FORM 10-Q/A AMENDMENT NO. I

                         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     June 30, 1998

                                        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 June 30, 1998    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 June 30, 1998 was 597,727.


<PAGE>











CNB Corporation
                                                                        Page

PART I.    FINANCIAL INFORMATION


Item 1.    Financial Statements:

           Consolidated Balance Sheets as of June 30, 1998,                1
           December 31, 1997 and June 30, 1997

           Consolidated Statement of Income for the Three Months           2
           and Six Months Ended June 30, 1998 and 1997

           Consolidated Statement of Comprehensive Income                  3
           for the Three Months and Six Months Ended
           June 30, 1998 and 1997

           Consolidated Statement of Changes in Stockholders'              4
           Equity for the Six Months Ended June 30, 1998
           and 1997

           Consolidated Statement of Cash Flows for the Six Months         5
           Ended June 30, 1998 and 1997

           Notes to Consolidated Financial Statements                   6-12

Item 2.    Management's Discussion and Analysis of Financial           13-25
           Condition and Results of Operations

Item 4.    Submission of Matters to a Vote of Security Holders            25


PART II.   OTHER INFORMATION

Item 6.    Exhibits and Reports on Form 8-K                               25


SIGNATURE                                                                 26

































<PAGE>
                         CNB Corporation and Subsidiary
                          Consolidated Balance Sheets
             (All Dollar Amounts, Except Per Share Data, in Thousands)
                                  (Unaudited)
<TABLE>
<CAPTION>
                                         June 30,  December 31,  June 30,
                                           1998        1997         1997
ASSETS:
<S>                                      <C>        <C>        <C>
    Cash and due from banks               $ 16,057   $ 14,371   $   15,981
    Interest bearing deposits with banks         0          0            0
    Investment Securities                   62,304     70,239       68,734
      (Fair values of $63,056 at
       June 30, 1998, $70,893 at
       December 31, 1997, and $68,834
       at June 30, 1997)
    Securities Available for Sale           65,240     53,184       62,184
      (Amortized cost of $64,895 at
       June 30, 1998, $52,855 at
       December 31, 1997, and $62,186
       at June 30, 1997)
    Federal Funds sold and securities
       purchased under agreement
       to resell                            30,825     11,375       14,350
    Loans:
       Gross Loans                         233,613    222,826      207,786
       Less unearned income                 (1,112)    (1,105)      (1,075)
         Loans, net of unearned income     232,501    221,721      206,711
       Less reserve for possible
          loan losses                       (3,094)    (2,879)      (2,707)
        Net loans                          229,407    218,842      204,004
    Bank premises and equipment              6,816      6,798        6,957
    Other assets                             7,043      6,335        6,344
     Total assets                          417,692    381,144      378,554
LIABILITIES AND STOCKHOLDERS' EQUITY:
    Deposits:
      Non-interest bearing                  68,590     55,422       60,455
    Interest-bearing                       269,150    245,905      243,344
      Total deposits                       337,740    310,327      303,799
    Federal funds purchased and
       securities sold under agreement
       to repurchase                        31,898     32,366       31,489
    Other short-term borrowings              4,503      5,000        3,866
    Other liabilities                        3,052      4,707        2,540
    Minority interest in subsidiary             29         27           26
      Total liabilities                    377,222    343,427      341,720
 Stockholders' equity:
       Common stock, par value $10 per
       share:  Authorized 1,500,000 in
       1998 and 500,000 in 1997;
       issued 598,687 in 1998 and
       issued 479,093 in 1997                5,987      5,987        4,791
       Surplus                              24,552     24,552       15,701
       Undivided Profits                     9,812      7,030       16,348
       Net Unrealized Holding                  206        197           (2)
        Gains (Losses) on
        Available-For-Sale Securities
         Less:  Treasury stock                 (87)       (49)          (4)
            Total stockholders' equity      40,470     37,717       36,834
         Total liabilities
               and stockholders' equity    417,692    381,144      378,554
</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  Six Months Ended
                                                      June 30,            June 30,
                                                   1998     1997     1998         1997
Interest Income:
<S>                                              <C>       <C>       <C>       <C>
  Interest and fees on loans                     $  5,250  $  4,690 $  10,343  $  9,199
  Interest on investment securities:
    Taxable investment securities                   1,762     1,825     3,449     3,582
    Tax-exempt investment securities                  170       176       349       356
    Other securities                                    3         3         3         3
  Interest on federal funds sold and securities
    purchased under agreement to resell               369       170       597       299
      Total interest income                         7,554     6,864    14,741    13,439
Interest Expense:
  Interest on deposits                              2,876     2,509     5,618     4,875
  Interest on federal funds purchased and
    securities sold under agreement to
    repurchase                                        389       395       787       810
  Interest on other short-term borrowings              17        18        43        35

      Total interest expense                        3,282     2,922     6,448     5,720
Net interest income                                 4,272     3,942     8,293     7,719
Provision for possible loan losses                    175       210       365       450

Net interest income after provision for
  possible loan losses                              4,097     3,732     7,928     7,269
Other income:
  Service charges on deposit accounts                 556       526     1,146     1,060
  Gains/(Losses) on securities                          0         0         0         0
  Other operating income                              407       293       633       479
      Total other income                              963       819     1,779     1,539

Other expenses:
  Minority interest in income of subsidiary             1         1         2         2
  Salaries and employee benefits                    1,703     1,563     3,364     3,076
  Occupancy expense                                   394       424       817       844
  Other operating expenses                            660       699     1,329     1,306
      Total operating expenses                      2,758     2,687     5,512     5,228
Income before income taxes                          2,302     1,864     4,195     3,580
  Income tax provision                                756       712     1,413     1,315
Net Income                                          1,546     1,152     2,782     2,265

  Per share data (1):
  Net income per weighted average shares
    Outstanding                                   $  2.58   $  1.93   $  4.65   $  3.79
  Cash dividend paid per share                    $     0   $     0   $     0   $     0
  Book value per actual number of shares
    Outstanding                                   $ 67.71   $ 61.51   $ 67.71   $ 61.51
  Weighted average number of shares outstanding   597,933   598,401   597,933   598,401

   Actual number of shares outstanding            597,727   598,819   597,727   598,819

