CINCINNATI - Fifth Third Bancorp said it has signed a definitive agreement to acquire two banks owned by National Bancorp of Kentucky, First National Bank of Falmouth and National Bank of Cynthiana, with total assets of $102 million. Terms were not disclosed.

The Cincinnati company said it sees the merger, subject to regulatory and shareholder approval, being completed in the second quarter of 1994.

Fifth Third Bank of Northern Kentucky will acquire the offices of First National Bank of Falmouth in Falmouth and Butler, Ky., while National Bank of Cynthiana's offices in Cynthiana and Harrison County will merge into Fifth Third Bank of Central Kentucky, based in Lexington.

With the new offices, the company said it will have more than 30 banks with assets of more than $1.1 billion.

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