UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 10-Q

              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                  FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2001

                                       or

            [ ] Transition Report Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

                         For the transition period from
                          ____________ to ____________

                         Commission File Number 0-14412

                        Farmers Capital Bank Corporation
                        --------------------------------
             (Exact name of registrant as specified in its charter)

              Kentucky                                61-1017851
------------------------------------     ---------------------------------------
(State or other jurisdiction of          (I.R.S. Employer Identification Number)
incorporation or organization)


P.O. BOX 309, 202 West Main Street
Frankfort, Kentucky                                     40602
-------------------------------------- ---------------------------------------
(Address of principal executive offices)             (Zip Code)

       Registrant's telephone number, including area code: (502) 227-1600

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


Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

                    Common stock, par value $0.125 per share
                 6,948,153 shares outstanding at August 7, 2001

<PAGE>
<TABLE>
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                                TABLE OF CONTENTS


Part I - Financial Information                                                   Page No.
------------------------------                                                   --------

<S>                                                                                 <C>
     Item 1 - Financial Statements

         Unaudited Consolidated Balance Sheets -
             June 30, 2001 and December 31, 2000                                    3

         Unaudited Consolidated Statements of Income -
             For the Three Months and Six Months Ended
             June 30, 2001 and June 30, 2000                                        4

         Unaudited Consolidated Statements of Comprehensive Income -
             For the Three Months and Six Months Ended
             June 30, 2001 and June 30, 2000                                        5

         Unaudited Consolidated Statements of Cash Flows -
             For the Six Months Ended
             June 30, 2001 and June 30, 2000                                        6

         Unaudited Consolidated Statements of Changes in Shareholders' Equity -
             For the Six Months Ended
             June 30, 2001 and June 30, 2000                                        7

         Notes to Unaudited Consolidated Financial Statements                       8

     Item 2 - Management's Discussion and Analysis of Financial
                Condition and Results of Operations                                 9

     Item 3 - Quantitative and Qualitative Disclosures About Market Risk           15

Part II - Other Information

     Item 1 - Legal Proceedings                                                    15

     Item 4 - Submission of Matters to a Vote of Security Holders                  15

     Item 6 - Exhibits and Reports on Form 8-K                                     15
</TABLE>

<PAGE>

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements
----------------------------

<TABLE>
<CAPTION>

UNAUDITED CONSOLIDATED BALANCE SHEETS
-------------------------------------------------------------------------------------------------
                                                             June 30,                December 31,
 (In thousands, except share data)                             2001                      2000
-------------------------------------------------------------------------------------------------
<s>                                                          <c>                       <c>
ASSETS
Cash and cash equivalents:
    Cash and due from banks                                  $82,245                   $162,034
    Interest bearing deposits in other banks                   2,376                      1,912
    Federal funds sold and securities purchased
         under agreements to resell                           64,482                     65,925
-------------------------------------------------------------------------------------------------
         Total cash and cash equivalents                     149,103                    229,871
-------------------------------------------------------------------------------------------------
Investment securities:
    Available for sale                                       222,045                    211,419
    Held to maturity                                          42,206                     49,390
-------------------------------------------------------------------------------------------------
         Total investment securities                         264,251                    260,809
-------------------------------------------------------------------------------------------------
Loans, net of unearned income                                700,683                    683,349
Allowance for loan losses                                    (10,514)                   (10,249)
-------------------------------------------------------------------------------------------------
         Loans, net                                          690,169                    673,100
-------------------------------------------------------------------------------------------------
Premises and equipment, net                                   25,187                     24,916
Other assets                                                  16,031                     16,056
-------------------------------------------------------------------------------------------------
         Total assets                                     $1,144,741                 $1,204,752
-------------------------------------------------------------------------------------------------
LIABILITIES
Deposits:
    Noninterest bearing                                     $162,597                   $231,483
    Interest bearing                                         733,416                    737,714
-------------------------------------------------------------------------------------------------
         Total deposits                                      896,013                    969,197
-------------------------------------------------------------------------------------------------
Securities sold under agreements to repurchase               109,353                     90,004
Other borrowed funds                                           7,945                     11,678
Dividends payable                                              2,084                      2,155
Other liabilities                                              7,205                      6,257
-------------------------------------------------------------------------------------------------
         Total liabilities                                 1,022,600                  1,079,291
-------------------------------------------------------------------------------------------------
Commitments and contingencies

SHAREHOLDERS' EQUITY
Common stock, par value $0.125 per share
    9,608,000 shares authorized; 8,034,151 and
    8,031,552 shares issued at June 30, 2001
    and December 31, 2000, respectively                        1,004                      1,004
Capital surplus                                               14,161                     13,634
Retained earnings                                            134,595                    131,021
Treasury stock, at cost
    1,094,198 and 859,898 shares at June 30,
    2001 and December 31, 2000, respectively                 (28,993)                   (20,755)
Accumulated other comprehensive income                         1,374                        557
-------------------------------------------------------------------------------------------------
         Total shareholders' equity                          122,141                    125,461
-------------------------------------------------------------------------------------------------
         Total liabilities and shareholders' equity       $1,144,741                 $1,204,752
-------------------------------------------------------------------------------------------------
See accompanying notes to unaudited consolidated financial statements.
</TABLE>


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<TABLE>
<CAPTION>


UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
------------------------------------------------------------------------------------------------------------------
                                                              Three Months Ended              Six Months Ended
                                                                   June 30,                       June 30,
(In thousands, except per share data)                       2001              2000           2001           2000
------------------------------------------------------------------------------------------------------------------
<S>                                                       <C>               <C>            <C>             <C>
INTEREST INCOME
Interest and fees on loans                                $15,315           $14,968        $30,707         $29,382
Interest on investment securities:
    Taxable                                                 2,525             2,127          5,165           4,381
    Nontaxable                                                829               870          1,627           1,761
Interest on deposits in other banks                            22                11             47              35
Interest on federal funds sold and securities
    purchased under agreements to resell                      885               491          2,075             848
------------------------------------------------------------------------------------------------------------------
       Total interest income                               19,576            18,467         39,621          36,407
------------------------------------------------------------------------------------------------------------------
INTEREST EXPENSE
Interest on deposits                                        7,661             7,104         15,662          13,617
Interest on securities sold under agreements to repurchase    971               574          2,227           1,074
Interest on other borrowed funds                              127               111            279             179
------------------------------------------------------------------------------------------------------------------
       Total interest expense                               8,759             7,789         18,168          14,870
------------------------------------------------------------------------------------------------------------------
    Net interest income                                    10,817            10,678         21,453          21,537
------------------------------------------------------------------------------------------------------------------
Provision for loan losses                                   1,050             1,167          1,273           1,427
------------------------------------------------------------------------------------------------------------------
    Net interest income after provision for loan losses     9,767             9,511         20,180          20,110
------------------------------------------------------------------------------------------------------------------
NONINTEREST INCOME
Service charges and fees on deposits                        1,747             1,279          3,301           2,568
Other service charges, commissions, and fees                  970             1,122          1,893           2,136
Data processing income                                        380               361            708             676
Trust income      507                                         457               893            819
Investment securities gains, net                              186                              465
Gain on sale of mortgage loans                                 65                11             97              15
Other                                                          39                38             69             118
------------------------------------------------------------------------------------------------------------------
       Total noninterest income                             3,894             3,268          7,426           6,332
------------------------------------------------------------------------------------------------------------------
NONINTEREST EXPENSE
Salaries and employee benefits                              4,565             4,742          9,499           9,506
Occupancy expenses, net                                       609               549          1,193           1,109
Equipment expenses                                            774               677          1,581           1,352
Bank franchise tax                                            297               289            593             574
Other                                                       2,050             2,250          3,937           4,248
------------------------------------------------------------------------------------------------------------------
       Total noninterest expense                            8,295             8,507         16,803          16,789
------------------------------------------------------------------------------------------------------------------
       Income before income taxes                           5,366             4,272         10,803           9,653
------------------------------------------------------------------------------------------------------------------
Income tax expense                                          1,470             1,320          3,001           2,703
------------------------------------------------------------------------------------------------------------------
Net income                                                 $3,896            $2,952         $7,802          $6,950
------------------------------------------------------------------------------------------------------------------
NET INCOME PER COMMON SHARE
    Basic and diluted                                        $.56              $.40          $1.11            $.94
------------------------------------------------------------------------------------------------------------------
WEIGHTED AVERAGE SHARES OUTSTANDING
    Basic                                                   6,949             7,346          7,023           7,384
    Diluted                                                 6,978             7,348          7,050           7,386
------------------------------------------------------------------------------------------------------------------
See accompanying notes to unaudited consolidated financial statements.
</TABLE>


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<TABLE>
<CAPTION>


UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
----------------------------------------------------------------------------------------------------------------
                                                             Three Months Ended              Six Months Ended
                                                                   June 30,                       June 30,
(In thousands)                                              2001            2000             2001         2000
----------------------------------------------------------------------------------------------------------------
<S>                                                       <C>              <C>              <C>          <C>
NET INCOME                                                $3,896           $2,952           $7,802       $6,950
Other comprehensive income (loss):
    Unrealized holding gain (loss) on available for sale
    securities arising during the period, net of tax
    of $50, $38, $544, and $(205), respectively               98               74            1,056         (398)
Reclassification adjustment for prior period
    unrealized gain recognized during current period,
    net of tax of $52 and $123, respectively.               (100)                             (239)
----------------------------------------------------------------------------------------------------------------
Other comprehensive (loss) income                             (2)              74              817         (398)
----------------------------------------------------------------------------------------------------------------
COMPREHENSIVE INCOME                                      $3,894           $3,026           $8,619       $6,552
------------------------------------------------------------------------------------------=---------------------
See accompanying notes to unaudited consolidated financial statements.
</TABLE>

<PAGE>

<TABLE>
<CAPTION>

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
-------------------------------------------------------------------------------------------------------------------
                                                                        Six Months Ended           Six Months Ended
                                                                            June 30,                   June 30,
 (In thousands)                                                               2001                       2000
-------------------------------------------------------------------------------------------------------------------
<S>                                                                          <C>                        <C>
CASH FLOWS FROM OPERATING ACTIVITIES
    Net income                                                               $7,802                     $6,950
    Adjustments to reconcile net income to net cash
       provided by operating activities:
       Depreciation and amortization                                          1,520                      1,294
       Net amortization of investment security
          premiums and discounts:
             Available for sale                                                (223)                      (229)
             Held to maturity                                                    (1)                        (8)
       Provision for loan losses                                              1,273                      1,427
       Noncash compensation expense                                             464                        486
       Mortgage loans originated for sale                                   (18,580)                    (3,432)
       Proceeds from sale of mortgage loans                                  18,063                      3,170
       Deferred income tax expense                                               14                         37
       Gain on sale of available for sale investment securities, net           (465)
       Gain on sale of mortgage loans                                           (97)                       (15)
       Gain on sale of premises and equipment                                    (2)                        (5)
       Decrease in accrued interest receivable                                  757                        117
       Increase in other assets                                                (945)                    (1,110)
       (Decrease) increase in accrued interest payable                         (178)                       188
       Increase in other liabilities                                            691                      1,566
-------------------------------------------------------------------------------------------------------------------
    Net cash provided by operating activities                                10,093                     10,436
-------------------------------------------------------------------------------------------------------------------

