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):  July 9, 2001
  
  
                          NB&T FINANCIAL GROUP, INC.
              -----------------------------------------------------
              (Exact name of registrant as specified in its charter)
  
  
  
  
              OHIO                    0-23134              31-1004998
  ---------------------------    -------------------   --------------------
  (State or other jurisdiction  (Commission File No.) (IRS Employer I.D. No.)
       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 July 9, 2001, The National Bank and Trust Company ("NB&T"), a
  federally chartered bank and wholly-owned subsidiary of NB&T Financial Group,
  Inc., both of which are headquartered in Wilmington, Ohio, Premier Financial
  Bancorp, Inc., a Kentucky corporation ("Premier"), and Sabina Bank, a bank
  chartered under the laws of the State of Ohio and a wholly-owned subsidiary of
  Premier, entered into an Asset Purchase and Liability Assumption Agreement
  (the "Agreement"), which sets forth the terms and conditions under which NB&T
  will acquire the business of Sabina Bank (the "Acquisition").  Under the terms
  of the Agreement, NB&T will acquire substantially all of the assets and assume
  specified liabilities, including the deposits, of Sabina Bank.  NB&T will pay
  to Premier Financial Bancorp in cash an amount equal to the sum of (a) 2.25
  times (b)(1) the regulatory Tier I capital of Sabina Bank, less (2) the sum of
  (i) the intangible assets of Sabina Bank, (ii) the prepaid expenses of Sabina
  Bank and (iii)(A) two percent of the gross loans of Sabina Bank less (B) the
  amount of Sabina Bank's allowance for loan losses.  Based on financial data as
  of March 31, 2001, that amount would have been $11.5 million.
  
       Consummation of the Acquisition is subject to the receipt of all required
  regulatory approvals, as well as other customary conditions.  The Acquisition
  will not require the approval of the shareholders of either NB&T Financial
  Group or Premier.
  
       The Agreement and the press release issued by NB&T Financial Group on
  July 9, 2001, regarding the Merger are attached as exhibits to this report and
  are incorporated herein by reference.  The foregoing summary of the Agreement
  does not purport to be complete and is qualified in its entirety by reference
  to such Agreement.
  
  
  <PAGE>
  
  Item 7.(b)  Exhibits
  
       a. Exhibits
  
  
           Exhibit
             No.                         Exhibit Description
          --------                       -------------------
  
              2                          Asset Purchase and Liability
                                          Assumption Agreement
  
  
             99                          News Release - The National
                                          Bank and Trust Company to
                                          Acquire Business of Sabina
                                          Bank
  
  
  
  <PAGE>
  
                                 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.
  
  
                                       NB&T FINANCIAL GROUP, INC.
  
  
  
                                       By: /s/Charles L. Dehner
                                           ----------------------------
                                           Charles L. Dehner
                                           Executive Vice President,
                                             Chief Financial Officer
  
  
  Date:  July 9, 2001
metadata_documents: [{"type": "8-K", "sequence": "1", "filename": "nbt8k0709.txt", "secsgml_size_bytes": 4191}]
metadata_filer: {"company-data": {"conformed-name": "NB&T FINANCIAL GROUP 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": "1676646"}, "business-address": {"street1": "48 NORTH SOUTH ST", "city": "WILMINGTON", "state": "OH", "zip": "45177", "phone": "9373821441"}, "mail-address": {"street1": "48 NORTH SOUTH ST", "city": "WILMINGTON", "state": "OH", "zip": "45177"}, "former-company": {"former-conformed-name": "INTERCOUNTY BANCSHARES INC", "date-changed": "19930708"}}
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):  July 9, 2001
  
                          NB&T FINANCIAL GROUP, INC.
              -----------------------------------------------------
              (Exact name of registrant as specified in its charter)
  
              OHIO                    0-23134              31-1004998
  ---------------------------    -------------------   --------------------
  (State or other jurisdiction  (Commission File No.) (IRS Employer I.D. No.)
       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 July 9, 2001, The National Bank and Trust Company ("NB&T"), a
  federally chartered bank and wholly-owned subsidiary of NB&T Financial Group,
  Inc., both of which are headquartered in Wilmington, Ohio, Premier Financial
  Bancorp, Inc., a Kentucky corporation ("Premier"), and Sabina Bank, a bank
  chartered under the laws of the State of Ohio and a wholly-owned subsidiary of
  Premier, entered into an Asset Purchase and Liability Assumption Agreement
  (the "Agreement"), which sets forth the terms and conditions under which NB&T
  will acquire the business of Sabina Bank (the "Acquisition").  Under the terms
  of the Agreement, NB&T will acquire substantially all of the assets and assume
  specified liabilities, including the deposits, of Sabina Bank.  NB&T will pay
  to Premier Financial Bancorp in cash an amount equal to the sum of (a) 2.25
  times (b)(1) the regulatory Tier I capital of Sabina Bank, less (2) the sum of
  (i) the intangible assets of Sabina Bank, (ii) the prepaid expenses of Sabina
  Bank and (iii)(A) two percent of the gross loans of Sabina Bank less (B) the
  amount of Sabina Bank's allowance for loan losses.  Based on financial data as
  of March 31, 2001, that amount would have been $11.5 million.
  
       Consummation of the Acquisition is subject to the receipt of all required
  regulatory approvals, as well as other customary conditions.  The Acquisition
  will not require the approval of the shareholders of either NB&T Financial
  Group or Premier.
  
       The Agreement and the press release issued by NB&T Financial Group on
  July 9, 2001, regarding the Merger are attached as exhibits to this report and
  are incorporated herein by reference.  The foregoing summary of the Agreement
  does not purport to be complete and is qualified in its entirety by reference
  to such Agreement.
  Item 7.(b)  Exhibits
  
       a. Exhibits
  
           Exhibit
             No.                         Exhibit Description
          --------                       -------------------
  
              2                          Asset Purchase and Liability
                                          Assumption Agreement
  
             99                          News Release - The National
                                          Bank and Trust Company to
                                          Acquire Business of Sabina
                                          Bank
  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.
  
                                       NB&T FINANCIAL GROUP, INC.
  
                                       By: /s/Charles L. Dehner
                                           ----------------------------
                                           Charles L. Dehner
                                           Executive Vice President,
                                             Chief Financial Officer
  
  Date:  July 9, 2001