content: SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549
  
  
                                 FORM 8-K
  
                              CURRENT REPORT
  
  
                   Pursuant to Section 13 or 15(d) of the
                      Securities Exchange Act of 1934
  
  
  Date of Report (Date of earliest event reported):  August 13, 1998
  
                         INTERCOUNTY BANCSHARES, INC.            
          (Exact name of registrant as specified in its charter)
  
  
          OHIO                    0-23134                    31-1004998
     ---------------         -------------------       ----------------------
    (State or other         (Commission File No.)      (IRS Employer I.D. No.)
     jurisdiction of
     incorporation)
  
  
            48 N. South Street, Wilmington, Ohio        45177
          ----------------------------------------------------
         (Address of principal executive offices)    (Zip Code)
  
  
  Registrant's telephone number, including area code:   (937) 382-1441
                                                      -------------------
  
  
  <PAGE>
  
  Item 5.     Other Events.
  ------      ------------
  
  On August 13, 1998, InterCounty Bancshares, Inc., parent company of The
  National Bank and Trust Company, announced that it will be calling a special
  meeting of shareholders to adopt an amendment to its Articles of Incorporation
  to authorize additional shares.  The Board of Directors expects to declare a
  two-for-one stock split in the form of a stock dividend if the shareholders
  adopt the amendment to the Articles.
  
  
  
  
  
  <PAGE>
  
  
  
                                SIGNATUES   
                                ---------
  
  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.
  
  
                                          INTERCOUNTY BANCSHARES, INC.
  
  
  
                                          By: /s/ Charles L. Dehner
                                              ---------------------
                                              Charles L. Dehner
                                              Executive Vice President, Chief
                                               Financial Officer
  
  
  Date:  August 14, 1998
metadata_documents: [{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 2261}]
metadata_filer: {"company-data": {"conformed-name": "INTERCOUNTY BANCSHARES INC", "cik": "0000908837", "assigned-sic": "6029", "irs-number": "311004998", "state-of-incorporation": "OH", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-23134", "film-number": "98692818"}, "business-address": {"street1": "48 NORTH SOUTH ST", "city": "WILMINGTON", "state": "OH", "zip": "45177", "phone": "5133821441"}}
text: SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549
  
                                 FORM 8-K
  
                              CURRENT REPORT
  
                   Pursuant to Section 13 or 15(d) of the
                      Securities Exchange Act of 1934
  
  Date of Report (Date of earliest event reported):  August 13, 1998
  
                         INTERCOUNTY BANCSHARES, INC.            
          (Exact name of registrant as specified in its charter)
  
          OHIO                    0-23134                    31-1004998
     ---------------         -------------------       ----------------------
    (State or other         (Commission File No.)      (IRS Employer I.D. No.)
     jurisdiction of
     incorporation)
  
            48 N. South Street, Wilmington, Ohio        45177
          ----------------------------------------------------
         (Address of principal executive offices)    (Zip Code)
  
  Registrant's telephone number, including area code:   (937) 382-1441
                                                      -------------------
  Item 5.     Other Events.
  ------      ------------
  
  On August 13, 1998, InterCounty Bancshares, Inc., parent company of The
  National Bank and Trust Company, announced that it will be calling a special
  meeting of shareholders to adopt an amendment to its Articles of Incorporation
  to authorize additional shares.  The Board of Directors expects to declare a
  two-for-one stock split in the form of a stock dividend if the shareholders
  adopt the amendment to the Articles.
  SIGNATUES   
                                ---------
  
  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.
  
                                          INTERCOUNTY BANCSHARES, INC.
  
                                          By: /s/ Charles L. Dehner
                                              ---------------------
                                              Charles L. Dehner
                                              Executive Vice President, Chief
                                               Financial Officer
  
  Date:  August 14, 1998