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

</TABLE>







                                     2
<PAGE>

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



<TABLE>
<CAPTION>
                                         Three Months       Six Months
                                             Ended             Ended
                                            June 30,          June 30,
                                        1998       1997   1998       1997
<S>                                     <C>      <C>      <C>      <C>
Net Income                              $1,546   $1,152   $2,782   $2,265

Other comprehensive income, net of tax

   Unrealized gains/(losses)
     on securities:
       Unrealized holding gains/(losses)   (49)     195        9      (29)
       during period

Net Comprehensive Income                $1,497   $1,347   $2,791   $2,236

</TABLE>











































                                    3
<PAGE>


                      CNB Corporation and Subsidiary
     Consolidated Statement of Changes in Stockholders' Equity
                     (All Dollar Amounts in Thousands)
                               (Unaudited)
<TABLE>
<CAPTION>
                                                      Six Months Ended
                                                           June 30,

                                                      1998        1997
<S>                                                  <C>          <C>
Common Stock:
 $10 par value; 1,500,000 shares authorized in
 1997 and 500,000 in 1996;
Balance, January 1                                    5,987         4,791
Issuance of Common Stock                               None          None
Balance at end of period                              5,987         4,791



Surplus:
Balance, January 1                                   24,552        15,697
Issuance of Common Stock                               None          None
Gain on sale of treasury stock                         None             4
Balance at end of period                             24,552        15,701



Undivided profits:
Balance, January 1                                    7,030        14,082
Net Income                                            2,782         2,265
Cash dividends declared                                None          None
Balance at end of period                              9,812        16,348



Net unrealized holding gains/(losses) on
Available-for-sale securities:
Balance, January 1                                      197            27
Change in net unrealized gains/(Losses)                   9           (29)
Balance at end of period                                206            (2)



Treasury stock:
Balance, January 1                                      (49)         (101)
Purchase of treasury stock                             (160)          (12)
Reissue of treasury stock                               122           109
Balance at end of period                                (87)           (4)



Total stockholders' equity                           40,470        36,834
</TABLE>

Note:  Columns may not add due to rounding.













                                     4
<PAGE>


                        CNB CORPORATION AND SUBSIDIARY
                     CONSOLIDATED STATEMENT OF CASH FLOWS
                                  (Unaudited)
<TABLE>
<CAPTION>
                                   For the six-month period ended June 30,
                                                     1998        1997
<S>                                                 <C>         <C>
OPERATING ACTIVITIES
  Net income                                        $ 2,782     $ 2,265
  Adjustments to reconcile net income to
    net cash provided by operating activities
    Depreciation                                        329         324
    Provision for loan losses                           365         450
    Provision for deferred income taxes                (136)         70
    Loss (gain) on sale of investment
     securities                                           0           0
    (Increase) decrease in accrued interest
     receivable                                        (670)       (604)
    (Increase) decrease in other assets                 (38)         70
    (Decrease) increase in other liabilities             96         322
    Increase in minority interest in
     subsidiary                                           2           1

        Net cash provided by operating
          activities                                  2,730       2,898

INVESTING ACTIVITIES
  Proceeds from sale of investment securities
   available for sale                                     0           0
  Proceeds from maturities of investment
   securities held to maturity                       11,715      10,875
  Proceeds from maturities of investment
   securities available for sale                      4,944       6,500
  Purchase of investment securities held to
   maturity                                          (3,780)     (9,460)
  Purchase of investment securities
   available for sale                               (17,000)     (6,546)
  Decrease (increase) in interest-bearing
    deposits in banks                                     0           0
  (Increase) decrease in federal funds sold         (19,450)    (14,350)
  (Increase) decrease in loans                      (10,780)    (21,836)
  Premises and equipment expenditures                  (347)       (415)

        Net cash provided by (used for)
          investing activities                      (34,698)    (35,232)

FINANCING ACTIVITIES
  Dividends paid                                     (1,794)     (1,433)
  Increase (Decrease) in deposits                    36,413      35,386
  (Decrease) increase in securities sold
    under repurchase agreement                         (468)     (1,529)
  (Decrease) increase in other
    short-term borrowings                              (497)      1,547
  Increase (decrease)in obligation under
   mortgages and capital leases                           0          (6)

        Net cash provided by (used for)
          financing activities                       33,654      33,965

        Net increase (decrease) in cash
          and due from banks                          1,686       1,631
CASH AND DUE FROM BANKS, BEGINNING OF YEAR           14,371      14,350

CASH AND DUE FROM BANKS, JUNE 30, 1998 AND 1997     $16,057     $15,981

CASH PAID (RECEIVED) FOR:
  Interest                                          $ 6,285     $ 5,358
  Income taxes                                      $ 1,344     $ 1,326

</TABLE>
                                     5
<PAGE>
CNB CORPORATION AND SUBSIDIARY (The "Corporation")

CNB CORPORATION (The "Parent")

THE CONWAY NATIONAL BANK (The "Bank")


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(All Dollar Amounts in Thousands)


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Net income per share - Net income per share is computed on the basis  of
the weighted average number of common shares outstanding adjusted for the
effect of a 25%  stock  dividend  paid during the third quarter of 1997,
597,933 for the six-month period ended June 30, 1998 and 598,401 for the
six-month period ended June 30, 1997.


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 six-month period ended June 30, 1998 and
for the years ended December 31, 1997 and 1996 were approximately $6,418,
$5,909, and $5,112, respectively.











































                                     6

<PAGE>
NOTE 3 - INVESTMENT SECURITIES

Investment securities with a par value of approximately $80,904 at June 30,
1998 and $69,965 at December 31, 1997 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 June 30, 1998 and at December 31, 1997.
<TABLE>
<CAPTION>
                                            June 30, 1998
                             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         $  9,291  $    40      $     2   $ 9,329      6.52%
   One to five years          9,969      109            0    10,078      6.11
                             19,260      149            2    19,407      6.31
  Federal agencies
   Within one year            7,162       21            0     7,183      5.93
   One to five years         38,032      204           35    38,201      6.04
                             45,194      225           35    45,384      6.02
  State, county and
  municipal
   Within one year                0        0            0         0       -
   One to five years            325        8            0       333      7.85
                                325        8            0       333      7.85
  Other Securities(Equity)      116        0            0       116       -
  Total available for sale  $64,895   $  382       $   37   $65,240      6.10%

HELD TO MATURITY
  United States Treasury
   Within one year           11,681       40            8    11,713      5.61%
   One to five years          7,004       78            0     7,082      6.26
                             18,685      118            8    18,795      5.85
  Federal agencies
   Within one year            1,029        0            3     1,026      5.48%
   One to five years         29,252      320            9    29,563      6.25
                             30,281      320           12    30,589      6.23
  State, county and
  municipal
   Within one year            1,228       20            0     1,248      9.55%
   One to five years          6,616      173            2     6,787      8.10
   Six to ten years           5,339      141            0     5,480      7.43
   After ten years              155        2            0       157      7.44
                             13,338      336            2    13,672      7.96
   Total held to maturity   $62,304   $  774       $   22   $63,056      6.48%
</TABLE>
(1) Tax equivalent adjustment based on a 34% tax rate.

