As filed with the Securities and Exchange Commission on June 22, 1999
                                                  Registration No: ___________
- ------------------------------------------------------------------------------

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549
                               _________________

                                   FORM 8-A

              FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                    PURSUANT TO SECTION 12(b) OR (g) OF THE
                        SECURITIES EXCHANGE ACT OF 1934
                               _________________

                           NATIONAL BANKSHARES, INC.
                           -------------------------
            (Exact name of registrant as specified in its charter)


        Virginia                                       54-1375874
        --------                                       ----------
   (State of Incorporation                   (IRS Employer Identification No.)
    or Organization)

100 South Main Street, P.O. Box 90002
     Blacksburg, Virginia                                24062
     --------------------                                -----
(Address of Principal Executive Offices)               (Zip Code)



Securities to be registered pursuant to Section 12(b) of the Act:

Title of each class to be so registered      Name of each exchange on which
                                             each class is to be registered
               None                                     None
- ---------------------------------------      ------------------------------

If this form relates  to the registration of a class of securities pursuant to
Section  12(b)  of the  Exchange  Act  and is  effective  pursuant to  General
Instruction A.(c), check the following box  [ ]

If this form relates to the registration of a class of  securities pursuant to
Section  12(g)  of  the Exchange  Act  and is  effective  pursuant  to General
Instruction A.(d), check the following box  [x]

Securities Act registration statement file number to which this form relates:

Securities to be registered pursuant to Section 12(g) of the Act:

                         Common Stock, $2.50 par value
                         -----------------------------





Item 1.    Description of Registrant's Securities to be Registered.

The  common stock of National Bankshares, Inc.,  $2.50 par value, is currently
quoted on the  OTC Bulletin Board.   The Company intends to  begin listing its
common stock  on the  NASDAQ SmallCap  Market after filing  this Form  8-A and
approval of its SmallCap Market application by NASDAQ.  This is a report filed
to obtain a file number under the Securities Exchange Act of 1934

The description of the Company's common stock contained in the "Description of
NBI Capital Stock" in the Company's Prospectus/Proxy Statement filed as a part
of the Registration Statement on Form S-4, Registration No. 33-64979, with the
Securities  and Exchange Commission on  December 12, 1995,  is incorporated by
reference.

Item 2.    Exhibits

Copies of constituent  instruments defining the  rights of the holders  of the
class of securities described in this filing:

1.   A copy of  the Company's  Articles of Incorporation  has been  previously
     filed with the Commission as Exhibit 3(a)  to the Company's Annual Report
     on  Form  10-K for  the  fiscal  year ended  December  31,  1993, and  is
     incorporated by reference.
2.   A  copy of  the  Company's  Bylaws has  been  previously filed  with  the
     Commission as Exhibit 3(b)  to the Company's Annual  Report on Form  10-K
     for  the fiscal  year ended  December 31,  1993, and  is incorporated  by
     reference.
3.   A specimen copy of  the certificate for National Bankshares,  Inc. common
     stock, $2.50 par value  has been previously filed with  the Commission as
     Exhibit  4(a)  to  the  Company's  Annual Report  on  Form  10-K,  and is
     incorporated by reference.

SIGNATURE

Pursuant to the  requirements of Section 12 of the  Securities Exchange Act of
1934, the registrant has  duly caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized.


(Registrant)   NATIONAL BANKSHARES, INC.
               -------------------------

(Date)         June 22 , 1999
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By             /s/ JAMES G. RAKES
               -----------------------------------------
               James G. Rakes, Chairman, President & CEO