8-K

UNITED STATES

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):  January 31, 2014



                       KENTUCKY BANCSHARES, INC.
          (Exact Name of Registrant as specified in Charter)


   Kentucky                  000-52598              61-0993464
 (State or other            (Commission            (IRS Employer
  jurisdiction of           File Number)        Identification No.)
  incorporation)


P.O. Box 157, Paris, Kentucky                          40362-0157
(Address of principal executive offices)               (Zip code)


(859)987-1795
(Registrant's telephone number, including area code)

N/A
(Former name or former address, if changed since last report.)


Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:

__  Written communications pursuant to Rule 425 under the Securities
Act (17CFR230.425)

__  Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)

__  Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))

__  Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
INFORMATION TO BE INCLUDED IN THE REPORT

  Item 2.02. Results of Operations and Financial Condition

       The Registrant expects to mail to its shareholders the
Registrant's quarterly financial information for the fourth quarter of
2013 on or about February 7, 2014.  A copy of this mailing is attached
as Exhibit 99.1.

       The information in this Form 8-K and Exhibit 99.1 attached hereto
shall not be deemed filed for purposes of Section 18 of the Securities
Exchange Act of 1934 or otherwise subject to the liabilities of that
section, nor shall it be deemed incorporated by reference in any filing
under the Securities Act of 1933, except as shall be expressly set
forth by specific reference.

  Item 9.01.  Financial Statements and Exhibits

Exhibit 99.1 - Release dated January 31, 2014 of quarterly financial
information as of December 31, 2013.

Forward-Looking Statements

       Except for historical information contained herein, the
discussion in this Report may include certain forward looking
statements based upon management expectations.  Actual results and
experience could differ materially from the anticipated results or
other expectations expressed in the forward-looking statements.
Factors which could cause future results to differ from these
expectations include the following:  change in economic conditions in
the markets we serve; changes in laws or regulatory enforcement;
monetary and fiscal policies of the federal government; changes in
interest rates; demand for financial services; the impact of our
continuing growth strategy; and other factors, including various risk
factors set forth in our most recent annual report on Form 10-K and in
other reports we file from time to time with the Securities and
Exchange Commission.  Our annual report on Form 10-K and these other
reports are available publicly on the SEC website, www.sec.gov, and on
the Company's website, www.kybank.com.


SIGNATURE

       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.

                                            KENTUCKY BANCSHARES, INC.



Date: January 31, 2014               By      /s/ Gregory J. Dawson___
                                                    Gregory J. Dawson
                                                    Chief Financial Officer

EX-99

Exhibit 99.1

January 31, 2014
Earnings Report
December 31, 2013

Dear Shareholders:

We are pleased to announce the total assets of your company, Kentucky
Bancshares, Inc., reached a record high at $769.4 million as of December
31, 2013. That figure represents a $68 million or 9.8% increase from
December 31, 2012. Loans increased by 9.3% and investment securities
increased by 19.5%, with both funded by a 4.6% increase in deposits and a
158% increase in other borrowings. Borrowings increased dramatically in
an effort to strategically lock in longer term funding at fixed rates,
for anticipated growth and to minimize rate sensitivity in anticipation
of an increasing rate environment.

Year to date net income was $6.29 million for the period ended December
31, 2013 compared to $7.01 million for December 31, 2012.  The year
ending December 31, 2012 was a record year in earnings. Year to date
diluted earnings per share was $2.33 and $2.59 for 2013 and 2012,
respectively.  The decrease in year to date earnings is largely
attributable to lower gains on investment sales and higher compensation
expense, which were both partially offset by lower provision expense. The
decline in investment gains is a result of increasing interest rates. The
increase in compensation expense is due to additional full time employees
hired in association with our new branches, as well as the loan and
deposit growth reflected on our balance sheet, and increased incentive
compensation. Provision for loan loss expense is lower due to continued
improving loan quality.

Quarter to date net income was $1.43 million for the period ended
December 31, 2013 compared to $1.91 million for December 31, 2012.
Quarter to date diluted earnings per share was $0.53 and $0.71 for 2013
and 2012, respectively. The decrease in quarterly earnings is primarily
due to the same factors impacting year to date earnings.

We are pleased also to announce the opening of our newest branch located
in Richmond, Kentucky at 5008 Atwood Drive, Suite 3. This is our second
branch expansion in the past 12 months and aligns with our objective to
grow franchise value while increasing our ability to provide Premier
Customer Service to current and future customers in Central and Eastern
Kentucky.

While both of our new branches will increase expenses in the short term,
we believe these markets to be key locations for future growth,
profitability, and company value. Our view should always be a long term
one. Expansionary investments, such as those made in Fayette County and
Madison County, can result in short term pressures on earnings. However,
over time, we expect these investments to enhance earnings. As always, we
will continue to consider opportunities for further branch expansion,
including possible acquisition opportunities that advance our growth
objectives while maintaining our ability to provide Premier Customer
Service.

