UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q
Mark One

[ X ]   QUARTERLY  REPORT  PURSUANT  TO SECTION 13 OR 15(d) OF THE  SECURITIES
        EXCHANGE ACT OF 1934

             For the quarterly period ended     MARCH 31, 2001
                                             -----------------

[   ]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
        EXCHANGE ACT OF 1934

             For the transition period from __________ to __________

                        COMMISSION FILE NUMBER: 000-24203

                              GB&T BANCSHARES, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


        GEORGIA                                              58-2400756
 ------------------------------                          -------------------
(State or other jurisdiction of                             (IRS Employer
incorporation or organization)                           Identification No.)


                         500 JESSE JEWELL PARKWAY, S.E.
                           GAINESVILLE, GEORGIA 30501
                    ---------------------------------------
                    (Address of principal executive offices)


                                 (770) 532-1212
              ----------------------------------------------------
              (Registrant's telephone number, including area code)


                                       N/A
              ----------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)


Indicate by check mark whether the registrant (1) filed all reports  required to
be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports)  and  (2)  has  been  subject  to such  filing
requirements for the past 90 days.
Yes  X   No
    ---

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
stock, as of May 7, 2001:    2,766,763 shares; $5 par value


<PAGE>


                              GB&T BANCSHARES, INC.


                                TABLE OF CONTENTS

<TABLE>
<CAPTION>

                                                                                                                           PAGE NO.
                                                                                                                           -------
PART I.          FINANCIAL INFORMATION

<S>              <C>                                                                                                            <C>
                 Item 1.     Financial Statements......................................................................         1

                       Consolidated Balance Sheets - March 31, 2001 (Unaudited) and December 31, 2000..................         1

                       Consolidated Statements of Income (Unaudited) - Three months ended March 31, 2001
                       and 2000........................................................................................         2

                       Consolidated Statements of Comprehensive Income (Unaudited) - Three months ended
                       March 31, 2001 and 2000.........................................................................         3

                       Consolidated Statements of Stockholders' Equity (Unaudited).....................................         3

                       Consolidated Statements of Cash Flows (Unaudited) - Three months ended March 31,
                       2001 and 2000...................................................................................         4

                       Notes to Consolidated Financial Statements (Unaudited)..........................................       5-6

                 Item 2.   Management's Discussion and Analysis of Financial Condition and Results of
                           Operations..................................................................................      7-12

                 Item 3.   Quantitative and Qualitative Disclosures About Market Risk..................................        12

PART II.         OTHER INFORMATION

                 Item 6.   Exhibits and Reports on Form 8-K.............................................................       13

           Signatures...................................................................................................       14
</TABLE>
<PAGE>

                                   PART 1 - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS

GB&T BANCSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
MARCH 31, 2001 AND DECEMBER 31, 2000

<TABLE>
<CAPTION>
   (DOLLARS IN THOUSANDS)                                             (UNAUDITED)
                                                                          2001          2000
                                                                      -----------    -----------
<S>                                                                   <C>              <C>
ASSETS
------

Cash and due from banks                                               $    9,263       $  10,595
Interest-bearing deposits in banks                                           646             324
Federal funds sold                                                        14,293           5,713
Securities available-for-sale, at fair value                              54,661          52,900

Loans                                                                    281,067         275,369
Less allowance for loan losses                                             3,539           3,421
                                                                     ------------     -----------
     Loans, Net                                                          277,528         271,948
                                                                     ------------     -----------

Premises and equipment                                                     8,632           8,140
Other assets                                                               8,087           6,236

                                                                     ------------     -----------
     TOTAL ASSETS                                                     $  373,110       $ 355,856
                                                                     ============     ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------

Deposits
   Noninterest-bearing                                                $   33,938       $  34,892
   Interest-bearing                                                      262,868         246,161
                                                                     ------------     -----------
     Total deposits                                                      296,806         281,053

Federal funds purchased and securities
  sold under repurchase agreements                                         8,025          10,830
Other borrowings                                                          37,577          34,921
Other liabilities                                                          5,161           4,393
                                                                     ------------     -----------
     TOTAL LIABILITIES                                                   347,569         331,197
                                                                     ------------     -----------

Stockholders' Equity
   Common Stock, par value $5; 10,000,000
       shares authorized; 2,766,763 shares and
       2,766,138 issued and outstanding, respectively.                    13,834          13,831
   Capital surplus                                                         1,146           1,145
   Retained earnings                                                      10,175           9,666
   Accumulated other comprehensive
       income, net of tax                                                    386              17
                                                                     ------------     -----------
     TOTAL STOCKHOLDERS' EQUITY                                           25,541          24,659
                                                                     ------------     -----------

     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                       $  373,110       $ 355,856
                                                                     ============     ===========
</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.


