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, 1997                       
                  
                                        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, 1997    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, 1997 was 598,538.


<PAGE>                               

CNB Corporation
                                                                        Page

PART I.    FINANCIAL INFORMATION    


Item 1.    Financial Statements:

           Consolidated Balance Sheets as of September 30, 1997,           1 
           December 31, 1996 and September 30, 1996                         
     
           Consolidated Statement of Income for the Three Months           2
           and Nine Months Ended September 30, 1997 and 1996                
                   
           Consolidated Statement of Changes in Stockholders'              3
           Equity for the Nine Months Ended September 30, 1997    
           and 1996                                                         
 
           Consolidated Statement of Cash Flows for the Nine Months        4
           Ended September 30, 1997 and 1996                                
     
           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,   
                                          1997        1996         1996
ASSETS:
<S>                                      <C>        <C>        <C>     
    Cash and due from banks              $ 16,294   $ 14,350   $  14,702
    Interest bearing deposits with banks        0          0           0
    Investment Securities                  70,749     70,149      75,340
      (Fair values of $71,249 at
       September 30, 1997, $70,306 at
       December 31, 1996, and $74,877      
       at September 30, 1996)                                               
    Securities Available for Sale          60,383     62,138      63,757
      (Amortized cost of $60,168 at                                         
       September 30, 1997, $62,093 at
       December 31, 1996, and $64,130
       at September 30, 1996)
    Federal Funds sold and securities 
       purchased under agreement 
       to resell                           19,000          0       9,100
    Loans:
       Gross Loans                        213,196    185,933     176,045
       Less unearned income                (1,163)    (1,058)     (1,059)
         Loans, net of unearned income    212,033    184,875     174,986 
       Less reserve for possible  
          loan losses                      (2,905)    (2,370)     (2,359)   
       Net loans                          209,128    182,505     172,627
    Bank premises and equipment             6,998      6,866       6,946
    Other assets                            6,118      5,810       6,046    
    Total assets                          388,670    341,818     348,518  
LIABILITIES AND STOCKHOLDERS' EQUITY:
    Deposits:
       Non-interest bearing                65,035     49,885      55,864    
    Interest-bearing                      240,282    218,528     219,665    
      Total deposits                      305,317    268,413     275,529 
    Federal funds purchased and 
       securities sold under agreement 
       to repurchase                       37,922     33,018      33,396
    Other short-term borrowings             4,303      2,319       2,911    
 Obligations under mortgages and 
       capital leases                           0          6           7
    Other liabilities                       2,662      3,541       2,000
    Minority interest in subsidiary            27         25          24    
      Total liabilities                   350,231    307,322     313,867    
 Stockholders' equity:
       Common stock, par value $10 per
       share:  Authorized 1,500,000 in
       1997 and 500,000 in 1996; issued 
       598,681 in 1997 and 479,093 in 
       1996;                                5,987      4,791       4,791
       Surplus                             24,551     15,697      15,695
       Undivided Profits                    7,784     14,082      14,335
       Net Unrealized Holding                 129         27        (224)
        Gains (Losses) on                          
        Available-For-Sale Securities               
         Less:  Treasury stock                 12       (101)       (146)
            Total stockholders' equity     38,439     34,496      34,651    
         Total liabilities 
             and stockholders' equity     388,670    341,818     348,518 

</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,
                                                 1997          1996  1997          1996
Interest Income:                                                             
<S>                                              <C>       <C>       <C>       <C> 
  Interest and fees on loans                     $  4,904   $ 4,033  $ 14,103  $ 11,629
  Interest on investment securities:   
    Taxable investment securities                   1,792     1,904     5,374     5,657
    Tax-exempt investment securities                  179       185       535       556
    Other securities                                    0         0         3         3
  Interest on federal funds sold and securities 
    purchased under agreement to resell               283       120       582       348
      Total interest income                         7,158     6,242    20,597    18,193
Interest Expense:
  Interest on deposits                              2,539     2,176     7,414     6,392
  Interest on federal funds purchased and
    securities sold under agreement to 
    repurchase                                        462       436     1,272     1,501
  Interest on other short-term borrowings              21        18        56        47
  Interest on obligation under mortgages and 
    capital leases                                      0         0         0         0 
     
      Total interest expense                        3,022     2,630     8,742     7,940
Net interest income                                 4,136     3,612    11,855    10,253
Provision for possible loan losses                    150        90       600       230 
    
Net interest income after provision for 
  possible loan losses                              3,986     3,522    11,255    10,023
Other income: 
  Service charges on deposit accounts                 583       490     1,643     1,442
  Gains/(Losses) on securities                          0         0         0        38
  Other operating income                              360       309       839       704
      Total other income                              943       799     2,482     2,184
 
Other expenses:
  Minority interest in income of subsidiary             1         1         3         2
  Salaries and employee benefits                    1,535     1,492     4,611     4,426
  Occupancy expense                                   380       375     1,224     1,285
  Other operating expenses                            705       621     2,011     1,831
      Total operating expenses                      2,621     2,489     7,849     7,544
Income before income taxes                          2,308     1,832     5,888     4,663
  Income tax provision                                805       611     2,120     1,559
Net Income                                          1,503     1,221     3,768     3,104 
     
  Per share data (1):
  Net income per weighted average shares
    outstanding                                  $   2.51  $   2.05  $   6.30  $   5.20
  Cash dividend paid per share                   $      0  $      0  $      0  $      0
  Book value per actual number of shares
    outstanding                                  $  64.22  $  58.05  $  64.22  $  58.05
  Weighted average number of shares outstanding   598,486   596,630   598,486   596,630 
              
  Actual number of shares outstanding             598,538   596,886   598,538   596,886
</TABLE>

(1) Adjusted for the effect of a 25% stock dividend issued during the third
    quarter of 1997.

