FORM 10 - QSB

                      SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, DC 20549

                 QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
                      THE SECURITIES EXCHANGE ACT OF 1934

                For Quarter Ended      September, 30, 1995
                                   ---------------------------

                    Commission File Number      0-16587
                                           -------------------

                       South Branch Valley Bancorp, Inc.
            (Exact name of registrant as specified in its charter)

             West Virginia                            55-0672148
- - - -------------------------------------------------------------------------------
 (State or other jurisdiction of                   (IRS Employer
  incorporation or organization)                    Identification No.)

                             310 North Main Street
                           Moorefield, West Virginia       26836
- - - --------------------------------------------------------------------------------
            (Address of principal executive offices)     (Zip Code)

                            (304)   538-2353
- - - --------------------------------------------------------------------------------
             (Registrant's telephone number, including area code)

Check  whether the issuer:  (1) has filed all reports  required by Section 13 or
15(d) of the Exchange Act of 1934 during the past 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
                                                             ----     ----

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

378,510 common shares were outstanding as of October 31, 1995.

Transitional Small Business Disclosure Format (check one):
Yes           No   X
    -------      -----

               SOUTH BRANCH VALLEY BANCORP, INC. AND SUBSIDIARY

                                     INDEX

Page

      I.    FINANCIAL INFORMATION

            Item 1.  Financial Statements

            Consolidated balance sheets
            September 30, 1995 (unaudited) and
            December 31, 1994................................................3

            Consolidated statements of
            income for the three months and nine
            months ended September 30, 1995, and
            1994 (unaudited).................................................4

            Consolidated statements of
            cash flows for the nine months ended
            September 30, 1995 and 1994 (unaudited)........................5-6

            Consolidated statements of
            shareholders' equity for the three
            months and nine months ended September 30,
            1995 and 1994 (unaudited)........................................7

            Notes to consolidated financial
            statements (unaudited).........................................8-9

            Item 2. Management's Discussion and
            Analysis of Financial Condition and Results
            of Operations................................................10-14

      II.   OTHER INFORMATION

            Item 6.  Exhibits and Reports on Form 8-K.......................15

            Signatures......................................................16

                                      -2-

SOUTH BRANCH VALLEY BANCORP, INC., AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS

                                                       September 30,     December 31,
                                                            1995             1994
                                                        (Unaudited)            *
ASSETS                                                ----------------     ------------
                                                                       
Cash and due from banks                                     $2,121,023       $2,152,919
Interest bearing deposits with other banks                   2,224,863        1,733,700
Federal funds sold                                             184,047              ---
Securities available for sale                               25,918,489       23,388,488
Securities held to maturity (estimated fair
    value 1995 $3,456,390; 1994 $3,414,764)                  3,418,790        3,165,939
Loans, net                                                  67,186,639       63,224,441
Bank premises and equipment, net                             2,434,837        1,587,965
Accrued interest receivable                                    999,142          883,058
Other assets                                                   231,098          497,810
                                                      ----------------     ------------
Total Assets                                              $104,718,928      $96,634,320
                                                      ================     ============

LIABILITIES
Non-interest bearing deposits                               $7,659,258       $8,047,012
Interest bearing deposits                                   84,432,515       76,930,853
                                                      ----------------     ------------
    Total deposits                                          92,091,773       84,977,865

Short-term borrowings                                        1,000,000        1,700,000
Other liabilities                                              761,469          578,315
                                                      ----------------     ------------
Total Liabilities                                           93,853,242       87,256,180
                                                      ----------------     ------------
Commitments and contingencies (Note 4)

SHAREHOLDERS' EQUITY
Common stock, $2.50 par value, authorized
   600,000 shares, issued 382,625 shares                       956,562          956,562
Surplus                                                        685,534          685,534
Net unrealized gain (loss) on securities                       126,293         (547,100)
Retained earnings                                            9,264,267        8,450,114
Less cost of shares acquired for the
   treasury 1995, 4,115; and 1994 4,115                       (166,970)        (166,970)
                                                      ----------------     ------------
Total Shareholders' Equity                                  10,865,686        9,378,140
                                                      ----------------     ------------
Total Liabilities and
Shareholders' Equity                                      $104,718,928      $96,634,320
                                                      ================     ============

* December  31, 1994  financial  information  has been  extracted  from  audited
financial statements.