CASH FLOWS FROM INVESTING ACTIVITIES
    Proceeds from maturities and calls of investment securities:
       Available for sale                                                   217,372                     50,990
       Held to maturity                                                       7,570                      5,377
    Proceeds from sale of available for sale investment securities            7,694
    Purchases of investment securities:
       Available for sale                                                  (233,817)                   (33,257)
       Held to maturity                                                        (334)
    Loans originated for investment, net of principal collected             (17,728)                   (28,870)
    Purchases of premises and equipment                                      (1,580)                    (1,175)
    Proceeds from sale of premises and equipment                                  4                          3
-------------------------------------------------------------------------------------------------------------------
Net cash used in investing activities                                       (20,819)                    (6,932)
-------------------------------------------------------------------------------------------------------------------

CASH FLOWS FROM FINANCING ACTIVITIES
    Net decrease in deposits                                                (73,184)                   (23,511)
    Net increase in securities sold under agreements to repurchase           19,349                      8,332
    Proceeds from long term debt                                                                         3,000
    Repayments of long term debt                                             (3,344)                      (461)
    Net decrease in other borrowed funds                                       (389)                       (23)
    Dividends paid                                                           (4,299)                    (4,312)
    Purchase of common stock                                                 (8,238)                    (4,637)
    Stock options exercised                                                      63                        158
-------------------------------------------------------------------------------------------------------------------
    Net cash used in financing activities                                   (70,042)                   (21,454)
-------------------------------------------------------------------------------------------------------------------
Net decrease in cash and cash equivalents                                   (80,768)                   (17,950)
-------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents at beginning of year                              229,871                    135,360
-------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents at end of period                                 $149,103                   $117,410
-------------------------------------------------------------------------------------------------------------------
SUPPLEMENTAL DISCLOSURES Cash paid during the period for:
    Interest                                                                $18,346                    $14,682
    Income taxes                                                              3,100                      2,600
Cash dividend declared and unpaid                                             2,084                      2,125
-------------------------------------------------------------------------------------------------------------------
See accompanying notes to unaudited consolidated financial Statements.
</TABLE>


<PAGE>
<TABLE>
<CAPTION>


UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
-----------------------------------------------------------------------------------------------------------------------------------
(In thousands)                                                                                      Accumulated
                                                                                                       Other             Total
Six Months ended                         Common Stock     Capital    Retained    Treasury Stock    Comprehensive     Shareholders'
June 30, 2001 and 2000               Shares     Amount    Surplus    Earnings   Shares     Amount  Income (Loss)        Equity
-----------------------------------------------------------------------------------------------------------------------------------
<S>                                  <C>       <C>       <C>        <C>          <C>     <C>            <C>            <C>
  Balance at December 31, 2000       8,032     $1,004    $13,634    $131,021     860     $(20,755)      $557           $125,461
Net income                                                             7,802                                              7,802
Other comprehensive income                                                                               817                817
Cash dividends declared,
  $.60 per share                                                      (4,228)                                            (4,228)
Purchase of common stock                                                         234       (8,238)                       (8,238)
Stock options exercised                  2                    63                                                             63
Noncash compensation expense
  attributed to stock option grants                          464                                                            464
-----------------------------------------------------------------------------------------------------------------------------------
  Balance at June 30, 2001           8,034     $1,004    $14,161    $134,595   1,094     $(28,993)    $1,374           $122,141
-----------------------------------------------------------------------------------------------------------------------------------



-----------------------------------------------------------------------------------------------------------------------------------
  Balance at December 31, 1999       8,020     $1,002    $12,370    $125,173     582     $(11,498)   $(1,941)          $125,106
Net income                                                             6,950                                              6,950
Other comprehensive loss                                                                                (398)              (398)
Cash dividends declared,
  $.58 per share                                                      (4,275)                                            (4,275)
Purchase of common stock                                                         145       (4,637)                       (4,637)
Stock options exercised                  6          1        157                                                            158
Noncash compensation expense
  attributed to stock option grants                          486                                                            486
-----------------------------------------------------------------------------------------------------------------------------------
  Balance at June 30, 2000           8,026     $1,003    $13,013    $127,848     727     $(16,135)   $(2,339)          $123,390
-----------------------------------------------------------------------------------------------------------------------------------
See accompanying notes to unaudited consolidated financial statements.
</TABLE>



<PAGE>


NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

1.   BASIS OF PRESENTATION

The consolidated  financial  statements  include the accounts of Farmers Capital
Bank  Corporation  (the  "Company"),   a  financial  holding  company,  and  its
subsidiaries,  including its principal subsidiary,  Farmers Bank & Capital Trust
Company.  All  significant  intercompany  transactions  and  accounts  have been
eliminated in consolidation.

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States of America requires  management to make
estimates  and  assumptions  that  affect  the  reported  amounts  of assets and
liabilities  and disclosure of contingent  assets and liabilities as of the date
of the financial  statements  and the reported  amounts of revenues and expenses
during the reporting period.  Estimates used in the preparation of the financial
statements  are based on various  factors  including  the current  interest rate
environment  and the  general  strength  of the local  economy.  Changes  in the
overall  interest rate  environment can  significantly  affect the Company's net
interest  income and the value of its recorded  assets and  liabilities.  Actual
results  could  differ  from  those  estimates  used in the  preparation  of the
financial statements.

The  financial  information  presented as of any date other than December 31 has
been  prepared  from the books  and  records  without  audit.  The  accompanying
consolidated  financial  statements  have been prepared in  accordance  with the
instructions  to Form 10-Q and Rule 10-01 of  Regulation  S-X and do not include
all of the  information  and the  footnotes  required by  accounting  principles
generally  accepted  in the United  States of  America  for  complete  financial
statements. In the opinion of management, all adjustments,  consisting of normal
recurring  adjustments,  necessary  for a fair  presentation  of such  financial
statements,  have been  included.  The  results of  operations  for the  interim
periods are not  necessarily  indicative  of the results to be expected  for the
full year.

For further  information,  refer to the  consolidated  financial  statements and
footnotes  thereto  included in the Company's Annual Report on Form 10-K for the
year ended December 31, 2000.

2.   RECLASSIFICATIONS

Certain   reclassifications   have  been  made  to  the  consolidated  financial
statements of prior periods to conform to the current period presentation.  Such
reclassifications have no effect on previously reported net income.


<PAGE>

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

FORWARD-LOOKING STATEMENTS

This report contains  forward-looking  statements  under the Private  Securities
Litigation Reform Act of 1995 that involve risks and uncertainties. Although the
Company believes that the assumptions underlying the forward-looking  statements
contained herein are reasonable, any of the assumptions could be inaccurate, and
therefore,  there  can  be no  assurance  that  the  forward-looking  statements
included  herein will prove to be  accurate.  Factors  that could  cause  actual
results to differ from the results discussed in the  forward-looking  statements
include,  but are not limited to: economic  conditions  (both generally and more
specifically in the markets in which the Company and its subsidiaries  operate);
competition  for the  Company's  customers  from other  providers  of  financial
services; government legislation and regulation (which changes from time to time
and over which the Company has no control);  changes in interest rates; material
unforeseen  changes  in the  liquidity,  results  of  operations,  or  financial
condition of the Company's customers;  and other risks detailed in the Company's
filings with the Securities and Exchange Commission,  all of which are difficult
to predict and many of which are beyond the control of the Company.

RESULTS OF OPERATIONS

                   Second Quarter 2001 vs. Second Quarter 2000
                   -------------------------------------------

The Company  reported  net income of $3.9  million or $.56 per basic and diluted
share for the second  quarter of 2001  compared to net income of $3.0 million or
$.40 per basic and diluted share for the second quarter of 2000. This represents
an increase of 40% on a per share basis. Net interest income after provision for
loan losses for the current  quarter  totaled $9.8 million,  an increase of $256
thousand  or  2.7%.   Noninterest  income  increased  $626  thousand  or  19.2%.
Noninterest expense decreased $212 thousand or 2.5%

The  Company's  share  buy-back  program,  which has been in effect for  several
years,  had a positive  impact on earnings per share.  The diluted  earnings per
share growth is 803 basis points higher than the net income  growth  results for
the three  months ended June 30, 2001.  The  weighted  average  number of common
shares outstanding  decreased 397 thousand or 5.4% and 370 thousand or 5.0% on a
basic and diluted basis, respectively.

Return on average  assets was 1.39% for the  current  quarter  compared to 1.17%
reported  for the same period in 2000.  Return on average  equity was 12.95% for
the second quarter of 2001 compared to 9.57% in the same period of 2000.

Net Interest Income
-------------------

Net interest  income  totaled $10.8  million for the second  quarter of 2001, an
increase  of $139  thousand  or 1.3%  over the  second  quarter  of 2000.  Total
interest income was $19.6 million for the second quarter of 2001, an increase of
$1.1 million or 6.0% over the second quarter of 2000. Total interest expense was
$8.8  million for the  current  quarter,  an  increase of $1.0  million or 12.5%
compared  to the same  period  in 2000.  Average  interest  bearing  liabilities
increased $108.2 million while the rate paid decreased 10 basis points to 4.19%.

Interest and fees on loans increased $347 thousand  primarily due to an increase
in  volume.  Average  loans  increased  $30.4  million,  or 4.6% while the yield
decreased 19 basis  points to 8.89%.  Interest on taxable  securities  increased
$398 thousand or 18.7% primarily due to a $40.8 million  increase in the average
balance. The average rate earned on taxable securities decreased 57 basis points
to 5.77%.  Interest on nontaxable  securities decreased $41 thousand or 4.7% due
to a $4.0 million  decrease in the average balance and a 12 basis point decrease
in the average rate to 6.48%. Interest on short-term  investments increased $405
thousand due primarily to an increase in the average balance of $48.5 million.

The 12.5%  increase in total  interest  expense is  primarily  attributed  to an
increase  in  interest  on time  deposits  of $1.1  million  and an  increase in
interest on securities  sold under  agreements  to repurchase of $397  thousand.
These  increases  were  largely  due  to an  increase  in  the  average  balance
outstanding  of $51.9 million and $52.1 million for time deposits and securities
sold under agreements to repurchase,  respectively. Interest expense on interest
bearing  demand  deposits and savings  deposits  declined $256 thousand and $327
thousand,  respectively  due primarily to reductions in the average rate paid on
these deposits.

The net interest margin on a tax equivalent  basis decreased to 4.41% during the
second  quarter of 2001  compared  to 4.93% in the second  quarter of 2000.  The
spread between rates earned and paid was 3.65% for the current quarter  compared
to 4.08% in the same period last year.  The decrease is the result of a 53 basis
point  decrease in the average  rate earned on earning  assets while the average
rate paid on interest bearing liabilities decreased only 10 basis points.

The interest rate  environment  has been extremely  volatile  during the current
period. Actions taken by the Federal Reserve Board to reduce short term interest
rates have  affected  the  Company's  net  interest  margin,  as well as the net
interest margin of many banks in the industry. The effect of the Federal Reserve
Board's actions has generally led to interest rates on earning assets  declining
more rapidly than rates paid on interest bearing  liabilities.  During a falling
rate environment,  the challenge is to reduce the rates paid on interest bearing
liabilities  (primarily deposits) to offset the decline in the yield on variable
rate assets (primarily loans) while remaining competitive in our markets.