                                    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,        
                                                     
                                                      1997         1996     
<S>                                                 <C>          <C>
Common Stock:  
$10 par value; 1,500,000 shares authorized
in 1997 and 500,000 in 1996;
Balance, January 1                                   4,791        4,791    
Issuance of Common Stock                              None         None
Stock Dividend                                       1,196         None 
Balance at end of period                             5,987        4,791  



Surplus:
Balance, January 1                                  15,697       15,676
Issuance of Common Stock                              None         None
Stock Dividend                                       8,850         None
Gain on sale of treasury stock                           4           19  
Balance at end of period                            24,551       15,695 



Undivided profits:
Balance, January 1                                  14,082       11,431
Net Income                                           3,768        3,104 
Stock Dividend                                     (10,066)        None 
Cash dividends declared                               None         None  
Balance at end of period                             7,784       14,535 



Net unrealized holding gains/(losses) on
available-for-sale securities:
Balance, January 1                                      27          430     
Change in net unrealized gains/(Losses)                102         (654)
Balance at end of period                               129         (224)



Treasury stock:
Balance, January 1                                    (101)        (133)
Purchase of treasury stock                             (34)        (213) 
Reissue of treasury stock                              123          200  
Balance at end of period                               (12)        (146) 


                                                                        
Total stockholders' equity                          38,439       34,651  
</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,  
                                                      1997        1996  
<S>                                                 <C>         <C>
OPERATING ACTIVITIES                
  Net income                                        $ 3,768     $ 3,104
  Adjustments to reconcile net income to
    net cash provided by operating activities
    Depreciation                                        482         585
    Provision for loan losses                           600         230
    Provision for deferred income taxes                 157        (243)
    Loss (gain) on sale of investment 
     securities                                           0         (38)
    (Increase) decrease in accrued interest 
     receivable                                        (337)       (305)
    (Increase) decrease in other assets                  29          68 
    (Decrease) increase in other liabilities            507        (657) 
    Increase in minority interest in 
     subsidiary                                           2           1  
        Net cash provided by operating
          activities                                  5,208       2,745 
INVESTING ACTIVITIES
  Proceeds from sale of investment securities
   available for sale                                     0       2,000
  Proceeds from maturities of investment 
   securities held to maturity                       15,130      19,935 
  Proceeds from maturities of investment
   securities available for sale                     12,301       4,465
  Purchase of investment securities held to                                 
   maturity                                         (15,730)    (15,895)
  Purchase of investment securities 
   available for sale                               (10,546)    (10,950)
  Decrease (increase) in interest-bearing
    deposits in banks                                     0           0
  (Increase) decrease in federal funds sold         (19,000)     (1,800)
  (Increase) decrease in loans                      (27,158)    (22,582)
  Premises and equipment expenditures                  (614)       (365)
        Net cash provided by (used for)
          investing activities                      (45,617)    (25,192)
FINANCING ACTIVITIES
  Dividends paid                                     (1,433)     (1,432)
  Increase (Decrease) in deposits                    36,904      24,373
  (Decrease) increase in securities sold
    under repurchase agreement                       (4,904)     (3,539)
  (Decrease) increase in other 
    short-term borrowings                             1,984       2,145 
  Increase (decrease)in obligation under 
   mortgages and capital leases                          (6)         (3)
        Net cash provided by (used for)
          financing activities                       42,353      21,544  
        Net increase (decrease) in cash
          and due from banks                          1,944        (903)
CASH AND DUE FROM BANKS, BEGINNING OF YEAR           14,350      15,605 
CASH AND DUE FROM BANKS, SEPT. 30, 1997 AND 1996    $16,294     $14,702  
CASH PAID (RECEIVED) FOR:
  Interest                                          $ 8,401     $ 7,952   
  Income taxes                                      $ 2,117     $ 1,567 
</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 adjusted for the     
  effect of a 25% stock dividend paid during the third quarter of 1997,     
  598,486 for the nine-month period ended September 30, 1997 and 596,630 for 
  the nine-month period ended September 30, 1996.
            

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, 1997 
  and for the years ended December 31, 1996 and 1995 were approximately     
  $5,848, $5,112, and $4,306, respectively.



































