Exhibit 14


                        FNB Corporation Code of Conduct
                           Approved January 29, 2004



FNB Corporation traces its roots to the organization of First National Bank in
1905, FNB Southwest in 1927, Bedford Federal Savings Bank in 1935, and FNB
Salem Bank & Trust in 1978 (references to "FNB" or the "Corporation" shall be
deemed to include FNB Corporation or any of its affiliates).  For nearly a
century, the growth of our Corporation has reflected, in part, the trust and
confidence our shareholders, communities, and customers have placed in the
management of our firm, including the Directors, officers, and employees of
FNB Corporation and its affiliates (hereinafter referred to as "corporate
personnel/associate" or "associates").  Building and maintaining a reputation
for institutional integrity involves shaping and guiding the judgment of all
corporate personnel/associates.

To continue to earn the complete confidence of our shareholders, communities,
and customers, corporate personnel/associates must strive to conduct their
professional and personal matters in such a manner that merits no just
criticism.  This Corporate Code of Conduct establishes a level of conduct
intended to guide associates in patterning their actions consistent with our
corporate objectives.  Any corporate personnel/associate whose conduct is
inconsistent with the standards set forth in this Code should expect that
his/her conduct will give rise to increasing degrees of discipline, including
a request for immediate resignation for the most serious violations.


 A.   Corporate personnel/associates should avoid even the appearance of a
      conflict of interest with the interests of the Corporation or the
      Corporation's customers.


   1.   No corporate personnel/associate may represent the Corporation in
        any transaction where he or she has any material connection or
        substantial financial interest.

          A material connection may include the involvement of any family
          member.(1)  By extension, close personal friends may also provide
          the potential of a similar conflict of interest.  Transactions
          include, but are not limited to, making loans, approving
          overdrafts, authorizing or accepting checks on uncollected funds,
          waiving bank charges or fees.


(1)  Family member includes a person's spouse, parents, children, and
     siblings, whether by blood, marriage, or adoption, or persons sharing
     the same home whether or not legal relatives.

   2.   Corporate personnel/associates may not personally receive anything of
        value for making a loan or delivering a Corporation service.

   3.   Corporate personnel/associates should not accept a gift from a
        customer, supplier, or any other person or business seeking a
        business or supplier relationship with the Corporation.


          If, however, the value of the gift is less than $100 and if the
          corporate personnel/associate believes that the giver does not
          intend to influence the performance of his or her duties, the
          corporate personnel/associate may accept the gift.


          This prohibition does not apply to gifts from relatives, food or
          entertainment at a luncheon or business meeting, advertising or
          promotional materials of nominal value, awards by civic or
          charitable organizations, or gifts on special occasions such as
          Christmas.

   4.   Corporate personnel/associates may not accept a fee for performance of
        any act that the Corporation could have performed.

          Corporate personnel/associates shall not serve as fiduciary except
          where the corporate personnel/associate shall be acting on behalf of
          a family member.  Notwithstanding the foregoing, licensed
          professionals (who are not employees) may provide fee-based
          services to the general public in competition with the Corporation
          in circumstances where the client has sought those services from
          the licensed professional and the licensed professional has
          advised the client of the opportunity to receive such services
          from FNB.

   5.   Corporate personnel/associates should not take for their personal
        benefit a business opportunity that belongs to the Corporation.

          A business opportunity "belongs to the Corporation" whenever
          circumstances indicate that FNB has sought to develop, or accepted
          an offer to pursue, a similar business opportunity by using the
          corporate personnel/associate's or the Corporation's funds and
          facilities.  Any work product generated by Corporation officers
          and employees in the course of their employment with FNB shall
          presumably belong to the Corporation.

          Corporate personnel/associates may treat a business opportunity as
          their own when, because of the nature of the opportunity, it is not
          one which is essential or desirable for FNB, and the Corporation has
          no actual or expectant interest in the opportunity.

   6.   Corporate personnel/associates (excluding Directors and Advisory
        Board members) may not serve as officers or Directors of another
        for-profit business entity without the approval of the Chief
        Executive Officer of the Corporation.

          Charitable, non-profit, and club organizations are exceptions
          to this general policy.

   7.   Corporate personnel/associates should not use their association
        with the Corporation to promote their personal interests or to
        gain favor for the interests of friends or family.

          Corporate personnel/associates shall not sell anything to a
          customer for less than its market value or purchase anything
          from a customer for less than its market value, unless those
          same opportunities are offered to the general public in the
          ordinary course of business.

          Corporate personnel/associates shall not invest in the business of
          a customer of the Corporation unless (i) the interest is acquired
          through a trade on an organized exchange and the Corporation has no
          access to confidential information about the business, and (ii) such
          investment is not material in terms of the total outstanding stock
          or securities of such customer, or the individual's net worth.


          Corporate personnel/associates shall not assist others in
          investing in a customer's business as a result of material
          inside information.

   8.   The appearance of a conflict of interest can damage the Corporation's
        reputation as much as a real conflict.  Furthermore, the parties to a
        potential conflict find it difficult to explain why their conflict
        is only perceived and not real.  Corporate personnel/associates should
        take an objective look at their actions to determine whether a
        reasonable, disinterested observer would have grounds to believe that
        a conflict of interest might exist.  If there is a doubt, corporate
        personnel/associates should place the Corporation's or customer's
        interest before their personal interest.