Noninterest Income
------------------

Noninterest income was $3.9 million for the current quarter, an increase of $626
thousand  or 19.2%  compared  to the prior  year.  Service  charges  and fees on
deposits,  the largest component of noninterest income,  increased $468 thousand
or 37% primarily due to a change in NSF fee  structure.  Other service  charges,
commissions,  and fees  decreased  $152  thousand  or 13.5% due  primarily  to a
decrease in custodial  safekeeping fees from the Commonwealth of Kentucky.  Data
processing  income  increased  5.3% to $380  thousand.  Trust fees increased $50
thousand  to $507  thousand.  Net  gains  on the  sale  of  available  for  sale
investment  securities,  which were zero in the second quarter of 2000,  totaled
$186 thousand in the current quarter.

Noninterest Expense
-------------------

Total  noninterest  expense  decreased  $212  thousand  or 2.5% from the  second
quarter of 2000 to $8.3  million.  Salaries and employee  benefits,  the largest
component of noninterest  expense,  decreased $177 thousand or 3.7%. An increase
in salaries was more than offset by a reduction in benefit  expenses.  Occupancy
expense,  net of rental  income,  increased $60 thousand in the  comparison  and
totaled $609 thousand.  ___ Equipment expense totaled $774 thousand, an increase
of $97  thousand or 14.3%.  The  increase is  primarily  the result of increased
depreciation.  Bank  franchise  tax  increased  2.8%  to  $297  thousand.  Other
noninterest  expense  decreased $200 thousand to $2.1 million.  The reduction in
other noninterest  expense is primarily  attributed to a reduction in legal fees
of  $116  thousand,  correspondent  bank  fees  of $38  thousand,  and  goodwill
amortization of $33 thousand.

Income Taxes
------------

Income tax expense for the second quarter of 2001 was $1.5 million, an increase
of $150 thousand or 11.4% from the second quarter of 2000. The effective tax
rate was 27.39% for the current quarter, a decrease of 351 basis points from the
second quarter of 2000. The decrease in the effective tax rate is due primarily
to a combination of increased low income housing tax credits, an increase in
nontaxable loans, and a decrease in goodwill amortization.

                            First Six Months of 2001
                            ------------------------

Net income for the six months ended June 30, 2001 was $7.8  million  compared to
net income of $6.95  million  for the same  period in 2000,  an increase of $852
thousand or 12.3%.  On a basic and diluted per share basis,  net income  totaled
$1.11 for the  current  six-month  period,  an  increase  of $.17 or 18.1%.  The
increase in net income is due  primarily  to an increase in service  charges and
fees on loans of $733 thousand and an increase in gains on the sale of available
for sale investment securities of $465 thousand.

The  Company's  share  buy-back  program had a positive  impact on earnings  per
share. The diluted earnings per share growth is 583 basis points higher than the
net income growth  results for the six months ended June 30, 2001.  The weighted
average number of common shares  outstanding  decreased 361 thousand or 4.9% and
336 thousand or 4.5% on a basic and diluted basis, respectively.

Return on average  assets was 1.42% for the six months ended June 30,  2001,  an
increase  of 3 basis  points  from the same  period in 2000.  Return on  average
equity was 12.86%,  an increase of 162 basis points from the first six months of
2000.

Net Interest Income
-------------------

Net  interest  income  totaled  $21.5  million for the six months ended June 30,
2001,  virtually  unchanged  compared to the same period in 2000. Total interest
income  grew $3.2  million to $39.6  million,  but was offset by a $3.3  million
increase in total interest expense.

Interest and fees on loans  increased  $1.3 million or 4.5%  primarily  due to a
$32.6  million or 5.0%  increase  in the average  balance of loans  outstanding.
Interest  on taxable  securities  increased  $784  thousand  or 17.9% as a $32.9
million increase in the average balance outstanding offset a decline in yield of
27 basis points.  Interest on nontaxable  securities  decreased $134 thousand or
7.6% due to a decrease in both the average  balance  outstanding  and the yield.
Interest on  short-term  investments  increased  $1.2 million as a $56.5 million
increase in the  average  outstanding  offset a 127 basis  point  decline in the
yield.

Total interest expense increased $3.3 million or 22% to $18.2 million.  Interest
expense on interest bearing demand deposits and savings  deposits  declined $298
thousand and $277  thousand,  respectively  due  primarily to  reductions in the
average rate paid on these deposits.  These decreases were offset by an increase
in interest  expense on time  deposits of $2.6  million,  securities  sold under
agreements  to  repurchase of $1.2  million,  and other  borrowed  funds of $100
thousand.  The increase in interest on time  deposits is due to a $54.5  million
increase in the average balance outstanding and a 63 basis point increase in the
average rate paid. The increase in interest on securities sold under  agreements
to repurchase and other borrowed funds is primarily attributed to an increase in
their   average   outstanding   balance  of  $50.8  million  and  $2.7  million,
respectively.

Net interest margin on a tax equivalent basis decreased 58 basis points to 4.43%
during the first six months of 2001  compared  to the same  period of 2000.  The
spread between rates earned and paid was 3.62% in the current period compared to
4.20% in the prior year. This is also a decrease of 58 basis points.  The impact
of noninterest  bearing sources of funds  contributed 81 basis points to the net
interest margin for the current year, unchanged from the previous year.

Noninterest Income
------------------

Noninterest  income  was $7.4  million  for the  first six  months  of 2001,  an
increase of $1.1 million or 17.3%  compared to the same period in 2000.  Service
charges and fees on  deposits,  the largest  component  of  noninterest  income,
increased $733 thousand or 28.5% primarily due to a change in NSF fee structure.
Other service  charges,  commissions,  and fees  decreased $243 thousand to $1.9
million  primarily  due to a decrease  in  custodial  safekeeping  fees from the
Commonwealth of Kentucky.  Data processing income increased $32 thousand to $708
thousand. Trust fees increased $74 thousand or 9.0% to a total of $893 thousand.
Net gains on the sale of available for sale  investment  securities,  which were
zero during 2000, totaled $465 thousand in the current period.

Noninterest Expense
-------------------

Total noninterest expense remained relatively unchanged at $16.8 million for the
first six months of 2001. Salaries and employee benefits,  the largest component
of noninterest expense,  remained at $9.5 million in the six-month comparison. A
decrease in benefit expenses offset the increase in salaries. Occupancy expense,
net of  rental  income,  increased  $84  thousand  or  7.6%  in the  comparison.
Equipment  expense increased $229 thousand or 16.9% primarily due to an increase
in depreciation  expense.  Bank franchise tax expense  increased $19 thousand or
3.3% to $593 thousand. Other noninterest expense decreased $311 thousand or 7.3%
to $3.9  million.  The  decrease  in  other  noninterest  expense  is  primarily
attributable to a reduction in correspondent  bank fees of $158 thousand,  legal
fees of $101 thousand, and goodwill amortization of $37 thousand.


Income Taxes
------------

Income  tax  expense  for the first  six  months  of 2001 was $3.0  million,  an
increase  of $298  thousand or 11.0%  compared  to the same period in 2000.  The
effective tax rate was 27.78% for the first six months of 2001, a decrease of 22
basis points from the prior year.

FINANCIAL CONDITION

Total  assets were $1.1  billion on June 30,  2001, a decrease of $60 million or
5.0% from December 31, 2000. Fluctuations in assets and deposits are typical due
to the relationship between the Company's principal  subsidiary,  Farmers Bank &
Capital Trust Company,  and the Commonwealth of Kentucky.  Farmers Bank provides
various  services to state agencies of the  Commonwealth.  As the depository for
the Commonwealth,  these agencies issue checks drawn on Farmers Bank,  including
paychecks and state income tax refunds.  Farmers Bank also processes vouchers of
the WIC  (Women,  Infants  and  Children)  program  for the  Cabinet  for  Human
Resources.  The Bank's  investment  department  also  provides  services  to the
Teacher's  Retirement  systems.  As the depository for the  Commonwealth,  large
fluctuations  in deposits  are likely to occur on a daily  basis.  On an average
basis,  total  assets  were $1.1  billion  for the first six months of 2001,  an
increase of $83 million or 8.0% from year-end 2000.

Loans
-----

Loans,  net of  unearned  income,  totaled  $701  million at June 30,  2001,  an
increase of $17.3 million or 2.5% from year-end  2000.  The increase in loans is
primarily  attributed  to an $11.5  million or 2.5% increase in loans secured by
real estate. Average net loans for the six-month period ended June 30, 2001 were
$690 million, an increase of $23.1 million or 3.5% compared to the year-end 2000
average. On average, loans represented 67.8% of earning assets compared to 72.0%
for year-end 2000. As loan demand fluctuates, the available funds are redirected
between either temporary investments or investment securities.

Allowance for Loan Losses
-------------------------

The allowance for loan losses was $10.5 million at June 30, 2001, an increase of
$265 thousand from the prior year-end. The allowance for loan losses was 1.5% of
net loans at June 30, 2001.  In  management's  opinion,  the  allowance for loan
losses is adequate to cover losses inherent in the loan portfolio. The provision
for loan losses decreased $154 thousand in the current six-month period compared
to the same period in 2000.  The Company had net  charge-offs of $1.0 million in
the first six months of 2001,  relatively  unchanged compared to the same period
of 2000.  Management continues to emphasize collection efforts and evaluation of
risks within the portfolio.

Nonperforming Assets
--------------------

Nonperforming  assets for the Company include  nonperforming  loans,  other real
estate owned,  and other  foreclosed  assets.  Nonperforming  loans  consists of
nonaccrual loans,  restructured loans, and loans past due ninety days or more on
which interest in still accruing.  Nonperforming  assets totaled $7.8 million at
June 30, 2001, an increase of $2.4 million from the prior year-end. The increase
in  nonperforming  assets is primarily  attributed to a $1.8 million increase in
nonaccrual loans. A significant portion of the increase in nonperforming  assets
relates to the  remaining  balance of one  commercial  credit that was partially
charged  off.  Loans past due  ninety  days or more on which  interest  is still
accruing increased $558 thousand for the current period in relation to the prior
year end total of $1.7 million. Nonperforming loans as a percentage of net loans
increased from .67% at year-end to .99% at June 30, 2001.

Other real estate owned,  which had a balance of $598 thousand at year-end 2001,
decreased to $589 thousand as of June 30, 2001.

Temporary Investments
---------------------

Interest  bearing  deposits with other banks,  federal funds sold and securities
purchased  under  agreements  to resell  averaged  $85 million for the first six
months of 2001, an increase of $47 million from year end 2000.  This increase is
primarily  a  result  of  the  relationship   between  the  Company's  principal
subsidiary and the  Commonwealth of Kentucky as described in preceding  sections
of this report.  Temporary  investments  are reallocated as loan demand presents
the opportunity.