                                     5
<PAGE>
NOTE 3 - INVESTMENT SECURITIES

Investment securities with a par value of approximately $78,231 at September
30, 1997 and $55,665 at December 31, 1996 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, 1997 and at December 31, 1996.     
<TABLE>     
<CAPTION>
                                            September 30, 1997                         
                             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         $12,958  $   71      $    2      $13,027      6.40%
   One to five years        13,277     117          10       13,384      6.25          
                            26,235     188          12       26,411      6.32   
  Federal agencies
   Within one year           3,993       0          13        3,980      4.92
   One to five years        28,791     116          59       28,848      6.23
   After ten years             707       1          15          693      6.28 
                            33,491     117          87       33,521      6.10          

  State, county and      
  municipal                                                                
   Within one year               0       0           0            0       -  
   One to five years           326       9           0          335      7.85 
                               326       9           0          335      7.85 
  Other Securities(Equity)     116       0           0          116       -     
  Total available for sale $60,168  $  314      $   99      $60,383      6.21%         
        
HELD TO MATURITY               
  United States Treasury                 
   Within one year          16,015       8          37       15,986      5.29%
   One to five years        15,672     136          37       15,771      6.10 
                            31,687     144          74       31,757      5.66 
  Federal agencies
   Within one year               0       0           0            0       -   
   One to five years        23,222     167          49       23,340      6.35 
   Six to ten years          2,002       0          18        1,984      6.40 
                            25,224     167          67       25,324      6.35 
  State, county and        
  municipal
   Within one year           1,425       9           1        1,433      8.67%
   One to five years         6,127     237           6        6,358      8.52
   Six to ten years          6,037      96           8        6,125      6.99 
   Over ten years              249       3           0          252      7.43 
                            13,838     345          15       14,168      7.85 
   Total held to maturity  $70,749  $  656      $  156      $71,249      6.35%         
</TABLE>      
(1) Tax equivalent adjustment based on a 34% tax rate.
          
As of the quarter ended September 30, 1997, 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 $129 as of September 30, 1997.






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


<TABLE>     
<CAPTION>
                                         December 31, 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          $15,533    $   52   $    22     $15,563      5.95%
   One to five years         16,262       169        27      16,404      6.46 
                             31,795       221        49      31,967      6.21 
  Federal agencies
   Within one year                0         0         0           0       -   
   One to five years         29,072        48       169      28,951      6.08
    After ten years             784         0        18         766      6.08 
                             29,856        48       187      29,717      6.04  
  State, county and      
  municipal                                                                
   One to five years            326        12         0         338      7.85 
                                326        12         0         338      7.85          
  Other Securities (Equity)     116         -         -         116       -    
  Total available for sale  $62,093    $  281   $   236     $62,138      6.14%         
        
HELD TO MATURITY               
  United States Treasury                 
   Within one year           17,066        20        30      17,056      5.36% 
   One to five years         23,703       154       176      23,681      5.67          
                             40,769       174       206      40,737      5.54 
  Federal agencies
   Within one year                0         0         0           0       -            
   One to five years         13,320        97       110      13,307      6.27
   Six to ten years           2,002         0        35       1,967      6.40%
                             15,322        97       145      15,274      6.28 
                                                                               
  State, county and        
  municipal                                                                 
   Within one year            1,112         2         2       1,112      8.87
   One to five years          6,950       302        15       7,237      8.72
   Six to ten years           5,626        20        75       5,571      6.98
   After ten years              370         5         0         375      7.89 
                             14,058       329        92      14,295      8.01 
   Total held to maturity   $70,149    $  600   $   443     $70,306      6.20%         
</TABLE>         
(1) Tax equivalent adjustment based on a 34% tax rate.
          
    As of the quarter ended December 31, 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 $27 as of December 31, 1996.

    








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

     The following is a summary of loans at September 30, 1997 and December
31, 1996 by major classification:
<TABLE>
<CAPTION>
                                          September 30,       December 31,
                                             1997                  1996     
<S>                                       <C>                   <C>
Real estate loans - mortgage              $  131,412            $ 111,474
                  - construction              16,598               15,148
Commercial and industrial loans               32,914               28,105
Loans to individuals for household,      
  family and other consumer expenditures      30,342               29,642
Agriculture                                    1,825                1,328
All other loans, including overdrafts            105                  236  
     Gross loans                             213,196              185,933  
       Less unearned income                   (1,163)              (1,058) 
       Less reserve for loan losses           (2,905)              (2,370)
         Net loans                           209,128              182,505  
</TABLE>       

     Changes in the reserve for loan losses for the quarter ended and nine-
month period ended September 30, 1997 and 1996 and the year ended December
31, 1996 are summarized as follows:
<TABLE>
<CAPTION>
                                Quarter Ended     Nine Months Ended  December
                                  September 30,      September 30,       
                                1997        1996   1997         1996    1996 
                                <C>      <C>       <C>       <C>      <C>
Balance, beginning of period    $ 2,707  $ 2,321   $ 2,370   $ 2,242  $ 2,242
Charge-offs:
   Commercial, financial,
    and agricultural                 20        0        84        41      108
   Real Estate - construction
    and mortgage                      0        0         4         3       22
   Loans to individuals              99       77       256       216      299
       Total charge-offs        $   119  $    77   $   344   $   260  $   429
Recoveries:
   Commercial, financial, and
    agricultural                $    45  $     3   $    67   $    42  $    47
   Real Estate - construction
    and mortgage                     92        4       106        10       15
   Loans to individuals              30       18       106        95      135 
       Total recoveries         $   167  $    25   $   279   $   147  $   197
Net charge-offs/(recoveries)    $   (48) $    52   $    65   $   113  $   232
Additions charge to operations  $   150  $    90   $   600   $   230  $   360 
Balance, end of period          $ 2,905  $ 2,359   $ 2,905   $ 2,359  $ 2,370

