U.S. SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549
                            FORM 10-K
                                
(Mark one)

X      ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

       TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the period from _____________ to _________________

Commission file number 0-12724

                        BELMONT BANCORP.
                 (Name of issuer in its charter)
Ohio (State of Incorporation)                I.R.S. Employer ID
                                                No. 34-1376776
                         325 MAIN STREET
                     BRIDGEPORT, OHIO  43912
            (Address of principal executive offices)
                    Telephone (614)-695-3323
                                
Securities registered under Section 12(b) of the Exchange Act:
NONE

Securities registered under Section 12(g) of the Exchange Act:

     Title of each class:               Name of each exchange on
                                        which registered:
     Common stock, $0.50 par value      NASDAQ SmallCap Market

     Check whether the issuer (1) filed all reports required to
be filed by Section 13 or 15(d) of the Exchange Act during the
past 12 months, and (2) has been subject to such filing
requirements for the past 90 days.  Yes X         No

     Check if there is no disclosure of delinquent filers in
response to Item 405 of Regulation S-B is not contained in this
form, and no disclosure will be contained, to the best of the
Registrant's knowledge.  In definitive proxy or information
statements incorporated by reference to Part III of this Form 10-
K or any amendment to this Form 10-K.   X

 Aggregate market value of voting stock held by nonaffiliates as
                 of March 6, 1997 - $58,417,000
  There were 2,114,644 shares of $0.50 par value, common stock
                outstanding as of March 3, 1997.
                                
               DOCUMENTS INCORPORATED BY REFERENCE
                                
Portions of the Proxy Statement of the Registrant dated March 21,
1997 are incorporated in Items 10, 11, 12, and 13.  The Annual
Report of the Registrant is incorporated by reference in Items 5,
6, 7, and 8.
                                

                                
                                
                             PART I

ITEM 1-BUSINESS

BELMONT BANCORP.

     Belmont Bancorp. is a bank holding company which was
organized under the laws of the State of Ohio in 1982.  On April
4, 1984, Belmont Bancorp. acquired all of the outstanding capital
stock of Belmont National Bank (formerly Belmont County National
Bank), a banking corporation organized as a national banking
association.  Belmont National Bank provides a variety of
financial services.  In addition to Belmont National Bank, the
Corporation owns Belmont Financial Network, Inc., a non-bank
subsidiary.

BELMONT NATIONAL BANK

     Belmont National Bank resulted from the merger on January 2,
1959, of the First National Bank of St. Clairsville, and the
First National Bank of Bridgeport.  Both banks were organized as
national associations prior to the turn of the century.  Belmont
National Bank operates through a network of eleven branches
located in Belmont, Harrison and Tuscarawas Counties in Ohio and
Ohio County in West Virginia.  The main office is located in the
Woodsdale section of Wheeling, West Virginia.  In addition to its
main office in West Virginia, the Bank operates a branch in the
Elm Grove section of Wheeling.  Branch locations in Belmont
County, Ohio include St. Clairsville, Bridgeport, Lansing,
Shadyside, and the Ohio Valley Mall.  Branches in Harrison County
are located in Jewett and Cadiz, Ohio.  Branches in Tuscarawas
County are located in New Philadelphia, Ohio.  The three New
Philadelphia offices were acquired on October 2, 1992, when
Belmont National Bank acquired the deposits and loans of these
offices from Diamond Savings and Loan.

     Belmont National Bank provides a wide range of retail
banking services to individuals and small to medium-sized
businesses.  These services include various deposit products,
business and personal loans, credit cards, residential mortgage
loans, home equity loans, and other consumer oriented financial
services including IRA and Keogh accounts, safe deposit and night
depository facilities.  Belmont National Bank also owns automatic
teller machines located at branches in Elm Grove, Cadiz, the Ohio
Valley Mall and New Philadelphia providing 24 hour banking
service to our customers.  Belmont National Bank belongs to MAC,
a nationwide ATM network with thousands of locations nationwide.
Belmont National Bank offers a wide variety of fiduciary
services.  The trust department of the Bank administers pension,
profit-sharing, employee benefit plans, personal trusts and
estates.

BELMONT FINANCIAL NETWORK

     On July 1, 1985, Belmont Bancorp. formed a subsidiary
corporation, Belmont Financial Network, Inc.(BFN).  The purpose
of the subsidiary was primarily to engage in lease consulting for
personal or real property.  Changes to the federal tax code that
eliminated new investment tax credits as of December 31, 1987
adversely affected the leasing business.  The daily operations of
Belmont Financial Network were suspended during 1989 to reduce
overhead costs.  The leases formerly serviced by Belmont
Financial Network are presently administered by Belmont National
Bank.  BFN was inactive throughout 1996.  During 1997, BFN will
act as a community development corporation investing in a low
income housing project that also includes historic renovation.

BELMONT INVESTMENT AND FINANCIAL SERVICES, INC.

     During 1988, Belmont National Bank began the operations of
Belmont Investment and Financial Services, Inc., a wholly-owned
subsidiary of the Bank.  Belmont Investment and Financial
Services, Inc. was organized so that the Bank's customers would
have available to them a wider array of financial products as
well as sound investment and financial planning.  Through Belmont
Investment and Financial Services, Inc., customers can purchase
government or corporate bonds, and mutual fund products.  In
1990, the services provided by the Corporation, other than
advisory services, were reorganized into a department of the
Bank.