See Notes to Consolidated Financial Statements
                                      -3-

SOUTH BRANCH VALLEY BANCORP, INC., AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
For the Three Months and Nine Months ended September 30, 1995 and 1994
(Unaudited)

                                                        Three Months Ended                      Nine Months Ended
                                                        September 30,    September 30,          September 30,    September 30,
                                                            1995             1994                   1995              1994
                                                      ---------------- ----------------        ----------------  --------------
Interest income:
                                                                                                         
   Interest and fees on loans                               $1,688,555       $1,495,557              $4,841,827      $4,294,262
   Interest on securities:
     Taxable                                                   457,647          436,115               1,316,430       1,318,850
     Tax-exempt                                                 40,948           36,566                 118,539         117,247
   Interest on federal funds sold                                8,368           10,211                  40,308          36,867
                                                      ----------------     ------------        ----------------    ------------
     Total interest income                                   2,195,518        1,978,449               6,317,104       5,767,226
                                                      ----------------     ------------        ----------------    ------------
Interest expense:
   Interest on deposits                                      1,044,353          823,114               2,910,256       2,388,980
   Interest on borrowed funds                                    8,852              ---                  37,354             588
                                                      ----------------     ------------        ----------------    ------------
     Total interest expense                                  1,053,205          823,114               2,947,610       2,389,568
                                                      ----------------     ------------        ----------------    ------------
       Net interest income                                   1,142,313        1,155,335               3,369,494       3,377,658
   Provision for loan losses                                     5,000           30,000                  55,000         120,000
                                                      ----------------     ------------        ----------------    ------------
     Net interest income after
       provision for loan losses                             1,137,313        1,125,335               3,314,494       3,257,658
                                                      ----------------     ------------        ----------------    ------------
Non-interest income:
   Insurance commissions                                        31,543           42,264                  78,808          74,327
   Trust department income                                          --               --                     508          12,208
   Service fee income                                           53,430           55,521                 156,648         158,289
   Securities gains (losses)                                   (17,292)          (2,362)                (19,147)          2,154
   Other income                                                 11,083            4,915                  34,854          27,772
                                                      ----------------     ------------        ----------------    ------------
     Total other income                                         78,764          100,338                 251,671         274,750
                                                      ----------------     ------------        ----------------    ------------
Non-interest expense:
   Salaries and employee benefits                              382,356          367,194               1,164,266       1,108,958
   Net occupancy expense of premises                            30,077           28,438                  87,750          88,636
   Equipment expense                                            39,359           34,728                 120,681         120,267
   FDIC insurance premiums                                      (5,692)          48,069                  91,269         156,572
   Other expenses                                              211,177          224,448                 654,721         665,552
                                                      ----------------     ------------        ----------------    ------------
      Total other expense                                      657,277          702,877               2,118,687       2,139,985
                                                      ----------------     ------------        ----------------    ------------

Income before income tax expense                               558,800          522,796               1,447,478       1,392,423

   Income tax expense                                          186,203          191,457                 508,417         457,745
                                                      ----------------     ------------        ----------------    ------------

Net income                                                    $372,597         $331,339                $939,061        $934,678
                                                      ================     ============        ================    ============

Earnings per common share (Note 2)                               $0.98            $0.87                   $2.48           $2.45
                                                      ================     ============        ================    ============

Dividends per common share                                        $---             $---                   $0.33           $0.30
                                                      ================     ============        ================    ============

See Notes to Consolidated Financial Statements
                                      -4-

SOUTH BRANCH VALLEY BANCORP, INC., AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
 For the Nine Months Ended September 30, 1995 and 1994
 (Unaudited)

                                                                        Nine Months Ended
                                                                        September 30,  September 30,
                                                                            1995           1994
                                                                     ----------------  -------------
CASH FLOWS FROM OPERATING ACTIVITIES
                                                                                   