In addition, we will continue to pursue strategic growth through
effective relationship management and new products and services. As an
example, we released our tablet banking app on November 15, 2013, our
mobile deposit service on December 12, 2013, and our online chat support
on January 6, 2014. These services increase customer convenience and
highlight some of our recent efforts to enhance customer experience.

We continue to see an increase in lending opportunities which is
reflected in the increase in net loans compared to the same period last
year.  While this increase is encouraging, the outlook on loan demand and
overall economic conditions remains uncertain which, when combined with
heightened regulatory pressure, continues to make for a challenging
banking environment. That said, we are moving forward with strategic
opportunities such as branch expansion, loan growth, and increased
service offerings in a measured manner to build and reaffirm a strong
foundation for future growth. We will continue to do everything possible
to accomplish what is in the long term best interest of our shareholders,
customers, and employees.

As always, we appreciate your support.



/s/Louis Prichard
Louis Prichard
President, CEO


                                         UNAUDITED


CONSOLIDATED BALANCE SHEET
                                                                               Percentage
                                                12/31/2013      12/31/2012        Change
                                                                        


Assets
  Cash & Due From Banks                        $  22,650,487   $  31,579,930      -28.3%
  Securities                                     230,396,296     192,780,473       19.5
  Loans Held for Sale                                223,250         485,845      -54.0
  Loans                                          468,654,972     429,975,099        9.0
  Reserve for Loan Losses                          5,440,720       6,047,343      -10.0
    Net Loans                                    463,214,252     423,927,756        9.3
  Federal Funds Sold                                 510,000         184,000      177.2
  Other Assets                                    52,439,817      52,052,306        0.7
     Total Assets                              $ 769,434,102   $ 701,010,310        9.8%

Liabilities & Stockholders' Equity
  Deposits
    Demand                                     $ 152,052,558   $ 144,574,752        5.2%
    Savings & Interest Checking                  276,186,464     256,588,854        7.6
    Certificates of Deposit                      189,161,410     189,260,978       -0.1
      Total Deposits                             617,400,432     590,424,584        4.6
  Repurchase Agreements                           12,867,341       3,815,384      237.2
  Other Borrowed Funds                            65,063,833      25,165,932      158.5
  Other Liabilities                                5,959,739       7,595,750      -21.5
    Total Liabilities                            701,291,345     627,001,650       11.8
  Stockholders' Equity                            68,142,757      74,008,660       -7.9
    Total Liabilities & Stockholders' Equity   $ 769,434,102   $ 701,010,310        9.8%






CONSOLIDATED INCOME STATEMENT

                                               Twelve Months Ending                     Three Months Ending
                                                                 Percentage                               Percentage
                                       12/31/2013    12/31/2012   Change      12/31/2013    12/31/2012     Change
                                                                                        
Interest Income                        $ 28,167,788  $ 28,232,911    -0.2%    $ 7,269,586   $ 6,812,257       6.7%
Interest Expense                          3,455,771     3,715,640    -7.0         957,514       841,655      13.8
  Net Interest Income                    24,712,017    24,517,271     0.8       6,312,072     5,970,602       5.7
Loan Loss Provision                       1,050,000     2,050,000   -48.8         200,000       450,000     -55.6
  Net Interest Income After Provision    23,662,017    22,467,271     5.3       6,112,072     5,520,602      10.7
Other Income                             10,221,644    11,869,972   -13.9       2,442,270     3,803,686     -35.8
Other Expenses                           26,229,898    25,686,008     2.1       6,873,356     6,903,030      -0.4
  Income Before Taxes                     7,653,763     8,651,235   -11.5       1,680,986     2,421,258     -30.6
Income Taxes                              1,361,630     1,643,673   -17.2         249,972       507,678     -50.8
  Net Income                           $  6,292,133  $  7,007,562   -10.2%    $ 1,431,014   $ 1,913,580     -25.2%
Net Change in Unrealized Gain (Loss)
 on Securities                           (9,409,430)      513,513 -1932.4      (1,878,644)   (1,005,965)    -86.8
  Comprehensive Income (Loss)          $ (3,117,297) $  7,521,075  -141.4%    $  (447,630)  $   907,615    -149.3%

Selected Ratios
  Return on Average Assets                     0.86%         1.03%                  0.74%         1.11%
  Return on Average Equity                     8.77          9.70                   8.22         10.31

  Earnings Per Share                        $  2.33       $  2.59                $  0.53       $  0.71
  Earnings Per Share - assuming dilution       2.33          2.59                   0.53          0.71
  Cash Dividends Per Share                     0.96          0.92                   0.24          0.23
  Book Value Per Share                        25.08         27.21


  Market Price                         High        Low         Close
    Fourth Quarter '13                $26.25      $24.15      $24.24
    Third Quarter '13                 $27.67      $24.75      $26.25