 SUPERVISION AND REGULATION

     Belmont Bancorp. is subject to regulation under the Bank
Holding Company Act of 1956, as amended (the "Act").  The Act
requires the prior approval of the Federal Reserve Board for a
bank holding company to acquire or hold more than a 5% voting
interest in any bank, and restricts interstate banking
activities.  The Act restricts Belmont's non-banking activities
to those which are closely related to banking.  The Act does not
place territorial restrictions on the activities of nonbank
subsidiaries of bank holding companies.  Belmont's banking
subsidiary is subject to limitations with respect to intercompany
loans and investments.  A substantial portion of Belmont's cash
revenues is derived from dividends paid by its subsidiary bank.
These dividends are subject to various legal and regulatory
restrictions as summarized in Note 16 of the financial
statements.

     The Bank is subject to the provisions of the National
Banking Act and the regulations of the Federal Reserve Board and
the Federal Deposit Insurance Corporation.  Under the Bank
Holding Company Act of 1956, as amended, and under regulations of
the Federal Reserve Board pursuant thereto, a bank holding
company is prohibited from engaging in certain tie-in
arrangements in connection with extensions of credit.

     The monetary policies of regulatory authorities, including
the Federal Reserve Board, have a significant effect on the
operating results of banks and bank holding companies.  The
nature and future monetary policies and the effect of such
policies on the future business and earnings of Belmont Bancorp.
and its subsidiary bank cannot be predicted.

FOREIGN OPERATIONS

     Belmont Bancorp. has no foreign operations.

EXECUTIVE OFFICERS

     For information concerning executive officers of Belmont
Bancorp. and Belmont National Bank, see Item 10 of Form 10-K.

ITEM 2-PROPERTIES

DESCRIPTION ON PROPERTIES

     In January 1996, the Bank relocated its corporate
headquarters to Wheeling, WV.  The office is located at 980
National Road and consists of a 14,000 square floor combination
one and two story masonry block building.  Approximately half of
the space is leased to a tenant. In addition, the Bank transacts
business in the following branch locations:

     St. Clairsville Office-This office consists of a two story
     brick building owned by the Bank with attached drive-in
     facilities.  The building consists of 9,216 square feet
     which houses the commercial bank operations and the
     executive and human resources offices.

     Mall Office-This office is located at the Ohio Valley Mall,
     a major shopping mall located two miles east of St.
     Clairsville, Ohio, and consists of a 4,000 square foot
     office inside the mall proper, plus a stand alone drive-in
     facility at the perimeter of the Mall.  Automatic teller
     machines are located at the drive-in location and inside the
     branch office.

     Lansing Office-This 1,352 square foot office is located in
     Lansing, Ohio, a small community approximately six miles
     east of St. Clairsville on US. Route 40.  The facility is a
     masonry building with adjoining drive-in facilities.

     Bridgeport Office-This office is located in Bridgeport,
     Ohio, a community located on the Ohio/West Virginia border,
     approximately 10 miles east of St. Clairsville.  This 5,096
     square foot facility is a recently remodeled masonry
     building with adjoining drive-in facilities.
     
     Shadyside Office-This 1,792 square foot office is located in
     Shadyside, a village located on Ohio State Route 7.  The
     facility is a masonry building with accompanying drive-in
     facilities.
     
     Jewett Office-This office is located in Harrison County
     approximately twenty-six miles north of St. Clairsville,
     across from Cross Street, the intersection of State Routes 9
     and 151.  The building is constructed of masonry brick and
     contains  2,400 square feet with an accompanying drive-in
     facility.
          
     Cadiz Office-This office is located in Cadiz, Ohio in
     Harrison County, approximately seventeen miles north of St.
     Clairsville at the intersection of State Routes 9 and 22.
     The brick and tile building contains 1,800 square feet with
     an accompanying drive-in facility.
     
     New Philadelphia Office-This office, located at 152 North
     Broadway Avenue,  is a 33,792 square foot site improved with
     two inter-connected, two story brick office buildings with a
     total building area of 13,234 square feet.  Part of the
     office space is leased to other businesses.  This location
     also has a drive-in facility and an automatic teller
     machine.
     
     New Philadelphia Office-This office, located at 2300 East
     High Avenue, is comprised of a one story, 1,605 square foot
     brick structure with a 783 square foot drive-thru canopy.
     
     New Philadelphia Office-This office, located at 525 Wabash
     Avenue, is comprised of a 14,250 square foot site with a 246
     square foot drive-thru banking facility.

     Elm Grove Office-This office is located at 2066 National
     Road in Wheeling, WV, and includes a drive-thru facility and an ATM.

     All offices are owned by the Bank except for the Mall
Office.  The lease at the Mall location is in effect until the
year 1996 with options to renew thereafter.  The land for the Elm
Grove office is also leased.

ITEM 3-LEGAL PROCEEDINGS

     None.


ITEM 4-SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     No matters were submitted to a vote of security holders
during the fourth quarter of the fiscal year covered by this
report.

                             PART II

ITEM 5-MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED
SHAREHOLDERS' MATTERS

1996                     
                         Dividend
Quarter    High   Low    per Share

1st      $27.50 $25.00  $   0.130
2nd       28.00  26.00      0.150
3rd       28.00  26.00      0.150
4th       27.50  25.50      0.170
Total                      $0.600

                              
                              
1995                     
                         Dividend
Quarter    High   Low    per Share

1st      $18.00 $14.25  $   0.105
2nd       19.75  16.00      0.110
3rd       25.00  18.50      0.130
4th       26.50  23.50      0.130
   Total                   $0.475




The number of shareholders of record for the Corporation's stock
as of March 5, 1997 was 614.   The closing price of Belmont
Bancorp. stock on March 6, 1997 was $27.625 per share.

     Belmont Bancorp.'s common stock has a par value of $0.50
and, since October 1994, has been traded on the Nasdaq SmallCap
market.

     The tables above show its high and low market prices and
dividend information for the past two years. Market prices and
cash dividends paid per share have been restated to reflect the
effect of a 2-for 1 split paid in May 1995.