Ratio of net charge-offs during
 the period to average loans                                                
 outstanding during the period      -  %     .03%      .03%      .07%    .14%

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

At September 30, 1997 and December 31, 1996 loans on which no interest was
being accrued totalled approximately $16 and $377, respectively and
foreclosed real estate totalled $16 and $0, respectively; and loans 90 days
past due and still accruing totalled $139 and $77, 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. 
Subsequently, on October 23, 1996, a plan of Rehabilitation for Confederation
Life Insurance Company (U.S.) was confirmed by the State of Michigan in the
Circuit Court for the County of Ingham.  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.  The Bank's COLI policies
have been reinsured by Pacific Mutual during the third quarter of 1997 with
total cash surrender values totalling approximately $112,000 above the
$2,100,000 carrying value on the Bank's books.   Management is awaiting
official permission from the Office of the Comptroller of the Currency to
return this asset to accrual status and to adjust the carrying value.  Notice
is anticipated during the fourth quarter of 1997 or, at the latest, the first
quarter of 1998. 

The Bank's independent external auditors have revisited the facts and
circumstances regarding the investment in the COLI program and have read the
significant uncertainties requiring the recognition of a loss contingency as
of the date of this report.

As of September 30, 1997, the Company does not have any other interest-
bearing assets that would be required to be disclosed under Item III.C.1. or
2. if such assets were loans.

NOTE 5 - PREMISES AND EQUIPMENT

     Property at September 30, 1997 and December 31, 1996 is summarized as
follows:    

                                    September 30,      December 31, 
                                       1997                1996        

Land and buildings                   $  8,841           $  8,358
Furniture, fixtures and equipment       5,297              5,404
Construction in progress                   12                 45
                                     $ 14,150           $ 13,807
                               
Less accumulated depreciation and
   amortization                         7,152              6,941
                                     $  6,998           $  6,866

     Depreciation and amortization of bank premises and equipment charged to
operating expense was $158 and $482 for the quarter ended and the nine month
period ended September 30, 1997, respectively and $757 for the year ended
December 31, 1996.                                                          
                     

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

     At September 30, 1997 and December 31, 1996, certificates of deposit of
$100,000 or more included in time deposits totaled approximately $48,971 and
$34,318 respectively.  Interest expense on these deposits was approximately
$695 and $2,052 for the quarter ended and the nine-month period ended
September 30, 1997 and $1,639 for the year ended December 31, 1996. 

NOTE 7 - SECURITIES SOLD UNDER REPURCHASE AGREEMENTS

     At September 30, 1997 and December 31, 1996, securities sold under
repurchase agreements totaled approximately $37,922 and $29,018.  U.S.
Government securities with a book value of $45,481 ($45,700 market value) and
$42,181 ($42,174 market value), respectively, are used as collateral for the
agreements.  The weighted-average interest rate of these agreements was 4.60
percent and 4.71 percent at September 30, 1997 and December 31, 1996.   

NOTE 8 - LINES OF CREDIT 

     At September 30, 1997 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 $5,639 at September 30,
1997.  The amount outstanding under the note totaled $4,303 and $2,319 at
September 30, 1997 and December 31, 1996, respectively.

NOTE 9 - INCOME TAXES 

     Income tax expense for the quarter ended September 30, 1997 and
September 30, 1996 on pretax income of $2,308 and $1,832 totalled $805 and
$611 respectively.  Income tax expense for the nine-month period ended
September 30, 1997 and September 30, 1996 on pretax income of $5,888 and
$4,663 totalled $2,120 and $1,559 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, 1997.                                                         
                                                       
     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, 1997, commitments to extend credit totalled $22,782; financial
standby letters of credit totalled $74; and performance standby letters of
credit totalled $1,451. 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, 1997 and years ended December 31, 1996, 1995
and 1994, $92, $270, $336, $266, and $295, 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, 1997:

                                                                 To be
                                                            well capitalized
                                                For           under prompt
                                          capital adequacy  corrective action
                                             purposes          provisions   
                             Actual          Minimum             Minimum    
                         Amount   Ratio   Amount    Ratio    Amount    Ratio
Total Capital (to risk   $39,110  17.81%  $17,569    8.0%    $21,962   10.0%
 weighted assets)                                                           
Tier I Capital (to risk   36,365  16.56     8,785    4.0      13,177    6.0 
 weighted assets)                                                           
Tier I Capital (to avg.   36,365   9.74    14,933    4.0      18,666    5.0 
 assets)                                                                    