    As of the quarter ended June 30, 1998, 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 $206 as of June 30, 1998.














                                      7

<PAGE>
NOTE 3 - INVESTMENT SECURITIES (Continued)


<TABLE>
<CAPTION>
                                       December 31, 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           $10,252    $   52   $     8     $10,296      6.53%
   One to five years          11,987       125         -      12,112      6.30
                              22,239       177         8      22,408      6.41
  Federal agencies
   Within one year             4,995         1        12       4,984      5.11
   One to five years          23,805       158        18      23,945      6.26
    After ten years            1,375        21         -       1,396      6.90
                              30,175       180        30      30,325      6.10
  State, county and
  municipal
   One to five years             325        10         -         335      7.85

  Other - restricted
   Federal Reserve
    Bank Stock                   116         -         -         116      6.03%

  Total available for sale   $52,855    $  367   $    38     $53,184      6.24%

HELD TO MATURITY
  United States Treasury
   Within one year            17,703        11        49      17,665      5.14%
   One to five years           9,977       131         -      10,108      6.46
                              27,680       142        49      27,773      5.62
  Federal agencies
   One to five years          28,235       216        45      28,406      6.34

  State, county and
  municipal
   Within one year             1,540         9         -       1,549      8.88
   One to five years           6,436       214         1       6,649      8.71
   Six to ten years            5,746       157         -       5,903      7.39
   After ten years               602        11         -         613      7.39
                              14,324       391         1      14,714      8.14
   Total held to maturity    $70,239    $  749   $    95     $70,893      6.42%
</TABLE>
(1) Tax equivalent adjustment based on a 34% tax rate.

    As of the quarter ended  December 31, 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 $197 as of December 31, 1997.
















                                     8
<PAGE>


NOTE 4 - LOANS AND ALLOWANCE FOR LOAN LOSSES

     The following is a summary of loans at June 30, 1998 and December 31,
1997 by major classification:
<TABLE>
<CAPTION>
                                           June 30,           December 31,
                                             1998                 1997
<S>                                       <C>                   <C>
Real estate loans - mortgage               $  140,378            $ 136,441
                  - construction               16,953               19,653
Commercial and industrial loans                41,064               34,606
Loans to individuals for household,
  family and other consumer expenditures       32,356               30,772
Agriculture                                     2,697                1,214
All other loans, including overdrafts             165                  140
     Gross loans                              233,613              222,826
       Less unearned income                    (1,112)              (1,105)
       Less reserve for loan losses            (3,094)              (2,879)
         Net loans                            229,407              218,842
</TABLE>

















































                                    9
<PAGE>
NOTE 4 - LOANS AND ALLOWANCE FOR LOAN LOSSES, continued

     Changes in the reserve for loan losses for the quarter ended and six-
month period ended June 30, 1998 and 1997 and the year ended December 31,
1997 are summarized as follows:
<TABLE>
<CAPTION>
                                        Quarter Ended    Six Months Ended  December
                                             June 30,          June 30,           31,
                                        1998        1997  1998        1997    1997
<S>                                     <C>      <C>     <C>      <C>      <C>
Balance, beginning of period            $ 3,014  $ 2,534  $ 2,879  $ 2,370  $ 2,370
Charge-offs:
   Commercial, financial,
    and agricultural                         25       36       71       64      238
   Real Estate - construction
    and mortgage                              9        4       10        4        5
   Loans to individuals                     109       76      225      157      399
       Total charge-offs                $   143  $   116  $   306  $   225  $   642
Recoveries:
   Commercial, financial, and
    Agricultural                        $     4  $    17  $    34  $    22  $   100
   Real Estate - construction
    and mortgage                              3       14        4       14      106
   Loans to individuals                      41       48      118       76      145
       Total recoveries                 $    48  $    79  $   156  $   112  $   351
Net charge-offs/(recoveries)            $    95  $    37  $   150  $   113  $   291
Additions charge to operations          $   175  $   210  $   365  $   450  $   800
Balance, end of period                  $ 3,094  $ 2,707  $ 3,094  $ 2,707  $ 2,879
Ratio of net charge-offs during
 the period to average loans
 outstanding during the period              .05%     .02%     .07%     .06%     .14%
</TABLE>
The entire balance is available to absorb future loan losses.

At June 30, 1998 and December 31, 1997 loans on which no interest was being
accrued totalled approximately $22 and $24, respectively and foreclosed real
estate totalled $0 and $16, respectively; and loans 90 days past due and
still accruing totalled $109 and $135, respectively.

                            OTHER INTEREST-BEARING ASSETS
The Bank maintained 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 was 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 provided 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 had the option
to have a policy reinsured by Pacific Mutual which was 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 the policy.

The Bank's independent external auditors revisited the facts and circumstances
regarding the investment in the COLI program and read the related guidance in
SFAS No. 5 and SAB Topic 5(Y).  There continues to be no significant
uncertainties requiring the recognition of a loss contingency.

The Bank's COLI policies were reinsured by Pacific Mutual during the third
quarter of 1997.  Management received permission from the Office of the
Comptroller of the Currency to return this asset to accrual status and to adjust
the carrying value during the first quarter of 1998 with the total cash
surrender values totalling approximately $85,000 above the carrying value on the
bank's books.