     Information regarding the limitations on dividends available
to be paid can be located in Footnote 16 of the Notes to the
Consolidated Financial Statements in the Corporation's Annual
Report (Exhibit B).

     Treasury stock is accounted for using the cost method.
There were 832 shares held in treasury on December 31, 1996 and
1995.


ITEM 6.-SELECTED FINANCIAL DATA

     The Summarized Quarterly Financial Information and the
Consolidated Five Year Summary of Operations contained in the
Corporation's annual report (Exhibit B) are hereby incorporated
by reference.

ITEM 7-MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

     The data presented in this discussion should be read in
conjunction with the audited consolidated financial statements.

RESULTS OF OPERATIONS

SUMMARY

     For 1996, net income increased 18.93% from the previous
year; net income for the year ended 1995 increased 30.06%
compared to 1994.  Net income per common share for 1996 was $2.34
compared to $1.95 per common share in 1995 and $1.49 in 1994.
The Corporation's net income to average assets, referred to as
return on assets, increased to 1.49% for the year ended 1996 from
1.35% last year and 1.12% during 1994.  Operating income consists
of earnings before income taxes, minus net investment and trading
gains or plus net investment and trading losses.  Operating
income increased by $945,000 or 17.38% from 1995 to 1996.  The
table below summarizes earnings performance for the past three
years.

($000s) except per share data   1996    1995    1994

Operating income              $6,382  $5,437  $4,324
Net income                     5,002   4,206   3,234
                                                   
Net income per share          $ 2.34  $ 1.95  $ 1.49
                                                   
Return on average assets       1.49%   1.35%   1.12%
Return on average common
  equity                      19.55%  18.90%  16.71%
Return on average total
  equity                      19.05%  18.42%  16.27%


                                     1996        1995
                                  compared    compared
% Increase from previous year      to 1995     to 1994
Operating income                    17.38%      25.74%
Net income                          18.93%      30.06%


NET INTEREST REVENUE

     A major share of the Corporation's income results from the
spread between income on interest earning assets and interest
expense on the liabilities used to fund those assets, known as
net interest income.  Net interest income is affected by changes
in interest rates and amounts and distributions of interest
earning assets and interest bearing liabilities outstanding.  Net
interest margin is net interest income divided by the average
earning assets outstanding.  A third frequently used measure is
net interest rate spread which is the difference between the
average rate earned on assets and the average rate incurred on
liabilities without regard to the amounts outstanding in either
category.

     The Consolidated Average Balance Sheets and Analysis of Net
Interest Income Changes included in the Corporation's annual
report (Exhibit B), compare interest revenue and interest earning
assets outstanding with interest cost and liabilities outstanding
for the years ended December 31, 1996, 1995, and 1994, and
computes net interest income, net interest margin and net
interest rate spread for each period.  All three of these
measures are reported on a taxable equivalent basis.

     The Corporation's net interest income grew by $776,000 on a
taxable equivalent basis during 1996 compared to the same period
last year, a 5.84% increase.  The increase in net interest income
was attributable to an increase in average earning assets.
During 1996, the Corporation's average interest-earning assets
grew by approximately $23.9 million, up 8.18% from 1995.

     The yield on interest earning assets was unchanged at 8.28%
from 1995 to 1996.  However the  cost of interest bearing
liabilities rose 14 basis points from 1995 to 1996. Consequently,
the net interest rate spread decreased from 4.09% during 1995 to
3.95% during 1996.   The taxable equivalent net interest margin
was 4.45% during 1996 compared to 4.55% for 1995 and 4.25% during
1994.

     The Analysis of Net Interest Income Changes, separates the
dollar change in the Corporation's  net interest income into
three components:  changes caused by (1) an increase or decrease
in the average assets and liability balances outstanding
(volume); (2) the changes in average yields on interest earning
assets and average rates for interest bearing liabilities
(yield/rate); and (3) combined volume and yield/rate effects
(mix).

     This table shows that the increase in the Corporation's net
interest income during the year-to-date periods presented from
1995 to 1996 was generated by growth in the levels of earning
assets and average interest bearing liabilities outstanding
(depicted by the volume column).

OTHER OPERATING INCOME

     Other operating income excluding securities gains and
losses, increased 10.58% and totaled $1,861,000 in 1996, compared
to $1,683,000 in 1995 and $1,290,000 in 1994.  The table below
shows the dollar amounts and growth rates of the components of
other operating income.

                                    1996            1995             1994
($000s)                            Total   Change  Total   Change   Total
Trust income                      $  502  21.55%  $  413   21.11%  $   341
Service charges on deposits          660  18.92%     555    5.31%      527
Gain on sale of loans                 72 -47.06%     136  491.30%       23
Recovery on class action lawsuit      27 -85.71%     189      na         -
Other income                         600  53.85%     390   -2.26%      399
   Subtotal                        1,861  10.58%   1,683   30.47%    1,290
Investment securities gains
(losses)                             (1)  90.91%    (11)  -22.22%      (9)
Gains (losses) on securities                                           
  available for sale                 397 251.33%     113  305.45%     (55)
Trading gains (losses)                 -    na         - -100.00%        1
   Total                          $2,257  26.44%  $1,785   45.48%   $1,227
                                                                       


     During the fourth quarters of 1996 and 1995, the Corporation
recovered $27,000 and $189,000, respectively for settlement of a
class action lawsuit arising out of the issuance and sale of
taxable municipal bonds.