                                       1
<PAGE>

GB&T BANCSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
THREE MONTHS ENDED MARCH 31, 2001 AND 2000

(In Thousands, except per share amounts)
            (unaudited)
                                                    -------------------------
                                                        2001          2000
                                                    ------------  -----------
Interest income
   Loans                                                  6,738         5,721
   Taxable securities                                       751           678
   Nontaxable securities                                     83            73
   Federal funds sold                                        54            76
   Interest-bearing deposits in banks                         8             9
                                                    ------------  ------------
     Total interest income                                7,634         6,557
                                                    ------------  ------------

Interest expense
   Deposits                                               3,525         2,649
   Other borrowings                                         691           634
                                                    ------------  ------------
     Total interest expense                               4,216         3,283
                                                    ------------  ------------

     Net interest income                                  3,418         3,274
Provision for loan losses                                   179           170
                                                    ------------  ------------
     Net interest income after
      provision for loan losses                           3,239         3,104
                                                    ------------  ------------

Other income
   Service charges on deposit accounts                      485           406
   Mortgage origination fees                                 76            32
   Gain on sale of loans                                     13            34
   Loss on sale of securities                                 -           (12)
   Other operating income                                    63            22
                                                    ------------  ------------
     Total other income                                     637           482
                                                    ------------  ------------

Other expenses
   Salaries and other employee benefits                   1,604         1,406
   Occupancy expenses                                       219           158
   Equipment expenses                                       255           216
   Other operating expenses                                 744           802
                                                    ------------  ------------
     Total other expenses                                 2,822         2,582
                                                    ------------  ------------

     Income before income taxes                           1,054         1,004

Income tax expense                                          338           398
                                                    ------------  ------------

    Net Income                                      $       716   $       606
                                                    ============  ============

Earnings Per Share
   Basic                                            $      0.26   $      0.22
                                                    ============  ============
   Diluted                                          $      0.25   $      0.21
                                                    ============  ============

Weighted Average Shares
   Basic                                              2,766,353     2,764,190
                                                    ============  ============
   Diluted                                            2,862,084     2,877,796
                                                    ============  ============

Cash dividends per common share                     $     0.075   $      0.07
                                                    ============  ============


The accompanying notes are an integral part of these financial statements.


                                       2
<PAGE>

GB&T BANCSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
THREE MONTHS ENDED MARCH 31, 2001 AND 2000

<TABLE>
<CAPTION>

(DOLLARS IN THOUSANDS)
 (UNAUDITED)                                                                       MARCH 31,
                                                                            ------------------------
                                                                               2001          2000
                                                                            ----------    ----------
<S>                                                                         <C>             <C>
    NET INCOME                                                                    716           606
                                                                            ----------    ----------

   Unrealized gains (losses) on securities
    available-for-sale arising during period, net of tax                          368          (126)

   Reclassification adjustment for losses realized on
    securities available-for-sale in net income, net of tax                         0             8
                                                                            ----------    ----------

Other comprehensive income(loss)                                                  368          (118)

                                                                            ----------    ----------
     COMPREHENSIVE INCOME                                                   $   1,084       $   488
                                                                            ==========    ==========


GB&T BANCSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

<CAPTION>
  (UNAUDITED)                                                                                         ACCUMULATED
                                                                                                 OTHER           TOTAL
                                           COMMON STOCK            CAPITAL        RETAINED     COMPREHENSIVE  STOCKHOLDERS'
                                       SHARES       PAR VALUE      SURPLUS        EARNINGS       (LOSS)          EQUITY
                                    -------------  ------------- -------------  ------------- -------------   -------------
<S>                                    <C>         <C>            <C>           <C>             <C>           <C>
Balance, December 31, 2000             2,766,138   $ 13,830,690   $ 1,144,702   $  9,666,076    $   17,555    $ 24,659,023

   Net income                                                                        716,042                  $    716,042
   Options excercised                        625          3,125         1,125                                 $      4,250
   Dividends declared
     $0.075 per share                                                               (207,463)                 $   (207,463)
   Other comprehensive loss                                                                        368,468    $    368,468
                                    -------------  ------------- -------------  ------------- -------------   -------------

