                                       
      
Earning Assets                317,336   290,441     3.33%       3.42%     7,940       7,457         483     (142)     632      (7)

Interest Rate Spread                                3.59%       3.66%
Impact of Non-interest-bearing
 Funds on Net Yield on Earning
 Assets                                              .84%        .84%

Net Yield on Earning Assets                         4.43%       4.50%    10,539       9,803
</TABLE>
(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.

                                                              19
<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 $90 for the three-month period 
ended September 30, 1996 and $25  for the three-month period ended September
30, 1995.  Net loan charge-offs/(recoveries) totaled $52 for the three-month
period ended September 30, 1996 and $57 for the same period in 1995.

The provision for possible loan losses was $230 for the nine-month period
ended September 30, 1996 and $105 for the nine-month period ended September
30, 1995.  Net loan charge-offs/(recoveries) totaled $113 for the nine-month
period ended September 30, 1996 and $30 for the same period in 1995.

The reserve for possible loan losses as a percentage of net loans was 1.37% 
at September 30, 1996 and 1.55% at September 30, 1995.  The increased 
provision  during  the  three-month and nine-month period ended September 30,
1996 was due to the increased level of net loan growth.  Continued low net
charge-offs through the remainder of 1996 are anticipated by management.

Securities Transactions - The bank recognized a gain on available-for-sale
security transactions for the quarter ended March 31, 1996 of $38 and
recognized a $26 gain during the first quarter of 1995.  There were no
security sales during the second quarter of 1996 or 1995.  Management sold
approximately $2 million and $3 million, respectively, in treasury bonds to
fund loan growth and to adjust the Bank's interest sensitivity position.
During the third quarter of 1995, management sold at a $1 loss approximately
$2 million in variable-rate agencies in anticipation of falling interest
rates.  No sales were conducted during the third quarter of 1996.  At
September 30, 1996, December 31, 1995, and September 30, 1995 market value
appreciation/(depreciation) in the securities portfolio totaled $(836),
$1,546, and $237.  As indicated, market value has been reduced due to rising
market interest rates in 1996.
            
Other Income - Other income, net of any gains/losses on security
transactions, increased by 7.2% from $745 for the three-month period ended
September 30, 1995 to $799 for the three-month period ended September 30,
1996.

Other income, net of any gains/losses on security transactions, increased by
7.1% from $2,003 for the nine-month period ended September 30, 1995 to $2,146
for the nine-month period ended September 30, 1996. 

The increase in the three-month and nine-month period ended September 30,
1996 was primarily due to an increase in deposit account volumes and higher
merchant discount income.  

Other Expenses - Other expenses increased by 6.9% from $2,329 for the three-
month period ended September 30, 1995 to $2,489 for the three-month period
ended September 30, 1996.   The major components of other expenses are
salaries and employee benefits which increased 9.4% from $1,364 to $1,492;
occupancy expense which increased 2.2% from $367 to $375; and other operating
expenses which increased by 4.0% from $597 to $621.                         
                                                                  








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Other Expenses (continued) - Other expenses increased by 4.3% from $7,235 for
the nine-month period ended September 30, 1995 to $7,544 for the nine-month
period ended September 30, 1996. The major components of other expenses are
salaries and employee benefits which increased 7.2% from $4,128 to $4,426;
occupancy expense which increased 16.4% from $1,104 to $1,285; and other
operating expense which decreased by 8.5% from $2,001 to $1,831.

As anticipated, overhead expenses associated with substantial 1994-1995
purchases of electronic data processing equipment and drive-up automated
teller machines, as well as the construction, equipping, and staffing of the
Myrtle Beach Office, continue to impact earnings.  However, total operating 
expense growth has been offset somewhat by a year-to-date decrease of $391 in
FDIC insurance premium expense as reflected in the decline in other operating
expense.

Income Taxes - Provisions for income taxes increased 25.7% from $486 for the
three-month period ended September 30, 1995 to $611 for the three-month
period ended September 30, 1996.  Income before income taxes less interest on
tax-exempt investment securities increased by 23.7% from $1,331 for the
three-month period ended September 30, 1995 to $1,647 for the  same period in
1996.  State tax liability increased as income before income taxes increased
18.1% from $1,551 to $1,832 during the same period.