     Another significant increase in Noninterest income is
attributable to gains on sale of loans which increased $113,000
from 1994 to 1995 and contributed $72,000 to noninterest income
during 1996.  The Corporation utilized the secondary mortgage
market to divest itself of fixed rate mortgage loans with rates
below a target rate for purposes of managing the interest rate
risk associated with these loans.  Servicing rights were retained
on the loans sold.  The Corporation continues to utilize the
secondary market as a means of offering competitively priced
mortgage loan products without retaining the interest rate risk
associated with long term, fixed rate product.

     Trust income increased 21.55% from 1995 to 1996 and 21.11%
from 1994 to 1995.  This is an area that the Corporation expects
to continue to develop in the future.

     Losses on investments held in the maturity portfolio during
1996 and 1995 occurred as a result of calls on municipal bonds in
the portfolio.  These losses totaled $1,000 during 1996 and
11,000 during 1995.  Net gains were realized on securities
available for sale during 1996 totaling $397,000 compared to
gains of $113,000 during 1995 and losses  of $55,000 during 1994.
The related income taxes on securities transactions, including
trading and securities available for sale, were $104,000 and
$25,000 for the years ended 1996 and 1995, respectively.  A tax
credit of $15,000 was attributable to securities transactions for
1994


OPERATING EXPENSES

     Successful expense control is an essential element in
maintaining the Corporation's profitability.  The table below
details the percentage changes in various categories of expense
for the three years ended 1996, 1995, and 1994.

($000s)                            %                %      
                       1996     Change    1995   Change    1994
Salaries and wages     $2,646     3.56%  $2,555  12.01%  $2,281
Employee benefits         790    -1.50%     802  20.60%     665
Net occupancy expense     686    24.28%     552   3.56%     533
Equipment expense         817     6.94%     764  23.62%     618
Other operating
expenses                3,449    16.92%   2,950  -0.74%   2,972
     Total             $8,388    10.04%  $7,623   7.84%  $7,069
                               

     Salaries and wages included incentive performance bonuses
tied to earnings performance totalling $243,000 in 1996, $343,000
during 1995 and $247,000 during 1994.   Overall, operating
expenses were impacted by the addition of two new offices during
1996.

     Other noninterest operating expense includes FDIC insurance
assessments.  FDIC and other insurance included in other
operating expenses were $567,000, $430,000 and $616,000 in 1996,
1995 and 1994, respectively, including a one time, pre-tax
assessment on deposits insured through the Savings Association
Insurance Fund during the third quarter of 1996 totaling
$397,000.

     Taxes, other than payroll and real estate taxes, included in
noninterest expense totaled $395,000 during 1996, up from
$287,000 in 1995.   This includes the Ohio state corporate
franchise tax based on the equity of the subsidiary bank which
increased $82,000 from 1995 to 1996.

     Other noninterest expense also includes expense associated
with other real estate owned.  During 1996 this expense was
$143,000 compared to $3,000 during 1995.  Expenses associated
with one property which was disposed of during the fourth quarter
of 1996 totaled $140,000.

FINANCIAL CONDITION

SECURITIES

     The book values of investments as of December 31, 1996 and
1995 are detailed in Footnote 3 of the Notes to the Consolidated
Financial Statements in the Corporation's annual report (Exhibit
B).

     The investment portfolio consists largely of fixed and
floating rate mortgage related securities, predominantly
underwritten to the standards of and guaranteed by the government
agency GNMA and by the government-sponsored agencies of FHLMC and
FNMA.  These securities differ from traditional debt securities
primarily in that they have uncertain maturity dates and are
priced based on estimated prepayment rates on the underlying
mortgages.

<TABLE>
<CAPTION>
Securities Held to Maturity at December 31, 1996 ($000s)
                                                                                       
                 U.S. Government        States and         Agency mortgage-     
                 agencies               political          backed
Maturity Period  and corporations       subdivisions(a)    securities (b)    Total
<S>              <C>                    <C>                <C>               <C>

Less than 1 year           $2,264                $31              $3,010         $5,305
     Yield                  4.80%             11.30%               6.21%          5.64%
                                                                                     
1-5 Years                      0               1,373               4,373          5,746
     Yield                                     6.50%               7.38%          7.17%
                                                                                      
6-10 Years                      0                896               2,585          3,481
     Yield                                     8.16%               7.69%          7.81%
                                                                                      
Over 10 Years                   0              2,512               2,255          4,767
     Yield                                    10.74%               8.26%          9.57%
                                                                                      
Total                      $2,264             $4,812             $12,223        $19,299
     Yield                  4.80%              9.05%               7.32%          7.46%
                                                                                       

</TABLE>

<TABLE>
<CAPTION>
Securities Available for Sale at December 31, 1996
At estimated fair value
($000s)                                                                                                                
                                                                                                                     
                                                                                                                
                               U.S.                        
                               Government     States and         Agency          Mortgage        Total     Total
                 Treasury      agencies and   political          mortgage-backed derivative      Fair      Amortized
Maturity Period  securities    corporations   subdivisions (a)   securities (b)  securities (b)  Value     Cost
<S>              <C>           <C>            <C>                <C>             <C>             <C>          
Less than 1 year       $100              $0          $1,083          $7,552            $525      $9,260      $9,295
Yield                 5.89%                           7.12%           6.36%           6.95%       6.48%         
                                                                                                                
1-5 Years                 0           3,958           2,731          18,185           1,872      26,746      26,696
Yield                                  6.35%          7.13%           7.05%           8.56%       7.06%         
                                                                                                                
6-10 Years                0               0           2,891           7,256          10,445      20,592      20,677
Yield                                                 7.42%           7.74%           7.85%       7.75%         
                                                                                                                
                                                    
Over 10 Years             0               0           2,839           6,463           9,561      18,863      19,047
Yield                                                 8.37%           8.01%           8.13%       8.13%         
                                                                                                                
                                                                                 
Total fair value       $100          $3,958          $9,544         $39,456         $22,403     $75,461    $75,715
Yield                 5.89%           6.35%           7.59%           7.20%           8.01%       7.45%         


</TABLE>



(a)  Taxable equivalent yields
(b)  Maturities of mortgage-backed securities are based on
       estimated average life.