As of June 30, 1998, 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.
                                     10
<PAGE>

NOTE 5 - PREMISES AND EQUIPMENT

     Property at June 30, 1998 and December 31, 1997 is summarized as
follows:
                                      June 30,         December 31,
                                       1998                1997

Land and buildings                   $  8,949           $  8,853
Furniture, fixtures and equipment       5,320              5,313
Construction in progress                   82                  2
                                     $ 14,351           $ 14,168
Less accumulated depreciation and
   amortization                         7,535              7,370
                                     $  6,816           $  6,798

     Depreciation and amortization of bank premises and equipment charged to
operating expense was $157 and $329 for the quarter ended and the six month
period ended June 30, 1998, respectively and $700 for the year ended
December 31, 1997.

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

     At June 30, 1998 and December 31, 1997, certificates of deposit of
$100,000 or more included in time deposits totaled approximately $64,238 and
$56,305 respectively.  Interest expense on these deposits was approximately
$883 and $1,757 for the quarter ended and the six-month period ended June
30, 1998 and $2,815 for the year ended December 31, 1997.

NOTE 7 - SECURITIES SOLD UNDER REPURCHASE AGREEMENTS

     At June 30, 1998 and December 31, 1997, securities sold under
repurchase agreements totaled approximately $31,898 and $32,366.  U.S.
Government securities with a book value of $40,968 ($41,300 market value)
and $38,984 ($39,242 market value), respectively, are used as collateral for
the agreements.  The weighted-average interest rate of these agreements was
4.41 percent and 4.61 percent at June 30, 1998 and December 31, 1997.

NOTE 8 - LINES OF CREDIT

     At June 30, 1998, the Bank had unused short-term lines of credit to
purchase Federal Funds from unrelated banks totaling $19,000.  These lines
of credit are available on a one to seven day basis for general corporate
purposes of the Bank.  All of the lenders have reserved the right to
withdraw these lines at their option.

     The Bank has a demand note through the U.S. Treasury, Tax and Loan
system with the Federal Reserve Bank of Richmond.  The Bank may borrow up to
$7,000 under the arrangement at a variable interest rate.  The note is
secured by U.S. Treasury Notes with a market value of $6,891 at June 30,
1998.  The amount outstanding under the note totaled $4,503 and $5,000 at
June 30, 1998 and December 31, 1997, respectively.

NOTE 9 - INCOME TAXES

     Income tax expense for the quarter ended June 30, 1998 and June 30,
1997 on pretax income of $2,302 and $1,864 totalled $756 and $712
respectively.  Income tax expense for the six-month period ended June 30,
1998 and June 30, 1997 on pretax income of $4,195 and $3,580 totalled $1,413
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 are 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.
                                   11
<PAGE>
NOTE 10 - COMMITMENTS AND CONTINGENT LIABILITIES

     From time to time the bank subsidiary is a party to various litigation,
both as plaintiff and as defendant, arising from its normal operations.  No
material losses are anticipated in connection with any of these matters at
June 30, 1998.

     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 June
30, 1998, commitments to extend credit totalled $21,710; financial standby
letters of credit totalled $67; and performance standby letters of credit
totalled $728.  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 six month period ended June 30, 1998 and years ended December 31, 1997,
1996 and 1995, $94, $187, $367, $336, and $266, respectively, was charged to
operations under the plan.

NOTE 12 - REGULATORY MATTERS

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

     Quantitative measures established by regulation to ensure capital
adequacy require the maintenance of minimum amounts and ratios (set forth in
the table below) of Tier I capital to adjusted total assets (Leverage
Capital ratio) and minimum ratios of Tier I and total capital to risk-
weighted assets.  To be considered adequately capitalized under the
regulatory framework for prompt corrective action, the Bank must maintain
minimum Tier I leverage, Tier I risk-based and total risked-based ratios as
set forth in the table.  The Bank's actual capital ratios are presented in
the table below as of June 30, 1998:
                                                                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  $41,351 16.92%  $19,556   8.0%       $24,445 10.0%
 weighted assets)
Tier I Capital (to risk  38,295 15.67     9,778   4.0         14,667  6.0
 weighted assets)
Tier I Capital (to avg.  38,295  9.51    16,109   4.0         20,136  5.0
 assets)






                                    12


<PAGE>
NOTE 13 - CONDENSED FINANCIAL INFORMATION

     Following is condensed financial information of CNB Corporation (parent
company only):
                               CONDENSED BALANCE SHEET
                                     JUNE 30, 1998
                                      (Unaudited)
ASSETS
   Cash                                                          $  1,716
   Investment in subsidiary                                        38,472
   Fixed assets                                                       245
   Other assets                                                        37
                                                                 $ 40,470

LIABILITIES AND STOCKHOLDERS' EQUITY
   Other liability                                               $      0
   Stockholders' equity                                            40,470
                                                                 $ 40,470

                           CONDENSED STATEMENT OF INCOME
                  For the six-month period ended June 30, 1998
                                     (Unaudited)

EQUITY IN NET INCOME OF SUBSIDIARY                               $  2,818
OTHER INCOME                                                            0
OTHER EXPENSES                                                        (36)
   Net Income                                                    $  2,782







DISCUSSION OF FORWARD-LOOKING STATEMENTS

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

























                                    13



<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

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

DISTRIBUTION OF ASSETS AND LIABILITIES

The Company maintains a conservative approach in determining the
distribution of assets and liabilities.  Loans, net of unearned income, have
increased 12.5% from $206,711 at June 30, 1997 to $232,501 at June 30, 1998
and have increased as a percentage of total assets from 54.6% to 55.7% over
the same period as loan demand has remained solid in our market.
Correspondingly, securities and federal funds sold have decreased as a
percentage of total assets from 38.4% at June 30, 1997 to 37.9% at June 30,
1998.  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 slightly as a percentage of total assets from 16.0% at June 30,
1997 to 16.4% at June 30, 1998.  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 64.3% of total assets at June 30, 1997
to 64.5% at June 30, 1998 while securities sold under agreement to
repurchase have decreased from 8.3% to 7.6% over the same period.