Investment Securities
---------------------

Investment  securities  were $264 million on June 30, 2001,  an increase of $3.4
million or 1.3% from  year-end  2000.  Available  for sale and held to  maturity
securities  were  $222  and $42  million,  respectively.  Investment  securities
averaged  $243  million  for the first six months of 2001,  an increase of $21.9
million or 10.0% from  year-end  2000.  The  Company had an  unrealized  gain on
available  for sale  investment  securities  of $2.1  million  at June 30,  2001
compared  to $844  thousand  at year-end  2000.  Typically,  the value of a bond
portfolio and interest  rates have an inverse  relationship;  therefore,  in the
current falling interest rate  environment,  the value of the available for sale
portfolio has increased.

Deposits
--------

Total  deposits  were $896 million at June 30, 2001, a decrease of $73.2 million
or 7.6% from year-end 2000. Noninterest bearing deposits decreased $68.9 million
in the comparison.  This decrease is primarily due to the  relationship  between
the Company's principal subsidiary and the Commonwealth of Kentucky as described
in preceding sections of this report. On average,  noninterest  bearing deposits
were $149.7  million during the current  period,  an increase of $3.8 million or
2.6%.  Interest  bearing  deposits  decreased $4.3 million during the six months
ended June 30, 2001  compared to year-end  2000.  On average,  interest  bearing
deposits were $734 million in the current  period,  an increase of $48.9 million
or 7.1% from year end 2000. Total deposits averaged $884 million, an increase of
$52.7 million or 6.3% from year-end 2000.

Borrowed Funds
--------------

Borrowed  funds  totaled  $117.3  million at June 30, 2001, an increase of $15.6
million from year-end  2000.  The increase in borrowed funds is attributed to an
increase in securities  sold under  agreements  to repurchase of $19.3  million.
Total borrowed  funds averaged $97.5 million,  an increase of $36.7 million from
year end  2000.  The  fluctuation  in  borrowed  funds is  primarily  due to the
relationship  between the Company's principal subsidiary and the Commonwealth of
Kentucky as described in preceding sections of this report.

LIQUIDITY

The  liquidity  of the Parent  Company is  primarily  affected by the receipt of
dividends from its subsidiary banks and cash balances maintained. As of June 30,
2001 combined retained  earnings of the subsidiary banks were $60.9 million,  of
which $14.0  million was  available  for the payment of  dividends to the Parent
Company without  obtaining prior approval from bank  regulatory  agencies.  As a
practical matter, payment of future dividends is also subject to the maintenance
of other capital ratio  requirements.  Management expects that in the aggregate,
its  subsidiary  banks will  continue to have the  ability to dividend  adequate
funds to the Parent Company during the remainder of 2001. The Parent Company had
cash balances of $13.0 million at June 30, 2001.

The Company's  objective as it relates to liquidity is to insure that subsidiary
banks  have funds  available  to meet  deposit  withdrawals  and credit  demands
without unduly penalizing profitability.  In order to maintain a proper level of
liquidity,  the banks have several  sources of funds  available on a daily basis
that  can be used for  liquidity  purposes.  These  sources  of funds  primarily
include the  subsidiary  banks' core  deposits,  consisting of both business and
nonbusiness  deposits;  cash flow  generated by repayment of loan  principal and
interest;  and federal funds purchased and securities  sold under  agreements to
repurchase.

For the longer term, the liquidity position is managed by balancing the maturity
structure of the balance sheet. This process allows for an orderly flow of funds
over an extended period of time.

Liquid assets consist of cash and due from banks,  short-term  investments,  and
available for sale investment securities.  At June 30, 2001, such assets totaled
$371 million,  a decrease of $70.1 million from year-end 2000. Net cash provided
by operating  activities  totaled $10.1 million in the six months ended June 30,
2001 compared to $10.4  million for the same period last year.  Net cash used in
investing  activities was $20.8 million, an increase of $13.9 million.  Net cash
used in  financing  activities  was $70.0  million for the period ended June 30,
2001 compared to $21.5 million in the prior year comparison. The increase in net
cash used in financing activities is due primarily to the decrease in deposits.


CAPITAL RESOURCES

Shareholders'  equity  was $122  million on June 30,  2001.  This  represents  a
decrease of $3.3 million or 2.6% from year-end 2000.  The Company  purchased 234
thousand shares of its  outstanding  common stock during the first six months of
2001 for a total cost of $8.2 million.

The Company  announced a stock purchase plan on July 25, 2000, which states that
it intends to purchase up to 500,000  shares of its  outstanding  common  stock.
This is an addition to the plan  announced on November 9, 1998 to purchase up to
400,000  shares.  The purchases  will be dependent on the market  conditions and
there is no  guarantee  as to the exact  number of shares to be purchased by the
Company.  Shares  repurchased  will  be used  for  general  corporate  purposes.
Consistent  with the  objective of  maximizing  shareholder  value,  the Company
considers the purchase of its outstanding  shares in a given price range to be a
good investment of the Company's available funds.

The Company  issued  2,599  shares of common  stock  during the first six months
pursuant to its  nonqualified  stock option  plan.  Dividends of $4.2 million or
$.60 per share were declared during the first six months of 2001, an increase of
3.4% per share  compared  to the prior  year.  Accumulated  other  comprehensive
income,  consisting  of the  unrealized  holding  gain  on  available  for  sale
investment securities (net of tax) increased $817 thousand from year end 2000.

Consistent with the objective of operating a sound financial  organization,  the
Company's goal is to maintain  capital ratios well above the regulatory  minimum
requirements.  The Company's  capital ratios as of June 30, 2001, the regulatory
minimums and the regulatory standard for a "well capitalized" institution are as
follows:


                           Farmers Capital        Regulatory            Well
                          Bank Corporation          Minimum          Capitalized
--------------------------------------------------------------------------------
Tier 1 risk based             15.85%                 4.00%             6.00%

Total risk based              17.10%                 8.00%            10.00%

Leverage                      10.87%                 4.00%             5.00%

The capital ratios of all the subsidiary  banks, on an individual basis, were in
excess of the applicable  minimum  regulatory capital ratio requirements at June
30, 2001.

EFFECT OF IMPLEMENTING RECENTLY ISSUED ACCOUNTING STANDARDS

In July 2001,  the  Financial  Accounting  Standards  Board issued  Statement of
Financial Accounting Standards ("SFAS") No. 141, BUSINESS COMBINATIONS, and SFAS
No. 142,  GOODWILL AND OTHER INTANGIBLE  ASSETS.  SFAS No. 141 requires that the
purchase  method of accounting be used for all business  combinations  initiated
after  June  30,  2001 as  well as all  purchase  method  business  combinations
completed after June 30, 2001. SFAS No. 141 also specifies  criteria  intangible
assets  acquired  in a  purchase  method  business  combination  must meet to be
recognized and reported apart from goodwill. SFAS No. 142 requires that goodwill
and intangible assets with indefinite  useful lives no longer be amortized,  but
instead  be tested for  impairment  at least  annually  in  accordance  with the
provisions of Statement  142.  Statement  142 will also require that  intangible
assets with definite useful lives be amortized over their  respective  estimated
useful lives to their estimated  residual values, and reviewed for impairment in
accordance with SFAS No. 121, ACCOUNTING FOR THE IMPAIRMENT OF LONG-LIVED ASSETS
AND FOR LONG-LIVED ASSETS TO BE DISPOSED OF.

The Company is required to adopt the provisions of SFAS No. 141  immediately and
SFAS No. 142 effective January 1, 2002.

As of the date of adoption,  the Company expects to have no unamortized goodwill
or  other  unamortized  identifiable  intangible  assets.  Amortization  expense
related to  goodwill  was $495  thousand  and $213  thousand  for the year ended
December 31, 2000 and the six months ended June 30, 2001, respectively.


Item 3.  Quantitative and Qualitative Disclosures About Market Risk
-------------------------------------------------------------------

There have been no material  changes in the Company's  market risk from December
31, 2000.  For  information  regarding the Company's  market risk,  refer to the
Company's Annual Report on Form 10-K for the year ended December 31, 2000.

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings
--------------------------

As of June 30, 2001,  there had been no material changes to the cases previously
reported, and no new significant cases have emerged.

There were various  other  pending  legal  actions and  proceedings  against the
Company  arising  from the normal  course of  business  and in which  claims for
damages are asserted.  Management, after discussion with legal counsel, believes
that these actions are without merit and that the ultimate  liability  resulting
from these  legal  actions  and  proceedings,  if any,  will not have a material
adverse effect upon the consolidated financial statements of the Company.

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

The annual meeting of  shareholders  was held May 8, 2001. The matters that were
voted upon included:

a)   The election of four directors for three-year terms ending in 2004 or until
     their successors have been elected and qualified.

b)   The  transaction  of such other  business as may  properly  come before the
     meeting.

The outcome of the voting was as follows:
NAME                          FOR          AGAINST       WITHHELD      ABSTAINED
Lloyd C. Hillard, Jr.      5,898,497          0           100,490          0
Harold G. Mays             5,941,183          0           57,804           0
Robert Roach, Jr.          5,928,425          0           70,562           0
W. Benjamin Crain          5,941,483          0           57,504           0
The transaction of
  other business           5,680,065       238,503           0           80,419

Listed below is the name of each director whose term of office  continued  after
the meeting.

Stokes A. Baird IV                          J. Barry Banker
James H. Childers                           Charles S. Boyd
Michael M. Sullivan                         G. Anthony Busseni
Frank W. Sower, Jr.                         Glenn Birdwhistell

In addition to the directors above, Dr. John P. Stewart,  Chairman Emeritus,  E.
Bruce  Dungan,  and  Charles T.  Mitchell  serve as advisory  directors  for the
Company.

Item 6.  Exhibits and Reports On Form 8-K
-----------------------------------------

a)       List of Exhibits
         ----------------

         11    Statement re computation of per share earnings

b)       Reports on Form 8-K
         -------------------

         None.




                                   SIGNATURES

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.