     The mortgage derivative securities consist solely of
collateralized mortgage obligations (CMOs)
including one principal-only CMO issued by FNMA with a book value
of $267,000 and a market value of $209,000.  At December 31,
1996, there were no securities of a single issuer, other than
U.S. Treasury or other U.S. government agency securities, which
exceeded 10% of shareholders' equity.

     The state and political subdivision portfolio includes
approximately $2.0 million zero coupon revenue bonds.  These
bonds are purchased at a significant discount to par value and
the income recognized on the bonds is derived from the accretion
of the discount using a method that approximates a level yield.

MARKETABLE EQUITY SECURITIES

     The Corporation held marketable equity securities in its
investment portfolio as of December 31, 1996.  In accordance with
regulatory requirements, all equity securities were transferred
to Securities Available for Sale on January 1, 1994 because these
securities do not have a stated maturity.  Current accounting
principles require that marketable equity securities be recorded
at the lower of cost or market value with a corresponding
adjustment to reduce shareholders' equity if market value is
lower than cost.  At December 31, 1996 and 1995, estimated market
values approximated original cost.

                                               Taxable
                                     Market    Equivalent
December 31, 1996 ($000s)   Cost     Value     Yield
Federal Home Loan Bank
stock                      $2,960      $2,960     7.00%
Corporate Stock               120         120     8.00%
Federal Reserve Bank
Stock                         187         187     6.00%
   Total                   $3,267      $3,267

                                                 Taxable
December 31, 1995 ($000s)             Market     Equivalent
                            Cost       Value      Yield
Federal Home Loan Bank                           
stock                      $1,844      $1,844      6.82%
Corporate Stock               215         215      4.57%
Federal Reserve Bank          
Stock                         187         187      6.00%
   Total                   $2,246      $2,246


LOANS AND LEASES

     The following table shows the history of commercial and
consumer loans and leases by major category at December 31.

($000s)                       1996     1995       1994     1993     1992
Commercial loans:                                                          
Real estate construction      $1,327    $1,530    $1,801   $2,081      $973
Acceptances of other banks         0         0         0        0         0
Real estate mortgage          25,954    28,744    23,701   21,211    19,184
Commercial, financial                                                      
  and agricultural            80,554    50,532    38,983   25,317    19,568
Direct financing leases            0         3         5        9        58
   Total commercial loans   $107,835   $80,809   $64,490  $48,618   $39,783
                                                                           
Consumer  loans:                                                           
Residential mortgage         $71,715   $69,999   $76,094  $70,301   $65,536
Installment loans              7,626     6,959     5,116    5,281     7,535
Credit card and other          1,607     2,190     1,396    1,032     1,123
consumer
   Total consumer loans      $80,948   $79,148   $82,606  $76,614   $74,194
                                                                           
Total loans and leases      $188,783  $159,957  $147,096 $125,232  $113,977


An analysis of maturity and interest rate sensitivity of business
loans at the end of 1996 follows:

                                  Under    1 to 5   Over 5          
($000s)                           1 Year   Years    Years   Total
Domestic loans:                                                  
Real estate construction           $1,002     $20   $305   $1,327
Real estate mortgage               17,504   4,160  4,288   25,952
Commercial, financial                                            
  and agricultural                 48,143  23,700  8,646   80,489
Direct financing leases                 0       0      0        0
   Total business loans (a)       $66,649 $27,880 $13,239 $107,768
                                                                 
Rate sensitivity:                                                
Predetermined rate                 $2,694 $13,248 $12,825  $28,767
Floating or adjustable rate        63,955  14,632     414   79,001
   Total domestic business loans  $66,649 $27,880 $13,239 $107,768
                                                                 
Foreign loans                           0       0      0        0


PROVISION AND ALLOWANCE FOR POSSIBLE LOAN LOSSES

     The Corporation, as part of its philosophy of risk
management, has established various credit policies and
procedures intended to minimize the Corporation's exposure to
undue credit risk.  Credit evaluations of borrowers are performed
to ensure that loans are granted on a sound basis.  In addition,
care is taken to minimize risk by diversifying specific industry.
Credit risk is continuously monitored by Management through the
periodic review of individual credits to ensure compliance with
policies and procedures.  Adequate collateralization, contractual
guarantees, and compensating balances are also utilized by
Management to mitigate risk.

     Management determines the appropriate level of the allowance
for possible loan losses by continually evaluating the quality of
the loan portfolio.  The reserve is allocated to specific loans
that exhibit above average credit loss potential based upon their
payment history and the borrowers' financial conditions.  The
adequacy of the allowance for possible loan losses is evaluated
based on an assessment of the losses inherent in the loan
portfolio.  This assessment results in an allowance consisting of
two components, allocated and unallocated.  The allocations are
made for analytical purposes.  The total allowance is available
to absorb losses from any segment of the portfolio.  Management
maintains a watch list of substandard loans for monthly review.
Although these loans may not be delinquent and may be adequately
secured, Management believes that due to location, size, or past
payment history, it is necessary to monitor these loans monthly.

     The allowance for possible loan losses totaled $3,153,000,
or 1.67% of total loans and leases at December 31, 1996.  At the
end of the previous year, the allowance for possible loan losses
was $2,703,000, or 1.69% of total loans and leases.  The
provision charged to expense during 1996 was $465,000 compared to
$1,150,000 in the year ago period.