The following table sets forth the percentage relationship to total assets
of significant components of the corporation's balance sheet as of June 30,
1998 and 1997:
<TABLE>
<CAPTION>
                                                          June  30,
<S>                                                <C>               <C>
Assets:                                           1998                1997
   Earning assets:
   Loans, net of unearned income                      55.7%           54.6%
     Investment securities                            14.9            18.2
   Securities Available for Sale                      15.6            16.4
     Federal funds sold and securities purchased
     under agreement to resell                         7.4             3.8
     Other earning assets                               -                -
       Total earning assets                           93.6            93.0
    Other assets                                       6.4             7.0
       Total assets                                  100.0%          100.0%
 Liabilities and stockholders' equity:
  Interest-bearing liabilities:
   Interest-bearing deposits                          64.5%           64.3%
   Federal funds purchased and securities sold
    under agreement to repurchase                      7.6             8.3
   Other short-term borrowings                         1.1             1.0
      Total interest-bearing liabilities              73.2            73.6
          Noninterest-bearing deposits                16.4            16.0
     Other liabilities                                  .7              .7
     Stockholders' equity                              9.7             9.7
         Total liabilities and stockholders' equity  100.0%          100.0%

</TABLE>


                                    14
<PAGE>
RESULTS OF OPERATION

CNB Corporation experienced  earnings for  the  three-month period  ended
June 30, 1998 and 1997 of $1,546 and $1,152, respectively, resulting in a
return  on average assets of 1.50% and 1.23% and a return on average
stockholders' equity of 15.57% and 12.83%.

CNB Corporation experienced earnings for the six-month period ended June 30,
1998 and 1997 of $2,782 and $2,265, respectively, resulting in a return on
average assets of 1.38% and 1.24% and a return on average stockholders'
equity of 14.25% and 12.99%.

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  $39,138 or 10.3% from
$378,554 at June 30, 1997 to $417,692 at June 30, 1998.  The following table
sets forth the financial highlights for the three-month and six-month
periods ending June 30, 1998 and June 30, 1997:

                                CNB Corporation
                         CNB Corporation and Subsidiary
                              FINANCIAL HIGHLIGHTS
            (All Dollar Amounts, Except Per Share Data, in Thousands)
<TABLE>
<CAPTION>
                                    Three-Month Period          Six-Month Period
                                       Ended June 30,              Ended June 30,
                                                  Percent                    Percent
                                                  Increase                   Increase
                                   1998   1997   (Decrease)   1998     1997 (Decrease)
<S>                               <C>     <C>       <C>      <C>      <C>      <C>
Net interest income after
    provision for loan losses       4,097    3,732    9.8%     7,928    7,269   9.1%
Income before income taxes          2,302    1,864   23.5      4,195    3,580  17.2
Net Income                          1,546    1,152   34.2      2,782    2,265  22.8
Per Share(1)                         2.58     1.93   33.7       4.65     3.79  22.7
Cash dividends declared                 0        0      -          0        0     -
   Per Share(1)                         0        0      -          0        0     -

Total assets                      417,692  378,554   10.3%   417,692  378,554  10.3%
Total deposits                    337,740  303,799   11.2    337,740  303,799  11.2
Loans, net of unearned income     232,501  206,711   12.5    232,501  206,711  12.5
Investment securities and
    securities available for
    sale                          127,544  130,918   (2.6)   127,544  130,918  (2.6)
Stockholders' equity               40,470   36,834    9.9     40,470   36,834   9.9
    Book value per share(1)         67.71    61.51   10.1      67.71    61.51  10.1

Ratios (2):
Annualized return on average
    total assets                     1.50%    1.23%  22.0%      1.38%    1.24% 11.3%

Annualized return on average
    stockholders' equity            15.57%   12.83%  21.4%     14.25%   12.99%  9.7%

</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 June 30, 1998 and June 30, 1997,
    average total assets amounted to $412,179 and $373,364 with average
    stockholders' equity totaling $39,714 and $35,903, respectively. For
    the six-month period ended June 30, 1998 and June 30, 1997, average
    total assets amounted to $403,115 and $365,981 with average
    stockholders' equity totaling $39,049 and $34,860, respectively.

                                     15<PAGE>
NET INCOME

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

Interest rates paid on deposits and borrowed funds and earned on loans and
investments have generally followed the fluctuations in market interest
rates in 1998 and 1997.  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 six-month periods ended June 30, 1998 and 1997 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 8.1% increase from $4,032
for the three-month period ended June 30, 1997 to $4,360 for the three-month
period ended June 30, 1998.  During the same period, total fully-tax-
equivalent interest income increased by 9.9% from $6,954 to $7,642 and total
interest expense increased by 12.3% from $2,922 to $3,282. Fully-tax-
equivalent net interest income as a percentage of total earning assets has
shown a decrease of .11% from 4.63% for the three-month period ended June
30, 1997 to 4.52% for the three-month period ended June 30, 1998.

Fully-tax-equivalent net interest income showed a 7.2% increase from $7,902
for the six-month period ended June 30, 1997 to $8,473 for the six-month
period ended June 30, 1998.  During the same period, total fully-tax-
equivalent interest income increased by 9.5% from $13,622 to $14,921 and
total interest expense increased by 12.7% from $5,720 to $6,448. Fully-tax-
equivalent net interest income as a percentage of total earning assets has
shown a decrease of .13% from 4.62% for the six-month period ended June 30,
1997 to 4.49% for the six-month period ended June 30, 1998.

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
















                                    16
<PAGE>



                                 CNB Corporation and Subsidiary
                                     Selected Financial Data
<TABLE>
<CAPTION>
                                    Three Months Ended 6/30/98     Three Months Ended 6/30/97
                                    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    $230,100 $ 5,250     9.13%    $202,950   $ 4,690    9.24%
     Securities:
     Taxable                         115,790   1,765     6.10      119,752     1,828    6.11
     Tax-exempt                       13,381     258     7.71       13,542       266    7.86
   Federal funds sold and
     securities purchased under
     agreement to resell              26,840     369     5.50       12,456       170    5.46
   Other earning assets                    0       0        -            0         0       -
      Total earning assets           386,111   7,642     7.92      348,700     6,954    7.98
    Other assets                      26,068                        24,664
      Total assets                  $412,179                      $373,364

