8-K/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K
Amendment No. 1

CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934

(Date of Report (date of earliest event reported)) : November 13, 2006

National Bancshares Corporation

(Exact name of registrant specified in its charter)

Ohio	0-14773	34-1518564
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

112 West Market Street, Orrville, Ohio	44667
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (330) 682-1010

[not applicable]

(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 (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

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

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)

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ITEM 7.01 Regulation FD Disclosure

On October 20, 2006 National Bancshares Corporation released financial information for the quarter ended September 30, 2006 on Form 8-K. Since the date of the release, Management has become aware of a subsequent event that materially affects the results for the quarter ended September 30, 2006.

In January 2001, Management purchased property in downtown Wooster, Ohio, with the intent to build an office in downtown Wooster. To date, no office has been built on this property. Management is uncertain about the need to build at this location. Accordingly, subsequent to October 20, 2006, Management received an appraisal on this property. As a result of the appraisal, it was noted that that book value of the property significantly exceeded that of the appraised value. As a result and in accordance with Statement of Financial Accounting Standards No. 144, Accounting for the Impairment or Disposal of Long-lived Assets, Management has elected to write down the property value by $124 thousand.

As a result of the recognition of this appraisal, both the basic and diluted earnings per common share have decreased from $0.47 per share to $0.43 per share for the nine months ended September 30, 2006.

ITEM 9.01 Financial Statements and Exhibits

( c ) Exhibits

Exhibit 99.1 National Bancshares Corporation revised financial statements for the quarter ending September 30, 2006.

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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 hereunto duly authorized.

	National Bancshares Corporation
Date: November 13, 2006	/s/ Marc Valentin
	Marc Valentin, CPA Sr. EVP and Treasurer

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EX-99.1

Exhibit 99.1

NATIONAL BANCSHARES CORPORATION
REVISED CONSOLIDATED BALANCE SHEETS (Unaudited)

	September 30, 2006			September 30, 2005
ASSETS:
Cash and due from banks	$	9,051,279		$	10,925,095
Federal funds sold		7,565,000			9,710,000
Total cash and cash equivalents		16,616,279			20,635,095
Securities available for sale		66,075,882			51,285,174
Securities held to maturity		16,878,721			17,699,878
Federal bank stock		3,085,250			2,954,850
Loans held for sale		—			50,000
Total loans		187,584,880			197,652,941
Less: allowance for loan losses		1,855,819			2,081,935
Loans, net		185,729,061			195,571,006
Accrued interest receivable		1,830,597			1,507,952
Premises and equipment		4,974,234			5,279,627
Other assets		9,213,844			8,946,982
TOTAL	$	304,403,868		$	303,930,564
LIABILITIES:
Deposits:
Demand	$	42,962,062		$	44,727,109
Savings and N.O.W.s		114,118,021			125,360,169
Time		87,633,010			74,017,069
Total deposits		244,713,093			244,104,347
Securities sold under repurchase agreements		7,316,921			4,020,843
Federal reserve note account		966,350			1,000,000
Federal Home Loan Bank advances		14,000,000			17,000,000
Accrued interest payable		850,616			573,223
Other liabilities		2,107,886			2,451,057
Total liabilities		269,954,866			269,149,470
SHAREHOLDERS’ EQUITY
Common Stock, without par value:
6,000,000 shares authorized and 2,289,528 shares issued		11,447,640			11,447,640
Additional paid-in-capital		4,689,800			4,689,800
Retained earnings		19,964,467			19,725,701
Accumulated other comprehensive income		(463,412	)		107,446
Less: Treasury shares		(1,189,493	)		(1,189,493	)
Total shareholders’ equity		34,449,002			34,781,094
TOTAL	$	304,403,868		$	303,930,564

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NATIONAL BANCSHARES CORPORATION
REVISED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
For Nine Months Ended September 30, 2006 and September 30, 2005

	September 30, 2006		September 30, 2005
INTEREST & DIVIDEND INCOME:
Loans, including fees	$	9,397,909	$	9,056,078
Federal funds sold		270,689		107,181
Interest and dividends on investments
US government obligations		1,203,395		689,368
Obligations of states and political subdivisions		603,808		646,987
Other securities		1,255,494		1,339,869
Total interest & dividend income		12,731,295		11,839,483
INTEREST EXPENSE:
Deposits		3,537,770		2,181,958
Short term borrowings		143,998		50,566
Federal Home Loan Bank advances		613,989		671,456
Total interest expense		4,295,757		2,903,980
Net interest income		8,435,538		8,935,503
PROVISION FOR LOAN LOSSES		40,000		336,500
NET INTEREST INCOME AFTER PROVISION
FOR LOAN LOSSES		8,395,538		8,599,003
NONINTEREST INCOME		1,241,006		1,368,433
NONINTEREST EXPENSE:
Salaries and employee benefits		4,341,034		4,469,922
Net occupancy expense		518,280		573,894
Other expenses		3,652,165		3,232,574
Total noninterest expense		8,511,479		8,276,390
INCOME BEFORE INCOME TAXES		1,125,065		1,691,046
INCOME TAXES		155,384		290,392
NET INCOME	$	969,681	$	1,400,654
NET INCOME PER COMMON SHARE	$	0.43	$	0.63

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