     Net income                                                            $939,061      $934,678
     Adjustments to reconcile net earnings to net
     cash provided by operating activitites:
       Depreciation                                                         111,275        96,484
       Provision for loan losses                                             55,000       120,000
       Securities (gains) losses                                             19,147        (2,154)
       (Gain) on sale of other assets                                            --        (6,064)
       Provision for deferred income tax expense(benefit)                    21,648       (30,164)
       (Increase) in accrued income receivable                             (116,084)      (80,606)
       Amortization of security premiums and
         (accretion of discounts), net                                       73,115        97,327
       (Increase)  in other assets                                          (89,031)       (2,807)
        Increase  in other liabilities                                      104,092        59,199
                                                                     -------------------------------
       Net cash provided by operating activities                          1,118,223     1,185,893
                                                                     -------------------------------

CASH FLOWS FROM INVESTING ACTIVITIES
       Proceeds from maturities of securities held to maturity              100,000       300,000
       Purchases of securities held to maturity                            (615,567)           --
       Proceeds from sales of securities available for sale               2,030,688     2,010,156
       Proceeds from maturities of securities available for sale          2,075,000     2,375,000
       Purchases of securities available for sale                        (5,724,686)   (5,861,242)
       Principal payments received on securities held to maturity           254,883       825,066
       Principal payments received on securities available for sale          99,518        97,482
       (Increase) decrease in Federal funds sold, net                      (184,047)      525,000
       Principal collected on (loans to customers), net                  (4,025,598)   (4,188,287)
       (Purchase of) proceeds from interest bearing
           deposits with other banks                                       (491,163)      575,851
       Purchase of Bank premises and equipment                             (958,147)     (310,927)
       Proceeds from the sale of other assets                                    --        69,500
                                                                     -------------------------------
         Net cash provided by (used in) investing activities             (7,439,119)   (3,582,401)
                                                                     -------------------------------

Continued

See Notes to Consolidated Financial Statements
                                      -5-

SOUTH BRANCH VALLEY  BANCORP,  INC., AND SUBSIDIARY
CONSOLIDATED  STATEMENTS OF CASH FLOWS - Continued
For the Nine Months Ended September 30, 1995 and 1994

                                                                        Nine Months Ended
                                                                       September 30,   September 30,
                                                                            1995           1994
CASH FLOWS FROM FINANCING ACTIVITIES                                 --------------- ---------------
                                                                                  
      Net increase  in demand deposits, NOW and savings accounts          3,123,228     4,045,029
      Proceeds from sales of (payments for matured) time deposits,
       net                                                                3,990,680    (1,776,654)
      Net (decrease) in short-term borrowings                              (700,000)           --
      Dividends paid                                                       (124,908)     (114,788)
      Purchase of treasury stock                                                 --      (166,970)
                                                                     --------------- -------------
      Net cash provided by (used in) financing activities                 6,289,000     1,986,617
                                                                     --------------- -------------

      Increase (decrease) in cash and due from banks                        (31,896)     (409,891)

      Cash and due from banks:
            Beginning                                                     2,152,919     2,609,124
                                                                     --------------- -------------

            Ending                                                       $2,121,023    $2,199,233
                                                                     =============== =============

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

       Cash payments for:
          Interest paid to depositors                                    $2,824,075    $2,384,423
                                                                     =============== =============

          Income taxes                                                     $559,222      $408,411
                                                                     =============== =============

SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING
        AND FINANCING ACTIVITIES
       Other real estate acquired in settlement of loans                     $8,400       $38,800
                                                                     =============== =============

See Notes to  Consolidated  Financial  Statements

                                       -6-

SOUTH BRANCH VALLEY BANCORP, INC., AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
For the Three Months and Nine Months ended September 30, 1995 and 1994
 (Unaudited)

                                                      Three Months Ended
                                                      ----------------  -----------------
                                                       September 30,     September 30,
                                                            1995             1994
                                                      ----------------  -----------------
                                                                       