                                    11 
<PAGE>
NOTE 13 - CONDENSED FINANCIAL INFORMATION

     Following is condensed financial  information of CNB Corporation (parent
company only):
                               CONDENSED BALANCE SHEET
                                  SEPTEMBER 30, 1997
                                      (Unaudited)
ASSETS
   Cash                                                          $  1,184
   Investment in subsidiary                                        36,467
   Fixed assets                                                       751
   Other assets                                                        37 
                                                                 $ 38,439

LIABILITIES AND STOCKHOLDERS' EQUITY
   Other liability                                               $      0
   Stockholders' equity                                            38,439 
                                                                 $ 38,439

                           CONDENSED STATEMENT OF INCOME
              For the nine-month period ended September 30, 1997            
                                     (Unaudited)

EQUITY IN NET INCOME OF SUBSIDIARY                               $  3,794
OTHER INCOME                                                            0
OTHER EXPENSES                                                        (26)
   Net Income                                                    $  3,768




































                                    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 21.2% from $174,986 at September 30, 1996 to $212,033 at September
30, 1997 and have increased as a percentage of total assets from 50.2% to
54.6% over the same period as loan demand has remained strong in our market. 
Correspondingly, securities and federal funds sold have decreased as a
percentage of total assets from 42.5% at September 30, 1996 to 38.6% at
September 30, 1997.  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 16.0% at September 30, 1996 to 16.7% at September 30, 1997. 
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 decreased
from 63.0% of total assets at September 30, 1996 to 61.8% at September 30,
1997 while securities sold under agreement to repurchase have increased from
9.6% to 9.8% over the same period.  Some migration from term repurchase
agreements to certificates of deposits occurred during 1996 and 1997 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, 1997 and 1996:
<TABLE>
<CAPTION>          
                                                         September 30,      
<S>                                                 <C>               <C> 
Assets:                                              1997              1996 
  Earning assets:                                    
   Loans, net of unearned income                     54.6%            50.2% 
   Investment securities                             18.2             21.6
   Securities Available for Sale                     15.5             18.3  
   Federal funds sold and securities purchased        
     under agreement to resell                        4.9              2.6  
   Other earning assets                                -                -   
      Total earning assets                           93.2             92.7  
   Other assets                                       6.8              7.3  
      Total assets                                  100.0%           100.0%

Liabilities and stockholders' equity:
  Interest-bearing liabilities:  
   Interest-bearing deposits                         61.8%            63.0%
   Federal funds purchased and securities sold 
    under agreement to repurchase                     9.8              9.6
   Other short-term borrowings                        1.1               .8
   Obligations under mortgages and capital leases      -                -  
       Total interest-bearing liabilities            72.7             73.4  
         Noninterest-bearing deposits                16.7             16.0  
   Other liabilities                                   .7               .7  
   Stockholders' equity                               9.9              9.9  
       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, 1997 and 1996 of $1,503 and $1,221, respectively, resulting in
a return  on average assets of 1.55% and 1.40% and a return on average
stockholders' equity of 16.02% and 14.42%.

CNB Corporation experienced earnings for the nine-month period ended
September 30, 1997 and 1996 of $3,768 and $3,104, respectively, resulting in
a return on average assets of 1.35% and 1.21% and a return on average
stockholders' equity of 14.05% and 12.34%.  

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  $40,152 or 11.5% from 
$348,518 at September 30, 1996 to $388,670 at September 30, 1997.  The
following table sets forth the financial highlights for the three-month and
nine-month periods ending September 30, 1997 and September 30, 1996:        
                                                                            
                           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  
                                  1997     1996   (Decrease)   1997     1996  (Decrease)
<S>                              <C>      <C>      <C>       <C>       <C>      <C>
Net interest income after
    provision for loan losses      3,986    3,522   13.2%     11,255    10,023  12.3%
Income before income taxes         2,308    1,832   26.0       5,888     4,663  26.3 
Net Income                         1,503    1,221   23.1       3,768     3,104  21.4 
Per Share (1)                       2.51     2.05   22.4        6.30      5.20  21.2 
Cash dividends declared                0        0      -           0         0     -
   Per Share (1)                       0        0      -           0         0     -
Total assets                     388,670  348,518   11.5%    388,670   348,518  11.5%
Total deposits                   305,317  275,529   10.8     305,317   275,529  10.8
Loans, net of unearned income    212,033  174,986   21.2     212,033   174,986  21.2
Investment securities and 
    securities available for
    sale                         131,132  139,097   (5.7)    131,132   139,097  (5.7)
Stockholders' equity              38,439   34,651   10.9      38,439    34,651  10.9
    Book value per share(1)        64.22    58.05   10.6       64.22     58.05  10.6
Ratios (2):
Annualized return on average
    total assets                    1.55%    1.40%  10.7%       1.35%     1.21% 11.6  
Annualized return on average
    stockholders' equity           16.02%   14.42%  11.1%      14.05%    12.34% 13.9% 

</TABLE>

(1) Adjusted for the effect of a 25% stock dividend issued during the third 
    quarter of 1997.