Liabilities and stockholders equity
   Interest-bearing liabilities:
   Interest-bearing deposits        $266,926   2,876     4.31     $241,654   $ 2,509    4.15
   Federal funds purchased and
    securities sold under
    agreement to repurchase           34,561     389     4.50       33,799       395    4.67
   Other short-term borrowings         1,661      17     4.09        1,555        18    4.63
   Obligations under mortgages
     and capitalized leases                0       0        -            2         0    8.00
       Total interest-bearing
         Liabilities                $303,148 $ 3,282     4.33     $ 77,010   $ 2,922    4.22
   Noninterest-bearing deposits       65,777                        58,252
   Other liabilities                   3,540                         2,199
   Stockholders' equity               39,714                        35,903
         Total liabilities and
           stockholders' equity     $412,179                      $373,364
   Net interest income as a percent
     of total earning assets        $386,111 $ 4,360     4.52     $348,700   $ 4,032    4.63

(1)  Tax-equivalent adjustment
     based on a 34% tax rate                 $    88                         $    90
</TABLE>
<TABLE>
<S>                                                     <C>                            <C>
Ratios:
Annualized return on average total assets                1.50                           1.23
Annualized return on average stockholders' equity       15.57                          12.83
Cash dividends declared as a percent of net income          0                              0
Average stockholders' equity as a percent of:
  Average total assets                                   9.64                           9.62
  Average total deposits                                11.94                          11.97
  Average loans, net of unearned income                 17.26                          17.69
Average earning assets as a percent of
average total assets                                    93.68                          93.39
</TABLE>















                                               17
<PAGE>
                                  CNB Corporation and Subsidiary
                                      Selected Financial Data
<TABLE>
<CAPTION>
                                     Six Months Ended 6/30/98         Six Months Ended 6/30/97
                                   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 $227,016    $10,343     9.11%     $196,909  $ 9,199    9.34%
     Securities:
     Taxable                      113,842      3,452     6.06       119,482    3,585    6.00
     Tax-exempt                    13,612        529     7.77        13,747      539    7.84
   Federal funds sold and
     securities purchased under
     agreement to resell           23,157        597     5.16        11,628      299    5.14
   Other earning assets                 0          0      -               0        0     -
      Total earning assets        377,627     14,921     7.90       341,766   13,622    7.97
    Other assets                   25,488                            24,215
      Total assets               $403,115                          $365,981

Liabilities and stockholders'
 equity:
   Interest-bearing liabilities:
   Interest-bearing deposits     $262,355      5,618     4.28      $237,663  $ 4,875    4.10
   Federal funds purchased and
    securities sold under
    agreement to repurchase        34,912        787     4.51        34,872      810    4.65
   Other short-term borrowings      1,566         43     5.49         1,396       35    5.01
   Obligations under mortgages
     and capitalized leases             0          0      -               3        0    8.00
       Total interest-bearing
         liabilities             $298,833    $ 6,448     4.32      $273,934  $ 5,720    4.18
   Noninterest-bearing deposits    61,792                            54,299
   Other liabilities                3,441                             2,888
   Stockholders' equity            39,049                            34,860
         Total liabilities and
           stockholders' equity  $403,115                          $365,981
   Net interest income as a
     percent of total earning
     assets                      $377,627    $ 8,473     4.49      $341,766  $ 7,902    4.62

(1)  Tax-equivalent adjustment
     based on a 34% tax rate                 $   180                         $   183
</TABLE>
<TABLE>
<S>                                                     <C>                            <C>
Ratios:
Annualized return on average total assets                1.38                           1.24
Annualized return on average stockholders' equity       14.25                          12.99
Cash dividends declared as a percent of net income          0                              0
Average stockholders' equity as a percent of:
  Average total assets                                   9.69                           9.53
  Average total deposits                                12.05                          11.94
  Average loans, net of unearned income                 17.20                          17.70
Average earning assets as a percent of
average total assets                                    93.68                          93.38
</TABLE>














                                               18
<PAGE>
<TABLE>
<CAPTION>
                                                       CNB Corporation and Subsidiary
                                                        Rate/Volume Variance Analysis
                                            For the Three Months Ended June 30, 1998 and 1997
                                                           (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
                               1998     1997    1998 (1)    1997 (1)    1998 (1)     1997 (1)    Variance   Rate   Volume   Volume
Earning Assets:

Loans, Net of unearned
 income (2)                  230,100   202,950     9.13%       9.24%     5,250       4,690         560      (56)     624       (8)
Investment securities:
 Taxable                     115,790   119,752     6.10%       6.11%     1,765       1,828         (63)      (3)     (61)       1
 Tax-Exempt                   13,381    13,542     7.71%       7.86%       258         266          (8)      (5)      (3)       -
Federal funds sold and
 securities purchased under
 agreement to resell          26,840    12,456     5.50%       5.46%       369         170         199        1      196        2
Other earning assets               0         0        -           -          0           0           -        -        -        -

Total Earning Assets         386,111   348,700     7.92%       7.98%     7,642       6,954         688      (63)     756       (5)

Interest-bearing Liabilities

Interest-bearing deposits    266,926   241,654     4.31%       4.15%     2,876       2,509         367       97      260       10
Federal funds purchased and
 securities sold under
 agreement to repurchase      34,561    33,799     4.50%       4.67%       389         395          (6)     (14)       8        -
Other short-term borrowings    1,661     1,555     4.09%       4.63%        17          18          (1)      (2)       1        -
Mortgage indebtedness and
 obligations under capital-
 ized leases                       0         2        -        8.00%         0           0           -        -        -        -

Total Interest-bearing
 Liabilities                 303,148   277,010     4.33%       4.22%     3,282       2,922         360       81      269       10
Interest-free Funds
 Supporting Earning Assets    82,963    71,690

Total Funds Supporting

Earning Assets               386,111   348,700     3.40%       3.35%     3,282       2,922         360       81      269       10

Interest Rate Spread                               3.59%       3.76%
Impact of Non-interest-
 bearing Funds on Net
 Yield on Earning Assets                            .93%        .87%


Net Yield on Earning Assets                        4.52%       4.63%     4,360       4,032
</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>


<TABLE>
<CAPTION>
                                                       CNB Corporation and Subsidiary
                                                        Rate/Volume Variance Analysis
                                              For the Six Months Ended June 30, 1998 and 1997
                                                           (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
                               1998     1997    1998 (1)    1997 (1)    1998 (1)     1997 (1)    Variance   Rate   Volume   Volume
Earning Assets:

Loans, Net of unearned
 income (2)                  227,016   196,909     9.11%       9.34%    10,343       9,199       1,144     (226)   1,405      (35)
Investment securities:
 Taxable                     113,842   119,482     6.06%       6.00%     3,452       3,585        (133)      36     (167)      (2)
 Tax-exempt                   13,612    13,747     7.77%       7.84%       529         539         (10)      (5)      (5)       -
Federal funds sold and
 securities purchased under
 agreement to resell          23,157    11,628     5.16%       5.14%       597         299         298        1      296        1
Other earning assets               0         0        -           -          0           0           -        -        -        -

Total Earning Assets         377,627   341,766     7.90%       7.97%    14,921      13,622       1,299     (194)   1,529      (36)

Interest-bearing Liabilities

Interest-bearing deposits    262,355   237,663     4.28%       4.10%     5,618       4,875         743      214      507       22
Federal funds purchased and
 securities sold under
 agreement to repurchase      34,912    34,872     4.51%       4.65%       787         810         (23)     (24)       1        -
Other short-term borrowings    1,566     1,396     5.49%       5.01%        43          35           8        3        4        1
Mortgage indebtedness and
 obligations under capital-
 ized leases                       0         3        -        8.00%         0           0           -        -        -        -

Total Interest-bearing
 Liabilities                 298,833   273,934     4.32%       4.18%     6,448       5,720         728      193      512       23
Interest-free Funds
 Supporting Earning Assets    78,794    67,832

Total Funds Supporting

Earning Assets               377,627   341,766     3.41%       3.35%     6,448       5,720         728      193      512       23

Interest Rate Spread                               3.58%       3.79%
Impact of Non-interest-
 bearing Funds on Net
 Yield on Earning Assets                            .91%        .83%


Net Yield on Earning Assets                        4.49%       4.62%     8,473       7,902
</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.

                                                      20
<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 $175 for the three-month period
ended June 30, 1998 and $210  for the three-month period ended June 30,
1997.  Net loan charge-offs/(recoveries) totaled $95 for the threemonth
period ended June 30, 1998 and $37 for the same period in 1997.

The provision for possible loan losses was $365 for the six-month period
ended June 30, 1998 and $450 for the six-month period ended June 30, 1997.
Net loan charge-offs/(recoveries) totaled $150 for the six-month period
ended June 30, 1998 and $113 for the same period in 1997.

The reserve for possible loan losses as a percentage of  net  loans was
1.35%  at June 30, 1998 and 1.33% at June 30, 1997.  The decreased provision
during  the  three-month and six-month period ended June 30, 1998 was due to
the decreased rate of loan growth.  Continued moderate net charge-offs
through the remainder of 1998 are anticipated by management.

Securities Transactions - The Bank had no security sales during the first
half of 1998 or 1997.  At June 30, 1998, December 31, 1997, and June 30,
1997 market value appreciation/(depreciation) in the securities portfolio
totaled $1,097, $983, and $98.  As indicated, market value increased in 1997
and 1998 due to falling market interest rates.

Other Income - Other income, net of any gains/losses on security
transactions, increased by 17.6% from $819 for the three-month period ended
June 30, 1997 to $963 for the three-month period ended June 30, 1998.

Other income, net of any gains/losses on security transactions, increased by
15.6% from $1,539 for the six-month period ended June 30, 1997 to $1,779 for
the six-month period ended June 30, 1998.

This increase in the three-month and six-month period ended June 30, 1998
was 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 2.6% from $2,687 for the three-
month period ended June 30, 1997 to $2,758 for the three-month period ended
June 30, 1998.   The major components of other expenses are salaries and
employee benefits  which  increased 9.0% from $1,563 to $1,703; occupancy
expense which decreased 7.1%  from  $424 to $394; and other operating
expenses which decreased by 5.6% from $699 to $660.

Occupancy expense has decreased slightly as depreciation expense has
remained flat at $157 during the second quarter of 1997 and 1998.  Salaries
and employee benefits expense has increased due to an increase of full-time-
equivalent employees from 184 at June 30, 1997 to 196 at June 30, 1998 as
the bank prepares to open the new "West Conway Office" in the fall of 1998.

                                     21<PAGE>
Other Expenses (continued) - Other expenses increased by 5.4% from $5,228
for the six-month period ended June 30, 1997 to $5,512 for the six-month
period ended June 30, 1998.  The major components of other expenses are
salaries and employee benefits which increased 9.4% from $3,076 to $3,364;
occupancy expense which decreased 3.2% from $844 to $817; and other
operating expense which increased by 1.8% from $1,306 to $1,329. Occupancy
expense has shown a slight decline as depreciation expense has increased
only 1.5% from $324 during  the first half of 1997 to $329 for the same
period in 1998. Salaries and employee benefits expenses increased due to the
afore-mentioned increase in full-time-equivalent employees.

Income Taxes - Provisions for income taxes increased 6.2% from $712 for the
three-month period ended June 30, 1997 to $756 for the three-month period
ended June 30, 1998.  Income before income taxes less interest on tax-exempt
investment securities increased by 26.3% from $1,688 for the three-month
period ended June 30, 1997 to $2,132 for the same period in 1998.  State tax
liability increased as income before income taxes increased 23.5% from
$1,864 to $2,302 during the same period.

Provisions for income taxes increased 7.5% from $1,315 for the six-month
period ended June 30, 1997 to $1,413 for the six-month period ended June 30,
1998. Income before income taxes less interest on tax-exempt investment
securities increased by 19.3% from $3,224 for the six-month period ended
June 30, 1997 to $3,846 for the same period in 1998 and state tax liability
increased as income before income taxes increased 17.2% from $3,580 to
$4,195 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 $40,470, $37,717, $34,496, and $32,195 at
June 30, 1998, December 31, 1997, December 31, 1996, and December 31, 1995,
representing 9.69%, 9.90%, 10.09%, and 9.91% of total assets, respectively.
At June 30, 1998, the Bank exceeds quantitative measures established by
regulation to ensure capital adequacy (see NOTE 12 - REGULATORY MATTERS).
Capital is considered sufficient by management to meet current and
prospective capital requirements and to support anticipated growth in bank
operations.

The Company paid an approximate 25% stock dividend on September 12, 1997.
The Board continued to pay a $3.00 per share annual cash dividend at year-
end 1997 on the increased number of outstanding shares which has the effect
of increasing the cash dividend payout ratio and cash dividend yield.