Balance, beginning of period                               $10,512,831       $9,432,817

 Net income                                                    372,597          331,339

Purchase of treasury stock                                         ---         (166,970)
 Change in net unrealized gain (loss)
   on securities                                               (19,742)        (165,781)
                                                      -----------------    -------------
Balance, September 30                                      $10,865,686       $9,431,405
                                                      =================    =============

                                                      Nine Months Ended
                                                      ----------------  ----------------
                                                       September 30,     September 30,
                                                            1995             1994
                                                      ----------------  ----------------
Balance, beginning of period                                $9,378,140       $9,079,746

   Net income                                                  939,061          934,678

   Cash dividends declared                                    (124,908)        (114,788)

 Net unrealized gain (loss) on
   securities available for sale upon
   adoption of SFAS No. 115                                        ---          431,220

 Change in net unrealized gain (loss)
   on securities                                               673,393         (732,481)

 Purchase of treasury stock                                        ---         (166,970)
                                                      -----------------    -------------
Balance, September 30                                      $10,865,686       $9,431,405
                                                      =================    =============

See Notes to Consolidated Financial Statements
                                      -7-

               SOUTH BRANCH VALLEY BANCORP, INC. AND SUBSIDIARY

                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                  (Unaudited)

Note 1.   Basis of Presentation

          The financial information included herein is unaudited;  however, such
     information reflects all adjustments (consisting solely of normal recurring
     adjustments) which are, in the opinion of management,  necessary for a fair
     statement of results for the interim periods. The results of operations for
     the  nine  month  period  ended  September  30,  1995  are not  necessarily
     indicative of the results to be expected for the full year.

 Note 2.  Earnings Per Share

          Earnings per common share are computed based upon the weighted average
     shares  outstanding.  The weighted average shares  outstanding for the nine
     month period  ending  September  30, 1995 were 378,510 and were 382,010 for
     the same period of 1994. The weighted  average shares  outstanding  for the
     three month period ending  September 30, 1995 were 378,510 and were 380,780
     for the same period of 1994.

Note 3.   Adoption of New Accounting Pronouncement

          Effective  January 1, 1995, the Company adopted Statement of Financial
     Accounting  Standards No.  114,"Accounting by Creditors for Impairment of a
     Loan"  (SFAS No.  114).  Under SFAS No.  114,  certain  impaired  loans are
     required to be reported at the present value of expected  future cash flows
     discounted   using  the  loan's  original   effective   interest  rate  or,
     alternatively,  at the loan's  observable market price or at the fair value
     of the loan's collateral if the loan is collateral dependent.  The adoption
     of SFAS No. 114 did not materially impact the Company's financial condition
     or results of operations.
                                      -8-

Note 4.   Acquisition of Bank Branch

          On July 18, 1995, the Company preliminarily agreed to purchase certain
     assets and assume certain  liabilities of a branch banking facility located
     in Petersburg,  West Virginia presently owned by another  unaffiliated bank
     holding  company.  The  acquisition  of  this  branch  is not  expected  to
     materially  impact the  company's  financial  condition  and results of its
     operations.  As  of  this  writing,  management  expects  to  finalize  the
     transaction to purchase the Petersburg branch office on November 15, 1995.

                                      -9-

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

                            INTRODUCTION AND SUMMARY

          The following is Management's discussion and analysis of the financial
     condition  and  financial  results of  operations  for South Branch  Valley
     Bancorp, Inc. and its wholly owned subsidiary, South Branch Valley National
     Bank, as of September 30, 1995.  Since the primary  business  activities of
     South Branch  Valley  Bancorp,  Inc. are conducted  through the Bank,  this
     discussion  focuses primarily on the financial  condition and operations of
     the Bank.

          Net  income  for the  third  quarter  of 1995  was  $373,000,  a 12.7%
     increase  from the third quarter  earnings of 1994 which totaled  $331,000.
     This  translated  to $.98 earned per share during the third quarter of 1995
     compared to $.87 during the third quarter of 1994.