     Management's allocation of the allowance for possible loan
losses for the past five years based on estimates of potential
future loan loss is set forth in the table below:


($000s)                          1996     1995     1994    1993     1992
Specific reserves:                                                         
Commercial                         $330     $310     $10     $960      $370
Mortgage                             10       10       5       38        51
Consumer                            176        5       7       21        41
Criticized loans without                                                   
   specific allocation              296      414     315      160       153
Provision for loan categories                                              
   based on historical loss                                                
   experience:                                                             
Commercial                        1,607    1,344      687       335       284
Commercial real estate              269      152      103         7        10
Residential mortgage                328      325      298        28        29
Consumer                            137      143      112        68        86
     Total                       $3,153   $2,703   $1,537    $1,617    $1,024

Total loans and leases out-
     standing                  $188,783 $159,957 $147,096  $125,232  $113,977 

                                  Reserves as a % of total loans
                                1996    1995   1994   1993   1992
Specific reserves:                                                
Commercial                      0.17%   0.19%  0.01%  0.77%  0.32%
Mortgage                        0.01%   0.01%  0.00%  0.03%  0.04%
Consumer                        0.09%   0.00%  0.00%  0.02%  0.04%
Criticized loans without                                          
   specific allocation          0.16%   0.26%  0.21%  0.13%  0.13%
Provision for loan categories                                     
   based on historical loss                                       
   experience:                                                    
Commercial                      0.85%   0.84%  0.47%  0.27%  0.25%
Commercial real estate          0.14%   0.10%  0.07%  0.01%  0.01%
Residential mortgage            0.17%   0.20%  0.20%  0.02%  0.03%
Consumer                        0.07%   0.09%  0.08%  0.05%  0.08%
     Total                      1.67%   1.69%  1.04%  1.29%  0.90%
                                                                  

     The following table sets forth the five year historical
information on the reserve for loan losses:

ALLOWANCE FOR POSSIBLE LOAN LOSSES
Five year history                                                         
                                                                          
($000s)                        1996     1995     1994      1993     1992
Balance as of January 1        $2,703   $1,537    $1,617   $1,024   $1,013
Provision of loan losses          465    1,150       805      577      405
Adjustment incident to
acquisition                         0        0         0        0        4
Loans charged off:                                                        
  Real estate                      30       25        49       19       13
  Commercial                        0        0       806        0       59
  Consumer                         32       26        85       15       25
   Direct financing leases          0        0         0        0      340
Total loans charged-off            62       51       940       34      437
                                                                          
Recoveries of loans                                                       
previously
charged-off:                                                              
   Real estate                      2        3        18        0        2
  Commercial                        0        1        29       21       22
  Consumer                         45       18         7       11        6
  Direct financing leases           0       45         1       18        9
Total recoveries                   47       67        55       50       39
Net charge-offs (recoveries)       15     (16)       885     (16)      398
Balance at December 31         $3,153   $2,703    $1,537   $1,617   $1,024


($000s)                              1996     1995      1994     1993     1992
Loans and leases outstanding                                              
   at December 31                $188,783 $159,957  $147,096 $125,232 $113,977
Allowance as a percent
of loans and leases outstanding     1.67%    1.69%     1.04%    1.29%    0.90%
Average loans and leases         $174,445 $152,502  $134,952 $120,218  $95,489
Net charge-offs as a percent                                              
of average loans and leases         0.01%   -0.01%     0.66%   -0.01%    0.42%


The following schedule shows the amount of under-performing
assets and loans 90 days or more past due but accruing interest.

UNDER-PERFORMING ASSETS                                                   
($000s)                          1996     1995     1994      1993     1992
Nonaccrual debt securities         $0       $0        $0       $0   $1,500
Nonaccrual loans and leases       143      162       478    2,358    1,647
Loans 90 days or more past                                                
due but accruing interest          74       14        11      436       11
Other real estate owned            66      579       586       69      155
   Total                         $283     $755    $1,075   $2,863   $3,313


In addition to the above schedule of non-performing assets,
Management prepares a watch list consisting of loans over
$100,000 which Management has determined require closer
monitoring to further protect the Corporation against loss.  The
balance of loans classified by Management as substandard due to
delinquency and a change in financial position at the end of 1996
and not included in the table above was $1,249,000.  There are no
other loans classified for regulatory purposes that would
materially impact future operating results, liquidity or capital
resources or which management doubts the ability of the borrower
to comply with loan repayment terms.

DEPOSITS

     Primarily core deposits are used to fund interest-earning
assets.  The Corporation has a lower volume of interest-free
checking accounts than its peer group which is typical for its
market area.  This results in an overall higher cost of funds
than peer average.  The accompanying tables show the relative
composition of the Corporation's average deposits and the change
in average deposit sources during the last three years.


AVERAGE DEPOSITS ($000s)          1996       1995      1994
Demand                         $27,878    $25,819   $24,797
Interest bearing checking       38,576     25,953    26,764
Savings                         79,341     78,679    95,655
Other time                      99,649    108,578    89,431
Certificates-$100,000 and                                  
over                            12,008     12,751    10,229
   Total average deposits     $257,452   $251,780  $246,876
                                                           
DISTRIBUTION OF AVERAGE
DEPOSITS
                                  1996       1995      1994
Demand                          10.83%     10.26%    10.04%
Interest bearing checking       14.98%     10.31%    10.84%
Savings                         30.82%     31.25%    38.75%
Other time                      38.71%     43.12%    36.23%
Certificates-$100,000 and        4.66%      5.06%     4.14%
over
   Total                       100.00%    100.00%   100.00%
                                                           
CHANGE IN AVERAGE DEPOSIT SOURCES ($000s)

                               1995 to     1994 to
                               1996        1995
Demand                          $2,059     $1,022          
Interest bearing checking       12,623      (811)
Savings                            662   (16,976)
Other time                     (8,929)     19,147
Certificates-$100,000 and                                  
over                             (743)      2,522
   Total                        $5,672     $4,904          
                                                           
BORROWINGS

     Other sources of funds for the Corporation include short-
term repurchase agreements and Federal Home Loan Bank borrowings.
Borrowings at the Federal Home Loan Bank are utilized to match
the maturities of selected loans and to leverage the capital of
the Corporation to enhance profitability for shareholders.