Date:    8-8-01               /s/ Charles S. Boyd
      ------------          ----------------------------------------------------
                            Charles Scott Boyd,
                            President and CEO (Principal Executive Officer)


Date:    8-8-01               /s/ Cecil Douglas Carpenter
      ------------          ----------------------------------------------------
                            Cecil Douglas Carpenter,
                            Vice President and CFO (Principal Financial and
                            Accounting Officer)

<PAGE>

<TABLE>
<CAPTION>


Exhibit 11
                 STATEMENT RE COMPUTATION OF PER SHARE EARNINGS
                 ----------------------------------------------


----------------------------------------------------------------------------------------
                                            Three Months Ended          Six Months Ended
                                                 June 30,                   June 30,
(In thousands, except per share data)      2001           2000         2001         2000
----------------------------------------------------------------------------------------
<S>                                      <C>            <C>          <C>          <C>
Net income, basic and diluted            $3,896         $2,952       $7,802       $6,950
----------------------------------------------------------------------------------------
Average shares outstanding                6,949          7,346        7,023        7,384
Effect of dilutive stock options             29              2           27            2
----------------------------------------------------------------------------------------
Average diluted shares outstanding        6,978          7,348        7,050        7,386
----------------------------------------------------------------------------------------

Net income per share, basic                $.56           $.40        $1.11         $.94
Net income per share, diluted              $.56           $.40        $1.11         $.94
----------------------------------------------------------------------------------------
</TABLE>
[{"type": "10-Q", "sequence": "1", "filename": "a10q063001.txt", "description": "FARMERS CAPITAL BANK CORPORATION 10-Q 6/30/01", "secsgml_size_bytes": 63584}]
{"company-data": {"conformed-name": "FARMERS CAPITAL BANK CORP", "cik": "0000713095", "assigned-sic": "6021", "irs-number": "611017851", "state-of-incorporation": "KY", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "10-Q", "act": "34", "file-number": "000-14412", "film-number": "1702341"}, "business-address": {"street1": "PO BOX 309", "street2": "202 W MAIN ST", "city": "FRANKFORT", "state": "KY", "zip": "40602", "phone": "5022271668"}, "mail-address": {"street1": "P O BOX 309", "street2": "202 WEST MAIN STREET", "city": "FRANKFORT", "state": "KY", "zip": "40602"}}
UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 10-Q

              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                  FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2001

                                       or

            [ ] Transition Report Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

                         For the transition period from
                          ____________ to ____________

                         Commission File Number 0-14412

                        Farmers Capital Bank Corporation
                        --------------------------------
             (Exact name of registrant as specified in its charter)

              Kentucky                                61-1017851
------------------------------------     ---------------------------------------
(State or other jurisdiction of          (I.R.S. Employer Identification Number)
incorporation or organization)

P.O. BOX 309, 202 West Main Street
Frankfort, Kentucky                                     40602
-------------------------------------- ---------------------------------------
(Address of principal executive offices)             (Zip Code)

       Registrant's telephone number, including area code: (502) 227-1600

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

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

                    Common stock, par value $0.125 per share
                 6,948,153 shares outstanding at August 7, 2001
TABLE OF CONTENTS

Part I - Financial Information                                                   Page No.
------------------------------                                                   --------
Item 1 - Financial Statements

         Unaudited Consolidated Balance Sheets -
             June 30, 2001 and December 31, 2000                                    3

         Unaudited Consolidated Statements of Income -
             For the Three Months and Six Months Ended
             June 30, 2001 and June 30, 2000                                        4

         Unaudited Consolidated Statements of Comprehensive Income -
             For the Three Months and Six Months Ended
             June 30, 2001 and June 30, 2000                                        5

         Unaudited Consolidated Statements of Cash Flows -
             For the Six Months Ended
             June 30, 2001 and June 30, 2000                                        6

         Unaudited Consolidated Statements of Changes in Shareholders' Equity -
             For the Six Months Ended
             June 30, 2001 and June 30, 2000                                        7

         Notes to Unaudited Consolidated Financial Statements                       8

     Item 2 - Management's Discussion and Analysis of Financial
                Condition and Results of Operations                                 9

     Item 3 - Quantitative and Qualitative Disclosures About Market Risk           15

Part II - Other Information

     Item 1 - Legal Proceedings                                                    15

     Item 4 - Submission of Matters to a Vote of Security Holders                  15

     Item 6 - Exhibits and Reports on Form 8-K                                     15
PART I - FINANCIAL INFORMATION

Item 1. Financial Statements
----------------------------
UNAUDITED CONSOLIDATED BALANCE SHEETS
-------------------------------------------------------------------------------------------------
                                                             June 30,                December 31,
 (In thousands, except share data)                             2001                      2000
-------------------------------------------------------------------------------------------------
ASSETS
Cash and cash equivalents:
    Cash and due from banks                                  $82,245                   $162,034
    Interest bearing deposits in other banks                   2,376                      1,912
    Federal funds sold and securities purchased
         under agreements to resell                           64,482                     65,925
-------------------------------------------------------------------------------------------------
         Total cash and cash equivalents                     149,103                    229,871
-------------------------------------------------------------------------------------------------
Investment securities:
    Available for sale                                       222,045                    211,419
    Held to maturity                                          42,206                     49,390
-------------------------------------------------------------------------------------------------
         Total investment securities                         264,251                    260,809
-------------------------------------------------------------------------------------------------
Loans, net of unearned income                                700,683                    683,349
Allowance for loan losses                                    (10,514)                   (10,249)
-------------------------------------------------------------------------------------------------
         Loans, net                                          690,169                    673,100
-------------------------------------------------------------------------------------------------
Premises and equipment, net                                   25,187                     24,916
Other assets                                                  16,031                     16,056
-------------------------------------------------------------------------------------------------
         Total assets                                     $1,144,741                 $1,204,752
-------------------------------------------------------------------------------------------------
LIABILITIES
Deposits:
    Noninterest bearing                                     $162,597                   $231,483
    Interest bearing                                         733,416                    737,714
-------------------------------------------------------------------------------------------------
         Total deposits                                      896,013                    969,197
-------------------------------------------------------------------------------------------------
Securities sold under agreements to repurchase               109,353                     90,004
Other borrowed funds                                           7,945                     11,678
Dividends payable                                              2,084                      2,155
Other liabilities                                              7,205                      6,257
-------------------------------------------------------------------------------------------------
         Total liabilities                                 1,022,600                  1,079,291
-------------------------------------------------------------------------------------------------
Commitments and contingencies

SHAREHOLDERS' EQUITY
Common stock, par value $0.125 per share
    9,608,000 shares authorized; 8,034,151 and
    8,031,552 shares issued at June 30, 2001
    and December 31, 2000, respectively                        1,004                      1,004
Capital surplus                                               14,161                     13,634
Retained earnings                                            134,595                    131,021
Treasury stock, at cost
    1,094,198 and 859,898 shares at June 30,
    2001 and December 31, 2000, respectively                 (28,993)                   (20,755)
Accumulated other comprehensive income                         1,374                        557
-------------------------------------------------------------------------------------------------
         Total shareholders' equity                          122,141                    125,461
-------------------------------------------------------------------------------------------------
         Total liabilities and shareholders' equity       $1,144,741                 $1,204,752
-------------------------------------------------------------------------------------------------
See accompanying notes to unaudited consolidated financial statements.
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
------------------------------------------------------------------------------------------------------------------
                                                              Three Months Ended              Six Months Ended
                                                                   June 30,                       June 30,
(In thousands, except per share data)                       2001              2000           2001           2000
------------------------------------------------------------------------------------------------------------------
INTEREST INCOME
Interest and fees on loans                                $15,315           $14,968        $30,707         $29,382
Interest on investment securities:
    Taxable                                                 2,525             2,127          5,165           4,381
    Nontaxable                                                829               870          1,627           1,761
Interest on deposits in other banks                            22                11             47              35
Interest on federal funds sold and securities
    purchased under agreements to resell                      885               491          2,075             848
------------------------------------------------------------------------------------------------------------------
       Total interest income                               19,576            18,467         39,621          36,407
------------------------------------------------------------------------------------------------------------------
INTEREST EXPENSE
Interest on deposits                                        7,661             7,104         15,662          13,617
Interest on securities sold under agreements to repurchase    971               574          2,227           1,074
Interest on other borrowed funds                              127               111            279             179
------------------------------------------------------------------------------------------------------------------
       Total interest expense                               8,759             7,789         18,168          14,870
------------------------------------------------------------------------------------------------------------------
    Net interest income                                    10,817            10,678         21,453          21,537
------------------------------------------------------------------------------------------------------------------
Provision for loan losses                                   1,050             1,167          1,273           1,427
------------------------------------------------------------------------------------------------------------------
    Net interest income after provision for loan losses     9,767             9,511         20,180          20,110
------------------------------------------------------------------------------------------------------------------
NONINTEREST INCOME
Service charges and fees on deposits                        1,747             1,279          3,301           2,568
Other service charges, commissions, and fees                  970             1,122          1,893           2,136
Data processing income                                        380               361            708             676
Trust income      507                                         457               893            819
Investment securities gains, net                              186                              465
Gain on sale of mortgage loans                                 65                11             97              15
Other                                                          39                38             69             118
------------------------------------------------------------------------------------------------------------------
       Total noninterest income                             3,894             3,268          7,426           6,332
------------------------------------------------------------------------------------------------------------------
NONINTEREST EXPENSE
Salaries and employee benefits                              4,565             4,742          9,499           9,506
Occupancy expenses, net                                       609               549          1,193           1,109
Equipment expenses                                            774               677          1,581           1,352
Bank franchise tax                                            297               289            593             574
Other                                                       2,050             2,250          3,937           4,248
------------------------------------------------------------------------------------------------------------------
       Total noninterest expense                            8,295             8,507         16,803          16,789
------------------------------------------------------------------------------------------------------------------
       Income before income taxes                           5,366             4,272         10,803           9,653
------------------------------------------------------------------------------------------------------------------
Income tax expense                                          1,470             1,320          3,001           2,703
------------------------------------------------------------------------------------------------------------------
Net income                                                 $3,896            $2,952         $7,802          $6,950
------------------------------------------------------------------------------------------------------------------
NET INCOME PER COMMON SHARE
    Basic and diluted                                        $.56              $.40          $1.11            $.94
------------------------------------------------------------------------------------------------------------------
WEIGHTED AVERAGE SHARES OUTSTANDING
    Basic                                                   6,949             7,346          7,023           7,384
    Diluted                                                 6,978             7,348          7,050           7,386
------------------------------------------------------------------------------------------------------------------
See accompanying notes to unaudited consolidated financial statements.
UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
----------------------------------------------------------------------------------------------------------------
                                                             Three Months Ended              Six Months Ended
                                                                   June 30,                       June 30,
(In thousands)                                              2001            2000             2001         2000
----------------------------------------------------------------------------------------------------------------
NET INCOME                                                $3,896           $2,952           $7,802       $6,950
Other comprehensive income (loss):
    Unrealized holding gain (loss) on available for sale
    securities arising during the period, net of tax
    of $50, $38, $544, and $(205), respectively               98               74            1,056         (398)
Reclassification adjustment for prior period
    unrealized gain recognized during current period,
    net of tax of $52 and $123, respectively.               (100)                             (239)
----------------------------------------------------------------------------------------------------------------
Other comprehensive (loss) income                             (2)              74              817         (398)
----------------------------------------------------------------------------------------------------------------
COMPREHENSIVE INCOME                                      $3,894           $3,026           $8,619       $6,552
------------------------------------------------------------------------------------------=---------------------
See accompanying notes to unaudited consolidated financial statements.
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
-------------------------------------------------------------------------------------------------------------------
                                                                        Six Months Ended           Six Months Ended
                                                                            June 30,                   June 30,
 (In thousands)                                                               2001                       2000
-------------------------------------------------------------------------------------------------------------------
CASH FLOWS FROM OPERATING ACTIVITIES
    Net income                                                               $7,802                     $6,950
    Adjustments to reconcile net income to net cash
       provided by operating activities:
       Depreciation and amortization                                          1,520                      1,294
       Net amortization of investment security
          premiums and discounts:
             Available for sale                                                (223)                      (229)
             Held to maturity                                                    (1)                        (8)
       Provision for loan losses                                              1,273                      1,427
       Noncash compensation expense                                             464                        486
       Mortgage loans originated for sale                                   (18,580)                    (3,432)
       Proceeds from sale of mortgage loans                                  18,063                      3,170
       Deferred income tax expense                                               14                         37
       Gain on sale of available for sale investment securities, net           (465)
       Gain on sale of mortgage loans                                           (97)                       (15)
       Gain on sale of premises and equipment                                    (2)                        (5)
       Decrease in accrued interest receivable                                  757                        117
       Increase in other assets                                                (945)                    (1,110)
       (Decrease) increase in accrued interest payable                         (178)                       188
       Increase in other liabilities                                            691                      1,566
-------------------------------------------------------------------------------------------------------------------
    Net cash provided by operating activities                                10,093                     10,436
-------------------------------------------------------------------------------------------------------------------