(2) For the three-month period  ended September 30, 1997 and September 30,  
    1996, average total assets amounted to $388,016  and  $348,487 with     
    average stockholders' equity totaling $37,524 and $33,878, respectively. 
    For the nine-month period ended September 30, 1997 and September 30,    
    1996, average total assets amounted to $373,326 and $340,707 with average 
    stockholders' equity totaling $35,748 and $33,130, 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 1997 and 1996.  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, 1997 and 1996 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 14.1% increase from $3,707
for the three-month  period  ended September 30, 1996 to $4,229 for the 
three-month period  ended September 30, 1997.  During the same period,  total
fully-tax-equivalent  interest income increased by 14.4% from $6,337 to
$7,251 and total interest expense increased by 14.9% from $2,630 to $3,022.
Fully-tax-equivalent  net interest  income  as  a  percentage  of total
earning assets has shown an increase of .10% from 4.57% for the three-month
period ended September 30, 1996 to 4.67% for the three-month period ended
September 30, 1997.                                                         
              
Fully-tax-equivalent net interest income showed a 15.1% increase from $10,539
for the nine-month period ended September 30, 1996 to $12,131 for the nine-
month period ended September 30, 1997.  During the same period, total fully-
tax-equivalent interest income increased by 13.0% from $18,479 to $20,873 and
total interest expense increased by 10.1% from $7,940 to $8,742. Fully-tax-
equivalent net interest income as a percentage of total earning assets has
shown an increase of .21% from 4.43% for the nine-month period ended
September 30, 1996 to 4.64% for the nine-month period ended September 30,
1997.

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 9/30/97     Three Months Ended 9/30/96 
                                       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    $209,965    $ 4,904     9.34%    $173,342  $ 4,033    9.31%
     Securities:            
     Taxable                         118,336      1,792     6.06      127,011    1,904    6.00
     Tax-exempt                       13,879        272     7.84       14,201      280    7.89
   Federal funds sold and                           
     securities purchased under
     agreement to resell              20,400        283     5.55        9,830      120    4.88
   Other earning assets                    0          0      -              0        0     -
      Total earning assets           362,580      7,251     8.00      324,384    6,337    7.81
    Other assets                      25,436                           24,103
      Total assets                  $388,016                         $348,487            

Liabilities and stockholders'equity
   Interest-bearing liabilities:     
   Interest-bearing deposits        $240,732      2,539     4.22     $216,475  $ 2,176    4.02
   Federal funds purchased and                       
    securities sold under
    agreement to repurchase           38,553        462     4.79       36,402      436    4.79
   Other short-term borrowings         1,612         21     5.21        1,335       18    5.39
   Obligations under mortgages
     and capitalized leases                0          0      -              6        0    8.00
       Total interest-bearing                                                               
         liabilities                $280,897    $ 3,022     4.30     $254,218  $ 2,630    4.14
   Noninterest-bearing deposits       65,621                           55,277
   Other liabilities                   3,974                            5,114                
   Stockholders' equity               37,524                           33,878   
         Total liabilities and                                            
           stockholders' equity     $388,016                         $348,487          
   Net interest income as a percent                        
     of total earning assets        $362,580    $ 4,229     4.67     $324,384  $ 3,707    4.57
  
(1)  Tax-equivalent adjustment         
     based on a 34% tax rate                    $    93                        $    95

</TABLE>
<TABLE>
<S>                                                        <C>                           <C>
Ratios:
Annualized return on average total assets                   1.55                          1.40
Annualized return on average stockholders' equity          16.02                         14.42
Cash dividends declared as a percent of net income             0                             0
Average stockholders' equity as a percent of:
  Average total assets                                      9.67                          9.72
  Average total deposits                                   12.25                         12.47 
  Average loans, net of unearned income                    17.87                         19.54
Average earning assets as a percent of   
average total assets                                       93.44                         93.08
</TABLE>







                                               16
<PAGE>
                                 CNB Corporation and Subsidiary
                                     Selected Financial Data
<TABLE>
<CAPTION>
                                      Nine Months Ended 9/30/97      Nine Months Ended 9/30/96 
                                       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    $201,261    $14,103     9.34%    $166,574  $11,629    9.31%
     Securities:            
     Taxable                         119,100      5,377     6.02      127,665    5,660    5.91
     Tax-exempt                       13,791        811     7.84       13,973      842    8.03
   Federal funds sold and                           
     securities purchased under
     agreement to resell              14,552        582     5.33        9,124      348    5.09
   Other earning assets                    0          0      -              0        0     -
      Total earning assets           348,704     20,873     7.98      317,336   18,479    7.76
    Other assets                      24,622                           23,371
      Total assets                  $373,326                         $340,707            