CAPITAL RESOURCES

     At December 31, 1996, shareholders' equity was $27,332,000
compared to $25,164,000 at December 31, 1995, an increase of
$2,168,000 or 8.62%.  The increase in capital during 1996 was due
to retention of earnings.  The Corporation also retired
$1,000,000 in senior cumulative preferred stock  during the
fourth quarter of 1996.

     The Federal Reserve Board has adopted risk-based capital
guidelines that assign risk weightings to assets and off-
balance sheet items.  The guidelines also define and set
minimum capital requirements (risk-based capital ratios).
Bank holding companies are required to have core capital (Tier
1) of at least 4.0% of risk-weighted assets and total capital
of 8.0% of risk-weighted assets.  Tier 1 capital consists
principally of shareholders' equity less goodwill, while total
capital consists of core capital, certain debt instruments and
a portion of the reserve for loan losses.  At December 31,
1996, the Corporation had a Tier 1 capital ratio of  12.43%
and a total capital ratio of 13.68%, well above the regulatory
minimum requirements.

     The following table shows several capital and liquidity
ratios for the Corporation for the last three years:

December 31                         1996    1995    1994
Average shareholder's equity to:
  Average assets                   7.81%   7.34%   6.87%
  Average deposits                10.20%   9.07%   8.05%
  Average loans and leases        15.06%  14.97%  14.73%
Primary capital                    9.13%   8.78%   6.95%
Risk-based capital ratio:                             
   Tier 1                         12.43%  13.07%  12.26%
   Total                          13.68%  14.32%  13.21%
Leverage ratio                     7.93%   7.39%   6.33%


     National banks must maintain a total assets leverage
ratio of at least 3.0%.  The total assets leverage ratio is
calculated by dividing capital less intangibles into assets,
net of intangibles.  In many cases, regulators require an
additional cushion of at least 1.0% to 2.0%.  At December 31,
1996, the Corporation's Tier One leverage ratio was 7.93%.

     The following table presents dividend payout ratios for the
past three years.

                                     1996     1995      1994
Total dividends declared                         
  as a percentage of net income    26.59%    25.77%    27.18%

Common dividends declared
  as a percentage of earnings per
  common share                     25.64%    24.36%    25.37%


     Currently there are no known trends, events or
uncertainties that would have a material effect on the
Corporation's liquidity, capital resources or results of
operations.

LIQUIDITY AND INTEREST RATE SENSITIVITY

     The Corporation meets its liability based needs through the
operation of Belmont National Bank's branch banking network that
gathers demand and retail time deposits.  The Bank also acquires
funds through repurchase agreements and overnight federal funds
that provide additional sources of liquidity.  Total deposits
increased by $14.7 million, or 5.95%, from the end of 1995 to
1996.  Repurchase agreements and short term borrowings declined
by $6.3 million and $14.1 million, respectively, during the same
period.  Long term borrowings increased by $14.9 million over the
same period.  Average deposits increased 2.25% during 1996
compared to 1995.

     The Bank also has unused lines of credit with various
correspondent banks totaling $35.5 million which may be used as
an alternative funding source.  In addition, the Bank has an
available repurchase agreement-based cash management advance with
the Federal Home Loan Bank for $30 million.


INTEREST RATE SENSITIVITY

     The Corporation's net interest revenue can be vulnerable to
wide fluctuations arising from a change in the general level of
interest rates to the degree that the average yield on assets
responds differently to such a change than does the average cost
of funds.  To maintain a consistent earnings performance, the
Corporation actively manages the repricing characteristics of its
assets and liabilities to control net interest income rate
sensitivity.

     The mismatching of asset and liability repricing
characteristics in specific time frames is referred to as
interest rate sensitivity gaps.  Mismatching or "gapping" can be
profitable when the term structure of interest rates (the yield
curve) is positive, i.e. short term yields are lower than long
term yields, but gapping entails an element of risk, particularly
in volatile markets.  An institution is said to have a negative
gap when its liabilities reprice in a shorter time period than
its assets.  A positive gap exists when assets reprice more
quickly than liabilities.  A negative gap in a period when the
general level of interest rates is declining will produce a
larger net interest income spread than would be the case if all
assets and liabilities were perfectly matched.  Conversely, net
interest income will be adversely affected by a negative gap
position in a period when the general level of interest rates is
rising.  Gaps, therefore, must be prudently managed.

     The Corporation examines its interest rate sensitivity
position by categorizing the balance sheet into respective
repricing time periods similar to those shown on the accompanying
table.  Repricing of certain assets, such as installment loans,
mortgage loans and leases, is based upon contractual amortization
or repricing, although experience indicates that they reprice
more quickly due to early payoffs.  Mortgage-backed securities
are included in maturity/repricing categories based upon
historical prepayment speeds.  Based upon historical deposit rate
relationships, savings and interest bearing checking are
partially included in the non-rate sensitive category since rate
changes on these products are not completely sensitive to
fluctuations in the interest rate environment.

     Asset/liability management encompasses both interest rate
risk and liquidity management.  The resulting net cumulative gap
positions reflect the Corporation's sensitivity to interest rate
changes over time.  The calculation is a static indicator and is
not a net interest income predictor of a dynamic business in a
volatile environment.  As a static indicator, the gap methodology
does capture major trends.