Provisions for income taxes increased 18.6% from $1,315 for the nine-month
period ended September 30, 1995 to $1,559 for the nine-month period ended
September 30, 1996. Income before income taxes less interest on tax-exempt
investment securities increased by 18.2% from $3,476 for the nine-month
period ended September 30, 1995 to $4,107 for the same period in 1996 and
state tax liability increased as income before income taxes increased 12.5%
from $4,146 to $4,663 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, on a short-term basis,
to borrow funds from the Federal Reserve System.  Management feels that
liquidity sources are more than adequate to meet funding needs.

CAPITAL RESOURCES

Total stockholders' equity was $34,651, $32,195, $28,857, and $26,820 at
September 30, 1996, December 31, 1995, December 31, 1994, and December 31,
1993, representing 9.94%, 9.91%, 9.71%, and 9.46% of total assets,
respectively.  At September 30, 1996, the Bank exceeds quantitative measures
established by regulation to ensure capital adequacy (see NOTE 12 -REGULATION
MATTERS).  Capital is considered sufficient by management to meet current and
prospective capital requirements and to support anticipated growth in bank
operations.













 
                                21
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EFFECTS OF REGULATORY ACTION

The management of the Company and the Bank are 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.                                                            

     In March 1995, the FASB issued SFAS 121, "Accounting for the Impairment
of Long-Lived Assets and for Long-Lived Assets to be Disposed Of."  The
statement requires that long-lived assets and certain identified intangibles
to be held and used by an entity be reviewed for impairment whenever events
or changes in circumstances indicate that the carrying amount of an asset may
not be recoverable.  The statement is effective for the Company for the
fiscal year ending December 31, 1996 and does not have a significant impact
on the Company's financial statements.

     In May 1995, the FASB issued SFAS 122, "Accounting For Mortgage
Servicing Rights," which amends SFAS No. 65, "Accounting For Mortgage Banking
Activities."  This statement allows the capitalization of servicing-related
costs associated with mortgage loans that are originated for sale, and to
create servicing assets for such loans.  Prior to this statement, originated
mortgage servicing rights were generally accorded off-balance sheet
treatment.  The statement is effective for the Company for the fiscal year
ending December 31, 1996.  The adoption will have no material effect on the
Company's financial condition or results of operations.

     The FASB issued SFAS No. 123, "Accounting For Stock-based Compensation,"
in October 1995.  This statement supersedes APB Opinion No. 25, "Accounting
For Stock Issued to Employees" and established financial accounting and
reporting standards for stock-based employee compensation plans.  Those plans
include all arrangements by which employees receive shares of stock or other
equity instruments of the employer or the employer incurs liabilities to
employees in amounts based on the price of the employer's stock.  The
statement also applies to transactions in which an entity issues its equity
instruments to acquire goods or services from nonemployees.  This
pronouncement does not apply to the Company and therefore will have no effect
upon adoption.

     In June 1996, the FASB issued SFAS 125 "Accounting For Transfers and
Servicing of Financial Assets and Extinguishment of Liabilities."  FASB's
objective is to develop consistent accounting standards for such
transactions, including determining when financial assets should be
considered sold and removed from the statement of financial position and when
related revenues and expenses should be recognized.  This approach focuses on
analyzing the components of financial asset transfers and requires each party
to a transfer to recognize the financial assets it controls and liabilities
it has incurred and remove such assets from the statement of financial
position when control over them has been relinquished.  The statement is not
expected to have a significant impact on the accounting practices of the
Company and is generally effective for transactions entered into after
December 31, 1996.
                         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 (pages 24 and 25).

All other exhibits, the filing of which are required with this Form, are not
applicable.
                                    22
PAGE
<PAGE>
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
                                    Treasurer
                                    (Chief Financial and Accounting Officer)



Date:  November 14, 1996
































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