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

March 10, 2006

Date of Report (Date of earliest event reported)

FIRST COMMUNITY BANCSHARES, INC.

(Exact name of registrant as specified in its charter)

Nevada	000-19297	55-0694814
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

P.O. Box 989 Bluefield, Virginia	24605-0989
(Address of principal executive offices)	(Zip Code)

(276) 326-9000

(Registrant’s telephone number, including area code)

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:

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))

Item 1.01 Entry into a Material Definitive Agreement

On March 10, 2006, First Community Bancshares, Inc., the holding company for First Community Bank, N.A., issued a press release announcing that the Bank has entered into definitive agreements with Smith River Community Bank, N. A. and Clear Mountain Bank for the sale of the Bank’s branch offices located in Drake’s Branch, Virginia, and Rowlesburg, West Virginia, respectively. A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits

(d) The following exhibit is included with this report:

Exhibit No.	Exhibit Description
99.1	Press release dated March 10, 2006

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.

	FIRST COMMUNITY BANCSHARES, INC.
Date: March 13, 2006	By:	/s/ Mark A. Wendel
		Mark A. Wendel Chief Financial Officer

EX-99.1

NEWS RELEASE

FOR IMMEDIATE RELEASE:	FOR MORE INFORMATION,
March 10, 2006	CONTACT: Mark A. Wendel
	(276) 326-9000

First Community Bancshares, Inc. Announces Branch Sales

Bluefield, Virginia – First Community Bancshares, Inc. (NASDAQ: FCBC) (www.fcbinc.com), the holding company for First Community Bank, N.A., announced today that the Bank has entered into definitive agreements with Smith River Community Bank, N. A. and Clear Mountain Bank for the sale of the Bank’s branch offices located in Drake’s Branch, Virginia, and Rowlesburg, West Virginia, respectively. At December 31, 2005, the Drake’s Branch and Rowlesburg offices held approximately $16.1 million and $10.7 million in deposits and repurchase agreements, respectively. Drake’s Branch and Rowlesburg held approximately $1.9 million and $3.2 million in loans, respectively. Both sales agreements provide for the respective assumption of the deposits and the purchase of the loans and branch banking centers.

According to CEO John M. Mendez, the sale of the Drake’s Branch and Rowlesburg offices concludes a series of branch divestitures which were prompted by an evaluation of the Company’s branch network. The transactions will provide additional capital and resources for continued expansion in the Company’s targeted growth markets in the Southeast. The Company recently announced plans for a series of new branches in Richmond, Virginia, and Winston-Salem, North Carolina.

Based on the terms of the agreements and on the deposits outstanding at December 31, 2005, the transactions are expected to result in estimated deposit premiums of approximately $726 thousand and $382 thousand from Drake’s Branch and Rowlesburg, respectively. The transactions are expected to be completed by the end of second quarter 2006, after obtaining required regulatory approvals.

First Community Bancshares, Inc., headquartered in Bluefield, Virginia, is a $1.97 billion bank holding company and is the parent company of First Community Bank, N. A. First Community Bank, N. A. operates through fifty-one full service banking locations, ten loan production offices, and six wealth management offices in the four states of Virginia, West Virginia, North Carolina and Tennessee. First Community Bank, N. A. is also the parent of Stone Capital Management, Inc., a SEC registered investment advisory firm, which offers wealth management and investment advice. The Company also offers wealth management services through its Trust & Financial Services Division, which as of December 31, 2005 manages assets with a market value of $487 million. First Community Bancshares, Inc.’s common stock is traded on the NASDAQ National Market under the symbol “FCBC”. Additional investor information can be found on the Internet at www.fcbinc.com.

This news release may include forward-looking statements. These forward-looking statements are based on current expectations that involve risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize or should underlying assumptions prove incorrect, actual results may differ materially. These risks include: changes in business or other market conditions; the timely development, production and acceptance of new products and services; the challenge of managing asset/liability levels; the management of credit risk and interest rate risk; the difficulty of keeping expense growth at modest levels while increasing revenues; and other risks detailed from time to time in the Company’s Securities and Exchange Commission reports, including but not limited to the Annual Report on Form 10-K for the most recent year ended. Pursuant to the Private Securities Litigation Reform Act of 1995, the Company does not undertake to update forward-looking statements contained within this news release.

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