 B.   Corporate personnel/associates should assist in maintaining the
      integrity and competence of the financial services industry and FNB.


   1.   Corporate personnel/associates shall cooperate fully with all
        auditors and examiners.

          Full cooperation includes the disclosure of all information
          pertinent to an auditor's or examiner's particular inquiry.
          Corporate personnel/associates should address questions of
          pertinence to their supervisor or senior management before
          disclosure.  Corporate personnel/associates shall treat all
          examiners with due respect, particularly when a difference of
          opinion exists.

   2.   Corporate personnel/associates shall seek to comply and shall assist
        the Corporation in complying in all material respects with any laws,
        rules, or regulations affecting the Corporation's business.

          Questions or concerns of a nature affecting the individual's daily
          pursuit of his or her routine responsibilities should be directed to
          the individual's supervisor, or the Legal or Compliance Department.

          Questions or concerns regarding the effectiveness or appropriateness
          of any systematic Corporation practice or control (including, but
          not limited to, Corporation accounting practices or controls) should
          be reported to the Director of Internal Audit, who will advise the
          Chairman of the Audit Committee within three business days if a
          concern relates to questionable accounting or auditing matters.  The
          Audit Committee will establish procedures to handle such complaints
          or concerns.  Complaints or concerns may be submitted in a
          confidential, anonymous manner and the identity of the corporate
          personnel/associate (if known) may be kept in complete confidence
          should the individual or the Audit Committee desire.

   3.   Corporate personnel/associates should promote public confidence in
        FNB and in the financial services system.

          As a financial institution, FNB's reputation for honesty, integrity,
          and security is crucial to the Corporation's success.  Irresponsible
          or improper conduct of corporate personnel/associates erodes public
          confidence in financial institutions and in FNB.  Corporate
          personnel/associates should regularly consider whether their
          personal conduct enhances public perception of the Corporation,
          assuming that the observer knows that the individual works for FNB.

          Corporate personnel/associates shall limit their association with
          any individuals convicted of fraud, embezzlement, larceny, robbery,
          false pretense, or bad check charges.

 C.   Corporate personnel/associates should preserve the secrets and
      confidences of all customers.


   1.   Corporate personnel/associates should avoid disclosure of private,
        confidential information.

          During their association with FNB, corporate personnel/associates
          may receive, obtain, or learn of private, confidential information
          concerning customers of the Corporation.  If authorized by the
          customer, or in compliance with credit reporting or other legally
          mandated procedures (e.g., subpoena, levy, etc.), corporate
          personnel/associates may disclose any such information to non-
          corporate personnel/associates.  Private, confidential information
          does not include basic information, such as the customer's name,
          address, telephone number, length of relationship with the
          Corporation, and  the customer's account officer.

   2.   Corporate personnel/associates shall not take for their personal
        benefit a business opportunity that belongs to a customer of the
        Corporation.

          A business opportunity "belongs" to a customer if corporate
          personnel/associates obtain the idea for such opportunity from
          the customer, the nature of the opportunity is consistent with
          the customer's current trade or business, and the customer has a
          real or expectant interest in such opportunity.  If there is a
          doubt, corporate personnel/associates should place the customer's
          interest before their personal interest

 D.   Corporate personnel/associates shall not secure for their benefit, as a
      result of their relationship to the Corporation, preferential terms
      inconsistent with safe and sound practices of the Corporation or any
      law, rule, or implementing regulation.


   1.   Corporate personnel/associates shall detail for the Corporation each
        of their related interests on a periodic basis.

   2.   Corporate personnel/associates shall not participate in the approval
        or pricing of any Corporation services for the benefit of themselves
        or a related interest.

   3.   The Corporation and corporate personnel/associates may routinely
        transact business between themselves with approval by the designated
        authority within the Corporation.

          Corporate personnel/associates shall refrain from participating in
          the required approval process if the transaction to be approved
          involves them or their related interests.

          In the event there is no member of management who has the authority
          to approve the transaction due to their interest or the scope of
          the transaction, then a majority of disinterested members of the
          Board of Directors of the Corporation must approve the transaction
          without the corporate personnel/associates' participation.

 E.   To the extent that they apply, the associates of the Corporation shall
      comply in all respects with the Securities Act of 1933, the Securities
      Exchange Act of 1934, and the laws, rules, and regulations issued by the
      Securities Exchange Commission, as well as the Virginia Securities Act
      and the regulations issued thereunder.


   1.   Insiders shall not materially mislead anyone to purchase or sell FNB
        Corporation stock.

   2.   Insiders shall not use non-public information to assist themselves (or
        any other person by way of a tip) in determining whether to purchase
        or sell the securities of any company, including, but not limited to,
        FNB Corporation, any affiliate of FNB Corporation, any prospective
        target of FNB Corporation or an affiliate of FNB Corporation, or any
        company doing business with FNB Corporation or its affiliates.