          Net  income for the nine  months  ended  September  30,  1995  totaled
     $939,000, which is a $4,000 or .4% increase from the $935,000 earned in the
     first nine months of 1994. Annualized return on average assets for 1995 was
     1.25% as  compared  to 1.30% at  September  30,  1994.  Earnings  per share
     increased  from  $2.45 for the first  nine  months of 1994 to $2.48 for the
     first nine months of 1995.

                             RESULTS OF OPERATIONS

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

          For  purposes  of this  discussion,  the  "taxable  equivalent  basis"
     adjustment  has been  included in  interest  income to reflect the level of
     income had income on state and  municipal  obligations  exempt from Federal
     income tax been  taxable,  assuming a Federal  tax rate of 34% in both 1995
     and 1994.  The amounts of tax equivalent  adjustments  were $28,000 in 1995
     and $36,000 in 1994.  For the nine months ended  September  30,  1995,  the
     Company's net interest  income,  as adjusted,  decreased  $16,000 or .5% to
     $3,397,000 as compared with  $3,413,000 for the nine months ended September
     30, 1994.  Correspondingly,  the  Company's  net interest  yield on earning
     assets  decreased 28 basis points from 4.98% at September 30, 1994 to 4.70%
     for the nine months ended  September 30, 1995.  Management  feels that this
     decrease  is due  primarily  to a  competitive  local  market for loans and
     deposits which has caused a general lowering of rates on loans and increase
     in rates on deposits. Pressures on the net interest yield remain a concern.
     A detailed analysis of the net interest yield is shown on Table I.
                                      -10-

South Branch Valley Bancorp, Inc. and Subsidiary
- - - -------------------------------------------------------------------------------
Table I - Average Distribution Of Assets, Liabilities And Shareholders'
 Equity, Interest Earnings & Expenses, and Average Rates

                             September 30, 1995                        September 30, 1994
                            -------------  ----------- ---------       -----------  ---------- --------
  (In thousands of dollars)   AVERAGE      EARNINGS/    YIELD/         AVERAGE      EARNINGS/   YIELD/
                             BALANCES       EXPENSE      RATE          BALANCES     EXPENSE      RATE
                            -------------  ----------- ---------       -----------  ---------- --------
ASSETS
Interest earning assets
  Loans, net of unearned
                                                                                
    interest                    $64,993       $4,842      9.93%          $60,189      $4,294      9.51%
  Securities
    Taxable                      25,745        1,216      6.30%           25,657       1,220      6.34%
    Tax-exempt                    2,756          147      7.11%            2,378         153      8.58%
Interest bearing deposits
  with other banks                1,943          100      6.86%            1,902          99      6.94%
Federal funds sold                  842           40      6.33%            1,278          37      3.86%
                               --------      -------     ------         --------     -------   --------
Total interest earning
assets                           96,279        6,345      8.79%           91,404       5,803      8.46%

Noninterest earning assets        3,928                                    4,251
                               --------                                 --------
    Total assets               $100,207                                  $95,655
                               ========                                 ========

LIABILITIES AND
SHAREHOLDERS' EQUITY

Liabilities
Interest bearing liabilities
  Interest bearing
    demand deposits             $17,267         $465      3.59%          $15,274        $319      2.78%
  Regular savings                13,123          330      3.35%           13,835         322      3.10%
  Time savings                   50,531        2,116      5.58%           48,618       1,748      4.79%
  Short-term borrowings             915           37      5.39%                8           1      4.25%
                            -----------      -------   --------         --------     -------    -------
                                 81,836        2,948      4.80%           77,735       2,390      4.10%
Noninterest bearing
liabilities
  Demand deposits                 7,649                                    7,939
  Other liabilities                 660                                      581
                            -----------                                 --------
    Total liabilities            90,145                                   86,255

Shareholders' equity             10,062                                    9,400
                            -----------                                 --------
  Total liabilities and
    shareholders' equity       $100,207                                  $95,655
                            ===========                                 ========

NET INTEREST EARNINGS                         $3,397                                  $3,413
                                            ========                                ========