<TABLE>
<CAPTION>
Rate Sensitivity Analysis                                                                          
December 31, 1996                                                                 Non-rate                 
                                                                   Total          Sensitive     
                                 1-30    31-90   91-180  181-365  1 year    1-5    & over      
                                 days     days    days    days    & under years   5 years  Total
<S>                                        
                                <C>     <C>      <C>     <C>      <C>     <C>     <C>      <C>   
Interest earning assets:                                                                           
Loans and leases                $48,916 $10,465  $8,495  $18,282  $86,158 $41,141  $61,484 $188,783
Investment securities               172   2,961   1,342      831    5,306   5,746    8,247   19,299
Securities available for sale       639   4,700   3,254    3,628   12,221  26,746   39,761   78,728
   Total interest earning        
   assets                        49,727  18,126  13,091   22,741  103,685  73,633  109,492  286,810
                                                                                                   
Interest bearing liabilities:                                                                      
Interest checking                 8,897       0       0        0    8,897       0   31,672   40,569
Savings                          19,787       0       0        0   19,787       0   61,174   80,961
Certificates-$100,000 and over    2,023   1,224   2,125    4,667   10,039   2,074    1,020   13,133
Other time                        7,504  12,794  12,106   29,815   62,219  25,461    9,964   97,644
Repurchase agreements             3,780       0       0        0    3,780   4,500        0    8,280
Short term borrowings            10,000       0       0        0   10,000       0        0   10,000
Long term debt                        0       0   2,000        0    2,000  14,571    3,105   19,676
   Total interest bearing        
   liabilities                   51,991  14,018  14,231   34,482  114,722  32,035  103,830  250,587
Rate sensitivity gap             -2,264   4,108  -1,140  -11,741  -11,037  41,598    5,662   36,223
Cumulative gap                  -$2,264  $1,844    $704 -$11,037          $30,561  $36,223         
Cumulative gap as a percentage                                                                     
of interest earning assets       -0.79%   0.64%   0.25%   -3.85%           10.66%   12.63%         

</TABLE>

     Interest bearing checking and savings deposits that have no
contractual maturity are scheduled in the table above according
to Management's best estimate of their repricing sensitivity to
changes in market rates.

ITEM 8 - FINANCIAL STATEMENTS & SUPPLEMENTARY DATA

     The annual report of Belmont Bancorp. is hereby incorporated
by reference and appears as Exhibit B. Management's report on
their responsibility for financial reporting is included in the
Corporation's annual report.

ITEM 9 - DISAGREEMENT OF ACCOUNTING AND FINANCIAL DISCLOSURE

     None.

                            PART III

ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT


The information appearing in Belmont Bancorp.'s definitive proxy
statement dated March 21, 1997 (Exhibit C) is incorporated by
reference in response to this item.

EXECUTIVE OFFICERS OF THE REGISTRANT AS OF JANUARY 1, 1997:

Name                     Age      Position
J. Vincent Ciroli, Jr.    51      President and Chief Executive Officer,
                                  Belmont Bancorp. & Belmont National Bank

William Wallace           41      Vice President, Belmont Bancorp.;
                                  Executive Vice President & Chief
                                  Operating Officer, Belmont National Bank

Jane R. Marsh             35      Secretary, Belmont Bancorp.;
                                  Senior Vice President, Controller &
                                  Cashier, Belmont National Bank

     Each of the officers listed above has been an executive
officer of the Corporation or one of its subsidiaries during the
past five years.

ITEM 11 - EXECUTIVE COMPENSATION

     The information appearing in Belmont Bancorp.'s definitive
proxy statement dated March 21, 1997 (Exhibit C) is incorporated
by reference in response to this item.

ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT

     The information appearing in Belmont Bancorp.'s definitive
proxy statement dated March 21, 1997 (Exhibit C) is incorporated
by reference in response to this item.

ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     The information appearing in Belmont Bancorp.'s definitive
proxy statement dated March 21, 1997 (Exhibit C) is incorporated
by reference in response to this item.


                           SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) 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 on March 17, 1997.

By  s/Terrence A. Lee, Chairman                    BELMONT BANCORP
    Terrence A. Lee, Chairman                     (Registrant)

     Pursuant to the requirements of the Securities Exchange Act
of 1934, this report has been signed below by the following
persons on behalf of the registrant in the capacities and on the
date indicated.

John A. Belot                  s/John A. Belot             Director

Vincent Ciroli, Jr.            s/J. Vincent Ciroli, Jr.    Director, President
                                    & CEO. Belmont Bancorp., Belmont National
                                    Bank

Samuel Mumley                  s/Samuel Mumley             Director
Mary L. Holloway Haning        s/Mary L. Holloway Haning   Director
Charles J. Kaiser, Jr.         s/Charles J. Kaiser, Jr.    Director
John H. Goodman, II            s/John H. Goodman, II       Director
Dana Lewis                     s/Dana Lewis                Director

Jane R. Marsh                  s/Jane R. Marsh             Secretary, Belmont
                                                           Bancorp. and
                                                           Sr. Vice President,
                                                           Controller
                                                           & Cashier, Belmont
                                                           National Bank

James Miller                  s/James Miller               Director
W. Quay Mull, II              s/W. Quay Mull, II           Director
Tom Olszowy                   s/Tom Olszowy                Director
Keith Sommer                  s/Keith Sommer               Director
William Wallace               s/William Wallace            Director &
                                                           Vice President,
                                                           Belmont Bancorp.;
                                                           Executive Vice
                                                           President & COO,
                                                           Bank
Charles A. Wilson, Jr.                                     Vice Chairman

s/Terrence A. Lee
                                                          Chairman of the Board
                                                           Terrence A. Lee
March 17, 1997