CASH FLOWS FROM INVESTING ACTIVITIES
    Proceeds from maturities and calls of investment securities:
       Available for sale                                                   217,372                     50,990
       Held to maturity                                                       7,570                      5,377
    Proceeds from sale of available for sale investment securities            7,694
    Purchases of investment securities:
       Available for sale                                                  (233,817)                   (33,257)
       Held to maturity                                                        (334)
    Loans originated for investment, net of principal collected             (17,728)                   (28,870)
    Purchases of premises and equipment                                      (1,580)                    (1,175)
    Proceeds from sale of premises and equipment                                  4                          3
-------------------------------------------------------------------------------------------------------------------
Net cash used in investing activities                                       (20,819)                    (6,932)
-------------------------------------------------------------------------------------------------------------------

CASH FLOWS FROM FINANCING ACTIVITIES
    Net decrease in deposits                                                (73,184)                   (23,511)
    Net increase in securities sold under agreements to repurchase           19,349                      8,332
    Proceeds from long term debt                                                                         3,000
    Repayments of long term debt                                             (3,344)                      (461)
    Net decrease in other borrowed funds                                       (389)                       (23)
    Dividends paid                                                           (4,299)                    (4,312)
    Purchase of common stock                                                 (8,238)                    (4,637)
    Stock options exercised                                                      63                        158
-------------------------------------------------------------------------------------------------------------------
    Net cash used in financing activities                                   (70,042)                   (21,454)
-------------------------------------------------------------------------------------------------------------------
Net decrease in cash and cash equivalents                                   (80,768)                   (17,950)
-------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents at beginning of year                              229,871                    135,360
-------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents at end of period                                 $149,103                   $117,410
-------------------------------------------------------------------------------------------------------------------
SUPPLEMENTAL DISCLOSURES Cash paid during the period for:
    Interest                                                                $18,346                    $14,682
    Income taxes                                                              3,100                      2,600
Cash dividend declared and unpaid                                             2,084                      2,125
-------------------------------------------------------------------------------------------------------------------
See accompanying notes to unaudited consolidated financial Statements.
UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
-----------------------------------------------------------------------------------------------------------------------------------
(In thousands)                                                                                      Accumulated
                                                                                                       Other             Total
Six Months ended                         Common Stock     Capital    Retained    Treasury Stock    Comprehensive     Shareholders'
June 30, 2001 and 2000               Shares     Amount    Surplus    Earnings   Shares     Amount  Income (Loss)        Equity
-----------------------------------------------------------------------------------------------------------------------------------
Balance at December 31, 2000       8,032     $1,004    $13,634    $131,021     860     $(20,755)      $557           $125,461
Net income                                                             7,802                                              7,802
Other comprehensive income                                                                               817                817
Cash dividends declared,
  $.60 per share                                                      (4,228)                                            (4,228)
Purchase of common stock                                                         234       (8,238)                       (8,238)
Stock options exercised                  2                    63                                                             63
Noncash compensation expense
  attributed to stock option grants                          464                                                            464
-----------------------------------------------------------------------------------------------------------------------------------
  Balance at June 30, 2001           8,034     $1,004    $14,161    $134,595   1,094     $(28,993)    $1,374           $122,141
-----------------------------------------------------------------------------------------------------------------------------------

-----------------------------------------------------------------------------------------------------------------------------------
  Balance at December 31, 1999       8,020     $1,002    $12,370    $125,173     582     $(11,498)   $(1,941)          $125,106
Net income                                                             6,950                                              6,950
Other comprehensive loss                                                                                (398)              (398)
Cash dividends declared,
  $.58 per share                                                      (4,275)                                            (4,275)
Purchase of common stock                                                         145       (4,637)                       (4,637)
Stock options exercised                  6          1        157                                                            158
Noncash compensation expense
  attributed to stock option grants                          486                                                            486
-----------------------------------------------------------------------------------------------------------------------------------
  Balance at June 30, 2000           8,026     $1,003    $13,013    $127,848     727     $(16,135)   $(2,339)          $123,390
-----------------------------------------------------------------------------------------------------------------------------------
See accompanying notes to unaudited consolidated financial statements.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

1.   BASIS OF PRESENTATION

The consolidated  financial  statements  include the accounts of Farmers Capital
Bank  Corporation  (the  "Company"),   a  financial  holding  company,  and  its
subsidiaries,  including its principal subsidiary,  Farmers Bank & Capital Trust
Company.  All  significant  intercompany  transactions  and  accounts  have been
eliminated in consolidation.

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States of America requires  management to make
estimates  and  assumptions  that  affect  the  reported  amounts  of assets and
liabilities  and disclosure of contingent  assets and liabilities as of the date
of the financial  statements  and the reported  amounts of revenues and expenses
during the reporting period.  Estimates used in the preparation of the financial
statements  are based on various  factors  including  the current  interest rate
environment  and the  general  strength  of the local  economy.  Changes  in the
overall  interest rate  environment can  significantly  affect the Company's net
interest  income and the value of its recorded  assets and  liabilities.  Actual
results  could  differ  from  those  estimates  used in the  preparation  of the
financial statements.

The  financial  information  presented as of any date other than December 31 has
been  prepared  from the books  and  records  without  audit.  The  accompanying
consolidated  financial  statements  have been prepared in  accordance  with the
instructions  to Form 10-Q and Rule 10-01 of  Regulation  S-X and do not include
all of the  information  and the  footnotes  required by  accounting  principles
generally  accepted  in the United  States of  America  for  complete  financial
statements. In the opinion of management, all adjustments,  consisting of normal
recurring  adjustments,  necessary  for a fair  presentation  of such  financial
statements,  have been  included.  The  results of  operations  for the  interim
periods are not  necessarily  indicative  of the results to be expected  for the
full year.

For further  information,  refer to the  consolidated  financial  statements and
footnotes  thereto  included in the Company's Annual Report on Form 10-K for the
year ended December 31, 2000.

2.   RECLASSIFICATIONS

Certain   reclassifications   have  been  made  to  the  consolidated  financial
statements of prior periods to conform to the current period presentation.  Such
reclassifications have no effect on previously reported net income.
Item 2.  Management's Discussion and Analysis of Financial Condition and Results
--------------------------------------------------------------------------------
         of Operations
         -------------

FORWARD-LOOKING STATEMENTS

This report contains  forward-looking  statements  under the Private  Securities
Litigation Reform Act of 1995 that involve risks and uncertainties. Although the
Company believes that the assumptions underlying the forward-looking  statements
contained herein are reasonable, any of the assumptions could be inaccurate, and
therefore,  there  can  be no  assurance  that  the  forward-looking  statements
included  herein will prove to be  accurate.  Factors  that could  cause  actual
results to differ from the results discussed in the  forward-looking  statements
include,  but are not limited to: economic  conditions  (both generally and more
specifically in the markets in which the Company and its subsidiaries  operate);
competition  for the  Company's  customers  from other  providers  of  financial
services; government legislation and regulation (which changes from time to time
and over which the Company has no control);  changes in interest rates; material
unforeseen  changes  in the  liquidity,  results  of  operations,  or  financial
condition of the Company's customers;  and other risks detailed in the Company's
filings with the Securities and Exchange Commission,  all of which are difficult
to predict and many of which are beyond the control of the Company.

RESULTS OF OPERATIONS

                   Second Quarter 2001 vs. Second Quarter 2000
                   -------------------------------------------

The Company  reported  net income of $3.9  million or $.56 per basic and diluted
share for the second  quarter of 2001  compared to net income of $3.0 million or
$.40 per basic and diluted share for the second quarter of 2000. This represents
an increase of 40% on a per share basis. Net interest income after provision for
loan losses for the current  quarter  totaled $9.8 million,  an increase of $256
thousand  or  2.7%.   Noninterest  income  increased  $626  thousand  or  19.2%.
Noninterest expense decreased $212 thousand or 2.5%

The  Company's  share  buy-back  program,  which has been in effect for  several
years,  had a positive  impact on earnings per share.  The diluted  earnings per
share growth is 803 basis points higher than the net income  growth  results for
the three  months ended June 30, 2001.  The  weighted  average  number of common
shares outstanding  decreased 397 thousand or 5.4% and 370 thousand or 5.0% on a
basic and diluted basis, respectively.

Return on average  assets was 1.39% for the  current  quarter  compared to 1.17%
reported  for the same period in 2000.  Return on average  equity was 12.95% for
the second quarter of 2001 compared to 9.57% in the same period of 2000.

Net Interest Income
-------------------

Net interest  income  totaled $10.8  million for the second  quarter of 2001, an
increase  of $139  thousand  or 1.3%  over the  second  quarter  of 2000.  Total
interest income was $19.6 million for the second quarter of 2001, an increase of
$1.1 million or 6.0% over the second quarter of 2000. Total interest expense was
$8.8  million for the  current  quarter,  an  increase of $1.0  million or 12.5%
compared  to the same  period  in 2000.  Average  interest  bearing  liabilities
increased $108.2 million while the rate paid decreased 10 basis points to 4.19%.

Interest and fees on loans increased $347 thousand  primarily due to an increase
in  volume.  Average  loans  increased  $30.4  million,  or 4.6% while the yield
decreased 19 basis  points to 8.89%.  Interest on taxable  securities  increased
$398 thousand or 18.7% primarily due to a $40.8 million  increase in the average
balance. The average rate earned on taxable securities decreased 57 basis points
to 5.77%.  Interest on nontaxable  securities decreased $41 thousand or 4.7% due
to a $4.0 million  decrease in the average balance and a 12 basis point decrease
in the average rate to 6.48%. Interest on short-term  investments increased $405
thousand due primarily to an increase in the average balance of $48.5 million.

The 12.5%  increase in total  interest  expense is  primarily  attributed  to an
increase  in  interest  on time  deposits  of $1.1  million  and an  increase in
interest on securities  sold under  agreements  to repurchase of $397  thousand.
These  increases  were  largely  due  to an  increase  in  the  average  balance
outstanding  of $51.9 million and $52.1 million for time deposits and securities
sold under agreements to repurchase,  respectively. Interest expense on interest
bearing  demand  deposits and savings  deposits  declined $256 thousand and $327
thousand,  respectively  due primarily to reductions in the average rate paid on
these deposits.

The net interest margin on a tax equivalent  basis decreased to 4.41% during the
second  quarter of 2001  compared  to 4.93% in the second  quarter of 2000.  The
spread between rates earned and paid was 3.65% for the current quarter  compared
to 4.08% in the same period last year.  The decrease is the result of a 53 basis
point  decrease in the average  rate earned on earning  assets while the average
rate paid on interest bearing liabilities decreased only 10 basis points.