Liabilities and stockholders'equity
   Interest-bearing liabilities:     
   Interest-bearing deposits        $238,686      7,414     4.14     $211,485  $ 6,392    4.03
   Federal funds purchased and                       
    securities sold under
    agreement to repurchase           36,099      1,272     4.70       41,270    1,501    4.85
   Other short-term borrowings         1,470         56     5.08        1,113       47    5.63
   Obligations under mortgages
     and capitalized leases                0          0      -              8        0    8.00
       Total interest-bearing                                                               
         liabilities                $276,255    $ 8,742     4.22     $253,876  $ 7,940    4.17
   Noninterest-bearing deposits       58,073                           51,379
   Other liabilities                   3,250                            2,322                
   Stockholders' equity               35,748                           33,130   
         Total liabilities and                                            
           stockholders' equity     $373,326                         $340,707          
   Net interest income as a percent                        
     of total earning assets        $348,704    $12,131     4.64     $317,336  $10,539    4.43
  
(1)  Tax-equivalent adjustment         
     based on a 34% tax rate                    $   276                        $   286
</TABLE>
<TABLE>
<S>                                                        <C>                           <C> 
Ratios:
Annualized return on average total assets                   1.35                          1.21
Annualized return on average stockholders' equity          14.05                         12.49
Cash dividends declared as a percent of net income             0                             0
Average stockholders' equity as a percent of:
  Average total assets                                      9.58                          9.72
  Average total deposits                                   12.05                         12.60 
  Average loans, net of unearned income                    17.76                         19.89
Average earning assets as a percent of   
average total assets                                       93.40                         93.14
</TABLE>








                                               17
<PAGE>
<TABLE>
<CAPTION>
                                                       CNB Corporation and Subsidiary
                                                        Rate/Volume Variance Analysis
                                          For the Three Months Ended September 30, 1997 and 1996                       
                                                           (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
                                 1997     1996    1997 (1)    1996 (1)    1997 (1)     1996 (1)    Variance   Rate   Volume  Volume
Earning Assets:                                                                                    

Loans, Net of unearned 
 income (2)                    209,965   173,342     9.34%       9.31%     4,904       4,033         871       13      852        6
Investment securities:  
 Taxable                       118,336   127,011     6.06%       6.00%     1,792       1,904        (112)      19     (130)      (1)
 Tax-exempt                     13,879    14,201     7.84%       7.89%       272         280          (8)      (2)      (6)       - 
Federal funds sold and
 securities purchased under
 agreement to resell            20,400     9,830     5.55%       4.88%       283         120         163       16      129       18 
Other earning assets                 0         0      -           -            0           0           0        -        -        - 

Total Earning Assets           362,580   324,384     8.00%       7.81%     7,251       6,337         914       46      845       23 

Interest-bearing Liabilities:
 
Interest-bearing deposits      240,732   216,475     4.22%       4.02%     2,539       2,176         363      108      244       11 
Federal funds purchased and
 securities sold under       
 agreement to repurchase        38,553    36,402     4.79%       4.79%       462         436          26        -       26        - 
Other short-term borrowings      1,612     1,335     5.21%       5.39%        21          18           3       (1)       4        - 
Mortgage indebtedness and
 obligations under capital-
 ized leases                         0         6      -          8.00%         0           0           0        -        -        - 

Total Interest-bearing       
 Liabilities                   280,897   254,218     4.30%       4.14%     3,022       2,630         392      107      274       11 
Interest-free Funds
 Supporting Earning Assets      81,683    70,166

Total Funds Supporting                                                                                                       
      
Earning Assets                 362,580   324,384     3.33%       3.24%     3,022       2,630         392      107      274       11 

Interest Rate Spread                                 3.70%       3.67%
Impact of Non-interest-bearing
 Funds on Net Yield on Earning
 Assets                                               .97%        .90%                           

Net Yield on Earning Assets                          4.67%       4.57%     4,229       3,707
</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, 1997 and 1996                      
                                                           (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
                                 1997     1996    1997 (1)    1996 (1)    1997 (1)     1996 (1)    Variance   Rate   Volume  Volume
Earning Assets:                                                                                    

Loans, Net of unearned 
 income (2)                    201,261   166,574     9.34%       9.31%    14,103      11,629       2,474       37    2,422       15 
Investment securities:  
 Taxable                       119,100   127,665     6.02%       5.91%     5,377       5,660        (283)     105     (380)      (8)
 Tax-exempt                     13,791    13,973     7.84%       8.03%       811         842         (31)     (20)     (11)       - 
Federal funds sold and
 securities purchased under
 agreement to resell            14,552     9,124     5.33%       5.09%       582         348         234       16      207       11 
Other earning assets                 0         0      -           -            0           0           0        -        -        - 

Total Earning Assets           348,704   317,336     7.98%       7.76%    20,873      18,479       2,394      138    2,238       18 

Interest-bearing Liabilities:
 
Interest-bearing deposits      238,686   211,485     4.14%       4.03%     7,414       6,392       1,022      174      822       26 
Federal funds purchased and
 securities sold under       
 agreement to repurchase        36,099    41,270     4.70%       4.85%     1,272       1,501        (229)     (46)    (188)       5 
Other short-term borrowings      1,470     1,113     5.08%       5.63%        56          47           9       (4)      15       (2)
Mortgage indebtedness and
 obligations under capital-
 ized leases                         0         8      -          8.00%         0           0           0        -        -        - 

