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): December 11, 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 are code:   (937) 382-1441
                                                    ---------------------
  
  
  <PAGE>
  
  
  Item 5.      Other Events.
  ------       ------------
  
       On December 11, 1998, The National Bank and Trust Company, a national
  bank ("NB&T") and the wholly-owned subsidiary of InterCounty Bancshares, Inc.
  ("InterCounty"), acquired all of the outstanding shares of Arnold Jones
  Insurance Agency, Inc., an Ohio corporation located in Waynesville, Ohio (the
  "Agency").
  
       A total of 17,780 common shares of InterCounty were issued in exchange 
  for the shares of the Agency.
  
  <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.
  
  
  
                                   INTERCOUNTY BANCSHARES, INC.
  
  
  
  
                                    By:  /s/ Thomas L. Smith
                                         ---------------------------------
                                         Thomas L. Smith, President
  
  
  Date: December 11, 1998
metadata_documents: [{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 2256}]
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": "98768687"}, "business-address": {"street1": "48 NORTH SOUTH ST", "city": "WILMINGTON", "state": "OH", "zip": "45177", "phone": "9373821441"}}
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): December 11, 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 are code:   (937) 382-1441
                                                    ---------------------
  Item 5.      Other Events.
  ------       ------------
  
       On December 11, 1998, The National Bank and Trust Company, a national
  bank ("NB&T") and the wholly-owned subsidiary of InterCounty Bancshares, Inc.
  ("InterCounty"), acquired all of the outstanding shares of Arnold Jones
  Insurance Agency, Inc., an Ohio corporation located in Waynesville, Ohio (the
  "Agency").
  
       A total of 17,780 common shares of InterCounty were issued in exchange 
  for the shares of the Agency.
  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.
  
                                   INTERCOUNTY BANCSHARES, INC.
  
                                    By:  /s/ Thomas L. Smith
                                         ---------------------------------
                                         Thomas L. Smith, President
  
  Date: December 11, 1998