The interest rate  environment  has been extremely  volatile  during the current
period. Actions taken by the Federal Reserve Board to reduce short term interest
rates have  affected  the  Company's  net  interest  margin,  as well as the net
interest margin of many banks in the industry. The effect of the Federal Reserve
Board's actions has generally led to interest rates on earning assets  declining
more rapidly than rates paid on interest bearing  liabilities.  During a falling
rate environment,  the challenge is to reduce the rates paid on interest bearing
liabilities  (primarily deposits) to offset the decline in the yield on variable
rate assets (primarily loans) while remaining competitive in our markets.

Noninterest Income
------------------

Noninterest income was $3.9 million for the current quarter, an increase of $626
thousand  or 19.2%  compared  to the prior  year.  Service  charges  and fees on
deposits,  the largest component of noninterest income,  increased $468 thousand
or 37% primarily due to a change in NSF fee  structure.  Other service  charges,
commissions,  and fees  decreased  $152  thousand  or 13.5% due  primarily  to a
decrease in custodial  safekeeping fees from the Commonwealth of Kentucky.  Data
processing  income  increased  5.3% to $380  thousand.  Trust fees increased $50
thousand  to $507  thousand.  Net  gains  on the  sale  of  available  for  sale
investment  securities,  which were zero in the second quarter of 2000,  totaled
$186 thousand in the current quarter.

Noninterest Expense
-------------------

Total  noninterest  expense  decreased  $212  thousand  or 2.5% from the  second
quarter of 2000 to $8.3  million.  Salaries and employee  benefits,  the largest
component of noninterest  expense,  decreased $177 thousand or 3.7%. An increase
in salaries was more than offset by a reduction in benefit  expenses.  Occupancy
expense,  net of rental  income,  increased $60 thousand in the  comparison  and
totaled $609 thousand.  ___ Equipment expense totaled $774 thousand, an increase
of $97  thousand or 14.3%.  The  increase is  primarily  the result of increased
depreciation.  Bank  franchise  tax  increased  2.8%  to  $297  thousand.  Other
noninterest  expense  decreased $200 thousand to $2.1 million.  The reduction in
other noninterest  expense is primarily  attributed to a reduction in legal fees
of  $116  thousand,  correspondent  bank  fees  of $38  thousand,  and  goodwill
amortization of $33 thousand.

Income Taxes
------------

Income tax expense for the second quarter of 2001 was $1.5 million, an increase
of $150 thousand or 11.4% from the second quarter of 2000. The effective tax
rate was 27.39% for the current quarter, a decrease of 351 basis points from the
second quarter of 2000. The decrease in the effective tax rate is due primarily
to a combination of increased low income housing tax credits, an increase in
nontaxable loans, and a decrease in goodwill amortization.

                            First Six Months of 2001
                            ------------------------

Net income for the six months ended June 30, 2001 was $7.8  million  compared to
net income of $6.95  million  for the same  period in 2000,  an increase of $852
thousand or 12.3%.  On a basic and diluted per share basis,  net income  totaled
$1.11 for the  current  six-month  period,  an  increase  of $.17 or 18.1%.  The
increase in net income is due  primarily  to an increase in service  charges and
fees on loans of $733 thousand and an increase in gains on the sale of available
for sale investment securities of $465 thousand.

The  Company's  share  buy-back  program had a positive  impact on earnings  per
share. The diluted earnings per share growth is 583 basis points higher than the
net income growth  results for the six months ended June 30, 2001.  The weighted
average number of common shares  outstanding  decreased 361 thousand or 4.9% and
336 thousand or 4.5% on a basic and diluted basis, respectively.

Return on average  assets was 1.42% for the six months ended June 30,  2001,  an
increase  of 3 basis  points  from the same  period in 2000.  Return on  average
equity was 12.86%,  an increase of 162 basis points from the first six months of
2000.

Net Interest Income
-------------------

Net  interest  income  totaled  $21.5  million for the six months ended June 30,
2001,  virtually  unchanged  compared to the same period in 2000. Total interest
income  grew $3.2  million to $39.6  million,  but was offset by a $3.3  million
increase in total interest expense.

Interest and fees on loans  increased  $1.3 million or 4.5%  primarily  due to a
$32.6  million or 5.0%  increase  in the average  balance of loans  outstanding.
Interest  on taxable  securities  increased  $784  thousand  or 17.9% as a $32.9
million increase in the average balance outstanding offset a decline in yield of
27 basis points.  Interest on nontaxable  securities  decreased $134 thousand or
7.6% due to a decrease in both the average  balance  outstanding  and the yield.
Interest on  short-term  investments  increased  $1.2 million as a $56.5 million
increase in the  average  outstanding  offset a 127 basis  point  decline in the
yield.

Total interest expense increased $3.3 million or 22% to $18.2 million.  Interest
expense on interest bearing demand deposits and savings  deposits  declined $298
thousand and $277  thousand,  respectively  due  primarily to  reductions in the
average rate paid on these deposits.  These decreases were offset by an increase
in interest  expense on time  deposits of $2.6  million,  securities  sold under
agreements  to  repurchase of $1.2  million,  and other  borrowed  funds of $100
thousand.  The increase in interest on time  deposits is due to a $54.5  million
increase in the average balance outstanding and a 63 basis point increase in the
average rate paid. The increase in interest on securities sold under  agreements
to repurchase and other borrowed funds is primarily attributed to an increase in
their   average   outstanding   balance  of  $50.8  million  and  $2.7  million,
respectively.

Net interest margin on a tax equivalent basis decreased 58 basis points to 4.43%
during the first six months of 2001  compared  to the same  period of 2000.  The
spread between rates earned and paid was 3.62% in the current period compared to
4.20% in the prior year. This is also a decrease of 58 basis points.  The impact
of noninterest  bearing sources of funds  contributed 81 basis points to the net
interest margin for the current year, unchanged from the previous year.

Noninterest Income
------------------

Noninterest  income  was $7.4  million  for the  first six  months  of 2001,  an
increase of $1.1 million or 17.3%  compared to the same period in 2000.  Service
charges and fees on  deposits,  the largest  component  of  noninterest  income,
increased $733 thousand or 28.5% primarily due to a change in NSF fee structure.
Other service  charges,  commissions,  and fees  decreased $243 thousand to $1.9
million  primarily  due to a decrease  in  custodial  safekeeping  fees from the
Commonwealth of Kentucky.  Data processing income increased $32 thousand to $708
thousand. Trust fees increased $74 thousand or 9.0% to a total of $893 thousand.
Net gains on the sale of available for sale  investment  securities,  which were
zero during 2000, totaled $465 thousand in the current period.

Noninterest Expense
-------------------

Total noninterest expense remained relatively unchanged at $16.8 million for the
first six months of 2001. Salaries and employee benefits,  the largest component
of noninterest expense,  remained at $9.5 million in the six-month comparison. A
decrease in benefit expenses offset the increase in salaries. Occupancy expense,
net of  rental  income,  increased  $84  thousand  or  7.6%  in the  comparison.
Equipment  expense increased $229 thousand or 16.9% primarily due to an increase
in depreciation  expense.  Bank franchise tax expense  increased $19 thousand or
3.3% to $593 thousand. Other noninterest expense decreased $311 thousand or 7.3%
to $3.9  million.  The  decrease  in  other  noninterest  expense  is  primarily
attributable to a reduction in correspondent  bank fees of $158 thousand,  legal
fees of $101 thousand, and goodwill amortization of $37 thousand.

Income Taxes
------------

Income  tax  expense  for the first  six  months  of 2001 was $3.0  million,  an
increase  of $298  thousand or 11.0%  compared  to the same period in 2000.  The
effective tax rate was 27.78% for the first six months of 2001, a decrease of 22
basis points from the prior year.

FINANCIAL CONDITION

Total  assets were $1.1  billion on June 30,  2001, a decrease of $60 million or
5.0% from December 31, 2000. Fluctuations in assets and deposits are typical due
to the relationship between the Company's principal  subsidiary,  Farmers Bank &
Capital Trust Company,  and the Commonwealth of Kentucky.  Farmers Bank provides
various  services to state agencies of the  Commonwealth.  As the depository for
the Commonwealth,  these agencies issue checks drawn on Farmers Bank,  including
paychecks and state income tax refunds.  Farmers Bank also processes vouchers of
the WIC  (Women,  Infants  and  Children)  program  for the  Cabinet  for  Human
Resources.  The Bank's  investment  department  also  provides  services  to the
Teacher's  Retirement  systems.  As the depository for the  Commonwealth,  large
fluctuations  in deposits  are likely to occur on a daily  basis.  On an average
basis,  total  assets  were $1.1  billion  for the first six months of 2001,  an
increase of $83 million or 8.0% from year-end 2000.

Loans
-----

Loans,  net of  unearned  income,  totaled  $701  million at June 30,  2001,  an
increase of $17.3 million or 2.5% from year-end  2000.  The increase in loans is
primarily  attributed  to an $11.5  million or 2.5% increase in loans secured by
real estate. Average net loans for the six-month period ended June 30, 2001 were
$690 million, an increase of $23.1 million or 3.5% compared to the year-end 2000
average. On average, loans represented 67.8% of earning assets compared to 72.0%
for year-end 2000. As loan demand fluctuates, the available funds are redirected
between either temporary investments or investment securities.

Allowance for Loan Losses
-------------------------

The allowance for loan losses was $10.5 million at June 30, 2001, an increase of
$265 thousand from the prior year-end. The allowance for loan losses was 1.5% of
net loans at June 30, 2001.  In  management's  opinion,  the  allowance for loan
losses is adequate to cover losses inherent in the loan portfolio. The provision
for loan losses decreased $154 thousand in the current six-month period compared
to the same period in 2000.  The Company had net  charge-offs of $1.0 million in
the first six months of 2001,  relatively  unchanged compared to the same period
of 2000.  Management continues to emphasize collection efforts and evaluation of
risks within the portfolio.

Nonperforming Assets
--------------------

Nonperforming  assets for the Company include  nonperforming  loans,  other real
estate owned,  and other  foreclosed  assets.  Nonperforming  loans  consists of
nonaccrual loans,  restructured loans, and loans past due ninety days or more on
which interest in still accruing.  Nonperforming  assets totaled $7.8 million at
June 30, 2001, an increase of $2.4 million from the prior year-end. The increase
in  nonperforming  assets is primarily  attributed to a $1.8 million increase in
nonaccrual loans. A significant portion of the increase in nonperforming  assets
relates to the  remaining  balance of one  commercial  credit that was partially
charged  off.  Loans past due  ninety  days or more on which  interest  is still
accruing increased $558 thousand for the current period in relation to the prior
year end total of $1.7 million. Nonperforming loans as a percentage of net loans
increased from .67% at year-end to .99% at June 30, 2001.

Other real estate owned,  which had a balance of $598 thousand at year-end 2001,
decreased to $589 thousand as of June 30, 2001.

Temporary Investments
---------------------

Interest  bearing  deposits with other banks,  federal funds sold and securities
purchased  under  agreements  to resell  averaged  $85 million for the first six
months of 2001, an increase of $47 million from year end 2000.  This increase is
primarily  a  result  of  the  relationship   between  the  Company's  principal
subsidiary and the  Commonwealth of Kentucky as described in preceding  sections
of this report.  Temporary  investments  are reallocated as loan demand presents
the opportunity.