NET INTEREST YIELD ON
EARNING ASSETS                                            4.70%                                   4.98%
                                                       ========                                ========

                                      -11-

Provision for Loan Losses and Loan Quality

          An  allowance  for loan  losses is  maintained  by the  Company and is
     funded  through  the  provision  for loan  losses  as a charge  to  current
     earnings.  The  allowance  for loan losses is reviewed by  management  on a
     quarterly  basis to determine  that it is maintained  at levels  considered
     necessary to cover potential losses associated with the Bank's current loan
     portfolio.  The  Company's  provision  for loan  losses  for the first nine
     months of this year  totaled  $55,000  compared  to  $120,000  for the nine
     months ended September 30, 1994. At September 30, 1995 the reserve for loan
     losses totaled $860,000 or 1.3% of net loans compared to $1,023,000 or 1.6%
     of net loans at December 31, 1994.

          Net loan  charge-offs  for the first nine months of 1995 were $188,000
     as  compared to $3,000 for the first nine  months of 1994.  Expressed  as a
     percentage of average  loans (net of unearned  interest),  net  charge-offs
     were  .28% for the first  nine  months  of 1995  compared  to .005% for the
     comparable  period of 1994.  Most of the increase can be  attributed to two
     large real estate  charge-offs  that totaled  approximately  $124,000,  one
     large  commercial  charge- off of  approximately  $41,000 and a decrease of
     $10,000 in recoveries.

              Summary of Past Due Loans and Non-Performing Assets

                                            September 30           December 31
                                          ------------------      --------------

                                           1995         1994            1994
Loans contractually past due
90 days or more and still
accruing interest                          $280         $157            $585
                                           ====         ====            ====

Non-performing assets:
  Non-accruing Loans                       $625         $790            $675

  Other Real Estate Owned                    40          120              22
                                           ----         ----            ----

                                           $665         $910            $697
                                           ====         ====            ====

          The level of non-performing assets has decreased  significantly during
     the past year due to management's continuing efforts to improve the quality
     of the  Company's  assets.  Total  loans  past  due 90 days  or  more  plus
     non-performing  assets  have  decreased  approximately  11.4% from the same
     period last year.  Loans  contractually  past due 90 days or more and still
     accruing  interest have  decreased  approximately  52.1% or $305,000  since
     December 31, 1994.
                                      -12-

     Non-interest Income
     -------------------

          Total other income decreased  approximately $23,000 or 8.4% during the
     first nine months of 1995, as compared to the first nine months of 1994.

          Insurance  commissions  increased  approximately  $5,000 or 6.8%. This
     improvement  in insurance  commissions  is the result of an incentive  plan
     that was initiated during the second quarter of 1994.  Management  believes
     the Company will be able to maintain levels of insurance  income similar to
     this throughout the remainder of 1995.

          Securities  gains  (losses)  went from a gain of $2,000  for the first
     nine months of 1994 to a loss of $19,000 for the first nine months of 1995,
     which reflects management's decision to sell a low yielding bond to improve
     the Company's interest margin.

          Trust department  income  decreased by approximately  $11,000 or 91.7%
     from  September 30, 1994 to September  30, 1995.  This decline is primarily
     attributable  to income  realized  on the initial  commission  of new trust
     deposits in 1994.  Management  does not expect to maintain a level of trust
     department income similar to that of 1994 during the next two years.

          Other income  increased  approximately  $7,000 or 25.0% from September
     30, 1994 to September 30, 1995. This increase is primarily  attributable to
     an  increase  in  merchant  fees on credit  cards and a decrease  in teller
     shortages.

     Non-interest Expense
     --------------------

          Management's plans for controlling non-interest expense have succeeded
     in  decreasing  total  other  expenses  $21,000  or 1.0% for the first nine
     months of 1995 as compared to the first nine months of 1994.  Most expenses
     in this category remained stable with two exceptions:

          **   FDIC premiums decreased  approximately  42.0% to $91,000 compared
               to  $157,000  at  September  30,  1994.  This was a  result  of a
               reduction  in  assessment  rate  from  $.23 to $.04  per  $100 of
               deposits.  This rate reduction occurred during the second quarter
               of  1995  and is not  expected  to  increase  in the  foreseeable
               future.