Total Interest-bearing       
 Liabilities                   276,255   253,876     4.22%       4.17%     8,742       7,940         802      124      649       29 
Interest-free Funds
 Supporting Earning Assets      72,449    63,460

Total Funds Supporting                                                                                                       
      
Earning Assets                 348,704   317,336     3.34%       3.33%     8,742       7,940         802      124      649       29 

Interest Rate Spread                                 3.76%       3.59%
Impact of Non-interest-bearing
 Funds on Net Yield on Earning
 Assets                                               .88%        .84%                           

Net Yield on Earning Assets                          4.64%       4.43%    12,131      10,539
</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 $150 for the three-month period 
ended September 30, 1997 and $90  for the three-month period ended September
30, 1996.  Net loan charge-offs/(recoveries) totaled $(48) for the
three-month period ended September 30, 1997 and $52 for the same period in
1996.

The provision for possible loan losses was $600 for the nine-month period
ended September 30, 1997 and $230 for the nine-month period ended September
30, 1996.  Net loan charge-offs/(recoveries) totaled $65  for the nine-month
period ended September 30, 1997 and $113 for the same period in 1996.

The reserve for possible loan losses as a percentage of net loans was 1.39% 
at September 30, 1997 and 1.37% at September 30, 1996.  The increased 
provision  during  the  three-month and nine-month period ended September 30,
1997 was due to the increased level of net loan growth.  Continued low net
charge-offs through the remainder of 1997 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.  There
were no security sales during the second or third quarters of 1996 or during
the nine-month period ending September 30, 1997.  Management sold
approximately $2 million in treasury bonds to fund loan growth and to adjust
the Bank's interest sensitivity position. At September 30, 1997, December 31,
1996, and September 30, 1996 market value appreciation/(depreciation) in the
securities portfolio totaled $715, $202, and $(836).  As indicated, market
value has increased in 1997 due to falling market interest rates.
            
Other Income - Other income, net of any gains/losses on security
transactions, increased by 18.0% from $799 for the three-month period ended
September 30, 1996 to $943 for the three-month period ended September 30,
1997.

Other income, net of any gains/losses on security transactions, increased by
15.7% from $2,146 for the nine-month period ended September 30, 1996 to
$2,482 for the nine-month period ended September 30, 1997. 

The increase in the three-month and nine-month period ended September 30,
1997 was primarily due to an increase in deposit account volumes; higher
merchant discount income, and a June 1, 1997 increase in overall service
charge rates.

Other Expenses - Other expenses increased by 5.3% from $2,489 for the three-
month period ended September 30, 1996 to $2,621 for the three-month period
ended September 30, 1997.   The major components of other expenses are
salaries and employee benefits which increased 2.9% from $1,492 to $1,535;
occupancy expense which increased 1.3% from $375 to $380; and other operating
expenses which increased by 13.5% from $621 to $705.                        
                                                                   
Occupancy expense has remained flat as depreciation expense has decreased
7.6% from $171 during the third quarter of 1996 to $158 for the same period
in 1997.







                                 20
<PAGE>

Other Expenses (continued) - Other expenses increased by 4.0% from $7,544 for
the nine-month period ended September 30, 1996 to $7,849 for the nine-month
period ended September 30, 1997. The major components of other expenses are
salaries and employee benefits which increased 4.2% from $4,426 to $4,611;
occupancy expense which decreased 4.7% from $1,285 to $1,224; and other
operating expense which increased by 9.8% from $1,831 to $2,011.  Occupancy
expense has declined as depreciation expense has decreased 17.6% from $585
during the first three quarters of 1996 to $482 for the same period in 1997.

Income Taxes - Provisions for income taxes increased 31.8% from $611 for the
three-month period ended September 30, 1996 to $805 for the three-month
period ended September 30, 1997.  Income before income taxes less interest on
tax-exempt investment securities increased by 29.3% from $1,647 for the
three-month period ended September 30, 1996 to $2,129 for the  same period in
1997.  State tax liability increased as income before income taxes increased
26.0% from $1,832 to $2,308 during the same period.

Provisions for income taxes increased 36.0% from $1,559 for the nine-month
period ended September 30, 1996 to $2,120 for the nine-month period ended
September 30, 1997. Income before income taxes less interest on tax-exempt
investment securities increased by 30.3% from $4,107 for the nine-month
period ended September 30, 1996 to $5,353 for the same period in 1997 and
state tax liability increased as income before income taxes increased 26.3%
from $4,663 to $5,888 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 $38,439, $34,496, $32,195, and $28,857 at
September 30, 1997, December 31, 1996, December 31, 1995, and December 31,
1994, representing 9.89%, 10.09%, 9.91%, and 9.71% of total assets,
respectively.  At September 30, 1997, 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.

The company paid an approximate 25% stock dividend on September 12, 1997.  It
is the Board's intention to continue paying a $3.00 per share annual cash
dividend on the increased number of outstanding shares which will have the
effect of increasing the cash dividend payout ratio and cash dividend yield.














 
                                21
<PAGE>
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>
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:  November 13, 1997
































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