                                    22
<PAGE>
EFFECTS OF REGULATORY ACTION

The management of the Company and the Bank is not aware of any current
recommendations by the regulatory authorities which, if they were to be
implemented, would have a material effect on liquidity, capital resources,
or operations.

ACCOUNTING ISSUES

The FASB issued Statement of Financial Accounting Standard (SFAS) No. 129,
"Disclosure of Information about Capital Structure" in February 1997. The
purpose of SFAS 129 is to consolidate existing disclosure requirements for
ease of retrieval.  SFAS 129 contains no change in disclosure requirements
for companies that were subject to the  previously  existing requirements.
It applies to all entities and is effective for financial statements for
periods ending after December 15, 1997.

In June 1997, the FASB issued SFAS No. 130, "Reporting Comprehensive
Income.  SFAS 130 establishes standards for reporting and display of
comprehensive income and its components (revenues, expenses, gains, and
losses) in a full set of general purpose financial statements.  SFAS 130
requires that all items that are required to be recognized under accounting
standards as components of comprehensive income be reported in a financial
statement that is displayed with the same prominence as other financial
statements.  SFAS 130 requires that companies (i) classify items of other
comprehensive income by their nature in a financial statement and (ii)
display the accumulated balance of other comprehensive income separately
from retained earnings and additional paid-in capital in the equity section
of the statement of financial condition.  SFAS 130 is effective for fiscal
years beginning after December 15, 1997. Reclassification of financial
statements for earlier periods for comprehensive purposes is required.

In June 1997, the FASB also issued SFAS No. 131, "Disclosures about
Segments of an Enterprise and Related Information."  SFAS 131 establishes
standards for the way public enterprises are to report information about
operating segments in annual financial statements and requires those
enterprises to report selected information about operating segments in
interim financial reports issued to shareholders.  It also establishes
standards for related disclosures about products and services, geographic
areas, and major customers.  SFAS 131 supersedes SFAS No. 14, "Financial
Reporting for Segments of a Business Enterprise."  SFAS 131 becomes
effective for financial statements for periods beginning after December 15,
1997, and requires that comparative information from earlier years be
restated to conform to its requirements.  The adoption of the provisions of
SFAS 131 is not expected to have a material impact on the Company.

In June 1998, the FASB issued SFAS 133, "Accounting for Derivative
Instrument and Hedging Activities".  All derivatives are to be measured at
fair value and recognized in the statement of financial position as assets
or liabilities.  The statement is effective for fiscal years and quarters
beginning after June 15, 1999.  Because the Company has limited use of
derivative transactions at this time, management does not expect that this
standard would have a significant effect on the Company.


                                   23
<PAGE>
ACCOUNTING ISSUES (continued)


In April 1998, the FASB issued SFAS 132, "Employers' Disclosures about
Pensions and Other Postretirement Benefits".  The new Statement revises the
required disclosures for employee benefit plans, but it does not change the
measurement or recognition of such plans.  While the new standard requires
some additional information about benefit plans, it helps preparers of
financial statements by eliminating certain disclosures and by standardizing
the disclosures for pensions and other postretirement benefits to the extent
practicable.  SFAS 132 supercedes the disclosure requirements in SFAS 87,
"Employers' Accounting for Pensions", SFAS 88, "Employers' Accounting for
Settlements and Curtailments of Defined Benefit Pension Plans and for
Termination Benefits", and SFAS 106, "Employers' Accounting for
Postretirement Benefits Other than Pensions".  The new disclosures are
effective for fiscal years beginning after December 15, 1997.  The adoption
of SFAS 132 will not have an impact on the financial statements of the
Company due to the disclosure only requirements.

In March 1998, the Accounting Standards Executive Committee of the AICPA
issued Statement of Position 98-1, "Accounting for the Costs of Computer
Software Developed or Obtained for Internal Use"  (SOP 98-1), which
provided guidance as to when it is or is not appropriate to capitalize the
cost of software developed or obtained for internal use.  SOP 98-1 is
effective for financial statements for fiscal years beginning after December
15, 1998 with early adoption encouraged.  The Company does not anticipate
that adoption of SOP 98-1 will have a material effect on its financial
statements.

YEAR 2000

The Year 2000 poses a significant challenge for financial institutions
because of the way date fields have been historically handled.  Older
versions of software used a two digit year date field and assumed the first
two digits of the year date to be "19".  All software applications using
this dating method must be replaced or modified to avoid computer systems
reverting to the year date of 1900 in the year 2000.

The Board of Directors early in 1997 assigned Year 2000 Project
implementation responsibility to the Electronic Data Processing (EDP)
Steering Committee.  The EDP Steering Committee is comprised of the
following members: President, Executive Vice President, Vice President and
Cashier, Vice President-Systems, Vice President-Data Processing, and
Assistant Vice President-Systems. The committee meets at least quarterly
with the meetings being reviewed by the Board Audit Committee and progress
reports made to the full Board.  The CPA firm of Tourville, Simpson, &
Henderson has been engaged to assist in Year 2000 Plan development,
implementation, and examination.

All systems used by the bank were identified and prioritized with a time
line established for projected dates of upgrades, replacement,
certification, and testing.  All mission critical systems have been upgraded
or replaced.  Testing of all systems to ensure Year 2000 compliance is
expected to be completed by December 31, 1998.  Anticipated Year 2000 costs
are projected to be approximately $276,000.

                                   24<PAGE>
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

An Annual Meeting of shareholders of CNB Corporation was held in the main
office building of The Conway National Bank at 1400 Third Avenue, Conway,
South Carolina, at 4:15 p.m., Conway, South Carolina time, on May 12, 1998.

The purpose of the Annual Meeting was to: (1) elect four Directors; and (2)
ratify the appointment of Elliott, Davis, and Company, Certified Public
Accountants, as the Company's independent public accountant for the fiscal
year ending December 31, 1998.

Proxies for the meeting were solicited pursuant to Regulation 14 under the
Act; there was no solicitation in opposition to the management's nominees as
listed in the proxy statement; and all of such nominees were elected.

There were 391,994 of the 597,857 shares issued present or represented by
proxy and all shares were voted for the election of the four Directors
listed as management's nominees in the proxy statement; and for the
ratification of Elliott, Davis, and Company as the Company's 1998
independent public accountant.




                      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 27 and 28).

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












                                    25


<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:  August 12, 1998






















                                   26
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