Investment Securities
---------------------

Investment  securities  were $264 million on June 30, 2001,  an increase of $3.4
million or 1.3% from  year-end  2000.  Available  for sale and held to  maturity
securities  were  $222  and $42  million,  respectively.  Investment  securities
averaged  $243  million  for the first six months of 2001,  an increase of $21.9
million or 10.0% from  year-end  2000.  The  Company had an  unrealized  gain on
available  for sale  investment  securities  of $2.1  million  at June 30,  2001
compared  to $844  thousand  at year-end  2000.  Typically,  the value of a bond
portfolio and interest  rates have an inverse  relationship;  therefore,  in the
current falling interest rate  environment,  the value of the available for sale
portfolio has increased.

Deposits
--------

Total  deposits  were $896 million at June 30, 2001, a decrease of $73.2 million
or 7.6% from year-end 2000. Noninterest bearing deposits decreased $68.9 million
in the comparison.  This decrease is primarily due to the  relationship  between
the Company's principal subsidiary and the Commonwealth of Kentucky as described
in preceding sections of this report. On average,  noninterest  bearing deposits
were $149.7  million during the current  period,  an increase of $3.8 million or
2.6%.  Interest  bearing  deposits  decreased $4.3 million during the six months
ended June 30, 2001  compared to year-end  2000.  On average,  interest  bearing
deposits were $734 million in the current  period,  an increase of $48.9 million
or 7.1% from year end 2000. Total deposits averaged $884 million, an increase of
$52.7 million or 6.3% from year-end 2000.

Borrowed Funds
--------------

Borrowed  funds  totaled  $117.3  million at June 30, 2001, an increase of $15.6
million from year-end  2000.  The increase in borrowed funds is attributed to an
increase in securities  sold under  agreements  to repurchase of $19.3  million.
Total borrowed  funds averaged $97.5 million,  an increase of $36.7 million from
year end  2000.  The  fluctuation  in  borrowed  funds is  primarily  due to the
relationship  between the Company's principal subsidiary and the Commonwealth of
Kentucky as described in preceding sections of this report.

LIQUIDITY

The  liquidity  of the Parent  Company is  primarily  affected by the receipt of
dividends from its subsidiary banks and cash balances maintained. As of June 30,
2001 combined retained  earnings of the subsidiary banks were $60.9 million,  of
which $14.0  million was  available  for the payment of  dividends to the Parent
Company without  obtaining prior approval from bank  regulatory  agencies.  As a
practical matter, payment of future dividends is also subject to the maintenance
of other capital ratio  requirements.  Management expects that in the aggregate,
its  subsidiary  banks will  continue to have the  ability to dividend  adequate
funds to the Parent Company during the remainder of 2001. The Parent Company had
cash balances of $13.0 million at June 30, 2001.

The Company's  objective as it relates to liquidity is to insure that subsidiary
banks  have funds  available  to meet  deposit  withdrawals  and credit  demands
without unduly penalizing profitability.  In order to maintain a proper level of
liquidity,  the banks have several  sources of funds  available on a daily basis
that  can be used for  liquidity  purposes.  These  sources  of funds  primarily
include the  subsidiary  banks' core  deposits,  consisting of both business and
nonbusiness  deposits;  cash flow  generated by repayment of loan  principal and
interest;  and federal funds purchased and securities  sold under  agreements to
repurchase.

For the longer term, the liquidity position is managed by balancing the maturity
structure of the balance sheet. This process allows for an orderly flow of funds
over an extended period of time.

Liquid assets consist of cash and due from banks,  short-term  investments,  and
available for sale investment securities.  At June 30, 2001, such assets totaled
$371 million,  a decrease of $70.1 million from year-end 2000. Net cash provided
by operating  activities  totaled $10.1 million in the six months ended June 30,
2001 compared to $10.4  million for the same period last year.  Net cash used in
investing  activities was $20.8 million, an increase of $13.9 million.  Net cash
used in  financing  activities  was $70.0  million for the period ended June 30,
2001 compared to $21.5 million in the prior year comparison. The increase in net
cash used in financing activities is due primarily to the decrease in deposits.

CAPITAL RESOURCES

Shareholders'  equity  was $122  million on June 30,  2001.  This  represents  a
decrease of $3.3 million or 2.6% from year-end 2000.  The Company  purchased 234
thousand shares of its  outstanding  common stock during the first six months of
2001 for a total cost of $8.2 million.

The Company  announced a stock purchase plan on July 25, 2000, which states that
it intends to purchase up to 500,000  shares of its  outstanding  common  stock.
This is an addition to the plan  announced on November 9, 1998 to purchase up to
400,000  shares.  The purchases  will be dependent on the market  conditions and
there is no  guarantee  as to the exact  number of shares to be purchased by the
Company.  Shares  repurchased  will  be used  for  general  corporate  purposes.
Consistent  with the  objective of  maximizing  shareholder  value,  the Company
considers the purchase of its outstanding  shares in a given price range to be a
good investment of the Company's available funds.

The Company  issued  2,599  shares of common  stock  during the first six months
pursuant to its  nonqualified  stock option  plan.  Dividends of $4.2 million or
$.60 per share were declared during the first six months of 2001, an increase of
3.4% per share  compared  to the prior  year.  Accumulated  other  comprehensive
income,  consisting  of the  unrealized  holding  gain  on  available  for  sale
investment securities (net of tax) increased $817 thousand from year end 2000.

Consistent with the objective of operating a sound financial  organization,  the
Company's goal is to maintain  capital ratios well above the regulatory  minimum
requirements.  The Company's  capital ratios as of June 30, 2001, the regulatory
minimums and the regulatory standard for a "well capitalized" institution are as
follows:

                           Farmers Capital        Regulatory            Well
                          Bank Corporation          Minimum          Capitalized
--------------------------------------------------------------------------------
Tier 1 risk based             15.85%                 4.00%             6.00%

Total risk based              17.10%                 8.00%            10.00%

Leverage                      10.87%                 4.00%             5.00%

The capital ratios of all the subsidiary  banks, on an individual basis, were in
excess of the applicable  minimum  regulatory capital ratio requirements at June
30, 2001.

EFFECT OF IMPLEMENTING RECENTLY ISSUED ACCOUNTING STANDARDS

In July 2001,  the  Financial  Accounting  Standards  Board issued  Statement of
Financial Accounting Standards ("SFAS") No. 141, BUSINESS COMBINATIONS, and SFAS
No. 142,  GOODWILL AND OTHER INTANGIBLE  ASSETS.  SFAS No. 141 requires that the
purchase  method of accounting be used for all business  combinations  initiated
after  June  30,  2001 as  well as all  purchase  method  business  combinations
completed after June 30, 2001. SFAS No. 141 also specifies  criteria  intangible
assets  acquired  in a  purchase  method  business  combination  must meet to be
recognized and reported apart from goodwill. SFAS No. 142 requires that goodwill
and intangible assets with indefinite  useful lives no longer be amortized,  but
instead  be tested for  impairment  at least  annually  in  accordance  with the
provisions of Statement  142.  Statement  142 will also require that  intangible
assets with definite useful lives be amortized over their  respective  estimated
useful lives to their estimated  residual values, and reviewed for impairment in
accordance with SFAS No. 121, ACCOUNTING FOR THE IMPAIRMENT OF LONG-LIVED ASSETS
AND FOR LONG-LIVED ASSETS TO BE DISPOSED OF.

The Company is required to adopt the provisions of SFAS No. 141  immediately and
SFAS No. 142 effective January 1, 2002.

As of the date of adoption,  the Company expects to have no unamortized goodwill
or  other  unamortized  identifiable  intangible  assets.  Amortization  expense
related to  goodwill  was $495  thousand  and $213  thousand  for the year ended
December 31, 2000 and the six months ended June 30, 2001, respectively.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk
-------------------------------------------------------------------

There have been no material  changes in the Company's  market risk from December
31, 2000.  For  information  regarding the Company's  market risk,  refer to the
Company's Annual Report on Form 10-K for the year ended December 31, 2000.

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings
--------------------------

As of June 30, 2001,  there had been no material changes to the cases previously
reported, and no new significant cases have emerged.

There were various  other  pending  legal  actions and  proceedings  against the
Company  arising  from the normal  course of  business  and in which  claims for
damages are asserted.  Management, after discussion with legal counsel, believes
that these actions are without merit and that the ultimate  liability  resulting
from these  legal  actions  and  proceedings,  if any,  will not have a material
adverse effect upon the consolidated financial statements of the Company.

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

The annual meeting of  shareholders  was held May 8, 2001. The matters that were
voted upon included:

a)   The election of four directors for three-year terms ending in 2004 or until
     their successors have been elected and qualified.

b)   The  transaction  of such other  business as may  properly  come before the
     meeting.

The outcome of the voting was as follows:
NAME                          FOR          AGAINST       WITHHELD      ABSTAINED
Lloyd C. Hillard, Jr.      5,898,497          0           100,490          0
Harold G. Mays             5,941,183          0           57,804           0
Robert Roach, Jr.          5,928,425          0           70,562           0
W. Benjamin Crain          5,941,483          0           57,504           0
The transaction of
  other business           5,680,065       238,503           0           80,419

Listed below is the name of each director whose term of office  continued  after
the meeting.

Stokes A. Baird IV                          J. Barry Banker
James H. Childers                           Charles S. Boyd
Michael M. Sullivan                         G. Anthony Busseni
Frank W. Sower, Jr.                         Glenn Birdwhistell

In addition to the directors above, Dr. John P. Stewart,  Chairman Emeritus,  E.
Bruce  Dungan,  and  Charles T.  Mitchell  serve as advisory  directors  for the
Company.

Item 6.  Exhibits and Reports On Form 8-K
-----------------------------------------

a)       List of Exhibits
         ----------------

         11    Statement re computation of per share earnings

b)       Reports on Form 8-K
         -------------------

         None.

                                   SIGNATURES

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.

Date:    8-8-01               /s/ Charles S. Boyd
      ------------          ----------------------------------------------------
                            Charles Scott Boyd,
                            President and CEO (Principal Executive Officer)

Date:    8-8-01               /s/ Cecil Douglas Carpenter
      ------------          ----------------------------------------------------
                            Cecil Douglas Carpenter,
                            Vice President and CFO (Principal Financial and
                            Accounting Officer)
Exhibit 11
                 STATEMENT RE COMPUTATION OF PER SHARE EARNINGS
                 ----------------------------------------------

----------------------------------------------------------------------------------------
                                            Three Months Ended          Six Months Ended
                                                 June 30,                   June 30,
(In thousands, except per share data)      2001           2000         2001         2000
----------------------------------------------------------------------------------------
Net income, basic and diluted            $3,896         $2,952       $7,802       $6,950
----------------------------------------------------------------------------------------
Average shares outstanding                6,949          7,346        7,023        7,384
Effect of dilutive stock options             29              2           27            2
----------------------------------------------------------------------------------------
Average diluted shares outstanding        6,978          7,348        7,050        7,386
----------------------------------------------------------------------------------------

Net income per share, basic                $.56           $.40        $1.11         $.94
Net income per share, diluted              $.56           $.40        $1.11         $.94
----------------------------------------------------------------------------------------