          **   An increase  of  approximately  $55,000 or 5.0% in  salaries  and
               employee  benefits  can be  attributed  to a general  increase in
               salaries.
                                      -13-

Liquidity
- - - ---------
     Liquidity  in  commercial  banking can be defined as the ability to satisfy
customer loan demand and meet deposit  withdrawals while maximizing net interest
income.  The Company's  primary  sources of funds are deposits and principal and
interest  payments on loans.  Additional  funds are  provided by  maturities  of
securities.  The  Company  uses ratio  analysis  to monitor  the  changes in its
sources and uses of funds so that an adequate  liquidity position is maintained.
At  September  30, 1995 the loan to deposit  ratio was 73.0%.  Cash and due from
banks totaled $2,121,000 or 2.0% of total assets.  Additionally,  securities and
interest bearing deposits with other banks maturing within one year approximated
$3,970,000  or 3.8% of total assets.  Management  believes that the liquidity of
the  Company is  adequate  and  foresees  no demands  or  conditions  that would
adversely affect it.

                               FINANCIAL CONDITION

     The  Company's  total  assets  have  increased  approximately  8.4% or $8.1
million from December 31, 1994. The overall  composition of the Company's assets
has not changed significantly since December of 1994.

     Total  deposits  have  increased  approximately  7.1  million or 8.4% since
December 31, 1994. This increase was in interest bearing  deposits.  This growth
is consistent with the Company's overall business plan.

     The  Company's  total  shareholders'  equity  has  increased  approximately
$1,488,000 or 15.9% since December 31, 1994.  This increase is due to internally
generated undistributed net income and to a $673,000 increase, net of applicable
income  taxes,  in the  fair  value of the  Company's  portfolio  of  securities
available  for sale.  The  Company's  equity to total  assets ratio was 10.4% at
September  30,  1995  compared  to 9.7% at  December  31,  1994.  The  Company's
subsidiary  bank's  risk  weighted  capital  ratio  was  approximately  17.2% at
September  30,  1995,  and is well within  Federal  regulatory  guidelines.  The
Company  is not aware of any  pending  Federal  regulation  which  would  have a
material  negative  impact on its operations at this point in time.

                                      -14-

                                    PART II

Item 6 - Exhibits and Reports on Form 8-K

      No reports on Form 8-K were filed by the Company  during the quarter ended
September 30, 1995.

                                      -15-

                                  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.

                                    South Branch Valley Bancorp, Inc.
                                          (registrant)

                                    By: /s/ H. Charles Maddy, III
                                    ------------------------------------
                                    H. Charles Maddy, III, President and
                                    Chief Financial Officer

                                    By: /s/ Russell F. Ratliff, Jr.
                                    -------------------------------------
                                    Russell F. Ratliff, Jr., Treasurer

Date:      October 31, 1995

                                      -16-

                                      9
                                 0000811808
   SOUTH BRANCH VALLEY NATIONAL BANK

                        9-MOS
                    DEC-31-1995
                       JAN-01-1995
                         SEP-30-1995
                                 2,121,023
                 2,224,863
                         184,047
                               0
           25,918,489
                 3,418,790
                   3,456,390
                               68,046,313
                            (859,674)
                       104,718,928
                            92,091,773
                           1,000,000
                      761,469
                                    0
                                 956,562
                          0
                                    0
                             9,909,124
       104,718,928
                        4,841,827
                      1,434,969
                          40,308
                       6,317,104
                     2,910,256
                     2,947,610
                  3,369,494
                             55,000
                      (19,147)
                        2,118,687
                        1,447,478
             1,447,478
                                0
                                      0
                             939,061
                               2.48
                               2.48
                              4.54
                              625,000
                             276,000
                               0
                        2,591,402
                         993,023
                            223,675
                              35,325
                        859,674
                     859,674
                            0
                        0