   3.   Insiders are not to disclose any non-public information that could
        assist any person in determining whether to purchase or sell the
        securities of any company, including, but not limited to, FNB
        Corporation, any affiliate of FNB Corporation, any prospective target
        of FNB Corporation or any affiliate of FNB Corporation, or any company
        doing business with FNB Corporation or its affiliates.

   4.   Corporate personnel/associates shall promote full, fair, accurate,
        timely, and understandable disclosure in reports and documents that
        the Corporation files with, or submits to, the Securities and Exchange
        Commission, and in other public communications made by the
        Corporation.  To this end, corporate personnel/ associates shall,
        without limitation, comply with generally accepted accounting
        principles, maintain books and records that accurately and fairly
        reflect the Corporation's transactions, and present information in a
        clear and orderly manner in periodic reports.

 F.   Waivers and Amendments to this Code of Conduct will be Disclosed as
      Required.

   1.   The provisions of this Code of Conduct may be waived for Directors or
        executive officers only by a resolution of the Corporation's Board of
        Directors.  The provisions of this Code of Conduct may be waived for
        employees who are not Directors or executive officers by the
        Corporation's Chief Executive Officer.  Any waiver of this Code of
        Conduct granted to a Director or executive officer will be publicly
        disclosed as required by the securities exchange or association on
        which the Corporation's securities are listed for trading.

   2.   Any change in or waiver of the Code for the Corporation's Chief
        Executive Officer, Chief Financial Officer, Comptroller, or other
        persons performing similar functions will be publicly disclosed as
        required by the Securities and Exchange Commission.

                               ACKNOWLEDGMENT


I acknowledge that I have been delivered, I have read, and I understand and
agree to abide by the terms of the FNB Corporation Code of Conduct (the 2004
update) to the extent it applies to my association with the organization as
either an employee or officer of FNB or its affiliates, or as a Director or
Advisory Board member of FNB or its affiliates.

                                     ________________________________________
                                     Corporate Personnel/Associate     (Date)

    Procedures for Disposition of Violations of Corporate Code of Conduct
              (Except for violations cited in Section B(2))


Report of Suspected Violations by a member of the Board of Directors of FNB,
an FNB Advisory Board member, or FNB Executive Management


Step 1:     Any corporate personnel/associate shall report suspected
            violations in writing to the Chairman of the Board of Directors.
            Should there be an accusation of violation by the Chairman of the
            Board of Directors, then the corporate personnel/associate shall
            report the suspected violation instead to the chief executive
            officer (CEO) of the Corporation.  The CEO shall report such
            violation to the other members of the Board of Directors who shall
            designate the individual or individuals to act in the place of the
            Chairman (or the Chairman's designee) as provided in these
            procedures.

Step 2:     The Chairman will notify the alleged violator in writing within
            ten (10) days of the reported violation.  The notification will
            summarize all pertinent facts, including a copy of the reported
            allegations, but may exclude the name of the party reporting such
            alleged violation should the Chairman deem appropriate in his or
            her reasonable discretion.

Step 3:     The alleged violator will respond in writing to the Chairman (or
            the Chairman's designee) within ten (10) days of the receipt of
            the report of the alleged violation.

Step 4:     The Chairman (or the Chairman's designee) will conduct whatever
            investigation he or she deems sufficient to clarify any issues of
            fact or policy interpretation, but consistent with the principles
            of due process.  The investigator will use necessary means to
            account for the effects that the interests of any participant in
            the investigation may have on the ultimate disposition of the
            matter.

Step 5:     The Chairman (or the Chairman's designee) will prepare a
            disposition to submit to the alleged violator after review and
            concurrence by a majority of the Board of Directors in attendance
            at the first regularly scheduled meeting after preparation of the
            report or by Unanimous Consent of the Directors in lieu of a
            meeting.  On concurrence by the Board of Directors, the
            disposition will be the official action of the Corporation.

Report of Suspected Violations by all other Corporate Personnel/Associates


Step 1:     Any corporate personnel/associate shall report suspected
            violations in writing to the Director of Internal Audit.

Step 2:     The Director of Internal Audit will notify the alleged violator in
            writing within ten (10) days of the reported violation.  The
            notification will summarize all pertinent facts, including a copy
            of the reported allegations, but may exclude the name of the party
            reporting such alleged violation should the Director of Internal
            Audit deem appropriate in his or her reasonable discretion.

Step 3:     The alleged violator will respond in writing to the Director of
            Internal Audit (or his or her designee) within ten (10) days of
            the receipt of the report of the alleged violation.

Step 4:     The Director of Internal Audit (or his or her designee) will
            conduct whatever investigation he or she deems sufficient to
            clarify any issues of fact or policy interpretation, but
            consistent with the principles of due process.  The investigator
            will use necessary means to account for the effects that the
            interests of any participant in the investigation may have on the
            ultimate disposition of the matter.

Step 5:     The Director of Internal Audit (or his or her designee) will
            prepare a disposition to submit to the alleged violator after
            review and concurrence by the chief executive officer (CEO) of the
            Corporation.  On concurrence by the CEO, the disposition will be
            the official action of the Corporation.