Balance, March 31, 2001                2,766,763   $ 13,833,815   $ 1,145,827   $ 10,174,655    $  386,023    $ 25,540,320
                                    =============  ============= =============  ============= =============   =============
</TABLE>

                                       3
<PAGE>

GB&T BANCSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED MARCH 31, 2001 AND 2000
<TABLE>
<CAPTION>
   (DOLLARS IN THOUSANDS)
      (unaudited)
                                                                           -------------------------
                                                                              2001           2000
                                                                           ----------      ---------
<S>                                                                        <C>            <C>
OPERATING ACTIVITIES
  Net income                                                               $    716       $    606
  Adjustments to reconcile net income to net cash
     provided by operating activities:
     Depreciation                                                               187            163
     Provision for loan losses                                                  179            170
     Other operating activities                                                (714)          (140)

                                                                           ---------      ---------
          Net cash provided by operating activities                             368            799
                                                                           ---------      ---------

INVESTING ACTIVITIES
   Purchases of securities available-for-sale                               (15,151)        (2,109)
   Proceeds from maturities of securities available-for-sale                 13,390            988
   Net (increase) decrease in interest-bearing deposits in banks               (322)           964
   Net (increase) decrease in Federal funds sold                             (8,580)           843
   Net increase in loans                                                     (5,759)        (9,213)
   Purchase of premises and equipment                                          (679)          (111)

                                                                           ---------      ---------
          Net cash used in investing activities                             (17,101)        (8,638)
                                                                           ---------      ---------

FINANCING ACTIVITIES
   Net increase in deposits                                                  15,753          7,917
   Net increase in FHLB advances                                              3,000          6,000
   Net decrease in other borrowings                                          (3,149)        (3,983)
   Issuance of stock                                                              4              6
   Dividends paid                                                              (207)          (233)
                                                                           ---------      ---------
          Net cash provided by financing activities                          15,401          9,707
                                                                           ---------      ---------

Net increase (decrease) in cash and due from banks                           (1,332)         1,868

Cash and due from banks at beginning of period                               10,595         10,047

                                                                           ---------      ---------
Cash and due from banks at end of period                                   $  9,263       $ 11,915
                                                                           =========      =========
</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

                                       4
<PAGE>

                     GB&T BANCSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE 1.  BASIS OF PRESENTATION

The accompanying  unaudited consolidated financial statements have been prepared
in  accordance  with  generally  accepted  accounting   principles  for  interim
financial information and with instructions for Form 10-Q. Accordingly,  they do
not include all of the information and footnotes  required by generally accepted
accounting  principles  for  complete  financial  statements.  In the opinion of
management,  all  adjustments  (consisting of normal and recurring  adjustments)
considered necessary for a fair presentation have been included.  The results of
operations for the  three-month  period ended March 31, 2001 is not  necessarily
indicative of the results that may be expected for the year ending  December 31,
2001.



NOTE 2.  CURRENT ACCOUNTING DEVELOPMENTS

In June of 1998 the Financial Accounting Standards Board (FASB) issued Statement
of Financial  Accounting  Standards  (SFAS) No. 133, " Accounting for Derivative
Instruments  and Hedging  Activities."  The effective  date of this statement is
fiscal  years  beginning  after June 15, 2000.  We have  adopted this  statement
effective January 1, 2001. SFAS No. 133 requires us to recognize all derivatives
as  either  assets  or  liabilities  in the  balance  sheet at fair  value.  For
derivatives  that  are not  designated  as  hedges,  the  gain  or loss  must be
recognized  in  earnings  in the  period of  change.  For  derivatives  that are
designated  as  hedges,  changes  in  the  fair  value  of  the  hedged  assets,
liabilities,  or firm commitments  must be recognized in earnings,  depending on
the nature of the hedge.  The  ineffective  portion of a derivative's  change in
fair value must be  recognized  in earnings  immediately.  The  adoption of this
statement  has not had an effect on the financial  statements  through March 31,
2001.

                                       5
<PAGE>

NOTE 3.           EARNINGS PER COMMON SHARE

Presented  below is a summary  of the  components  used to  calculate  basic and
diluted earnings per share for the three months ended March 31, 2001 and 2000.
<TABLE>
<CAPTION>

                                                                    Quarters ended March 31,
                                                                   -------------------------
                                                                       2001         2000
                                                                   ------------  -----------
<S>                                                                 <C>          <C>
Basic Earnings Per Share:
          Weighted average common shares outstanding                 2,766,353   $2,764,190

          Net income                                                $  716,042   $  606,008

          Basic earnings per share                                  $     0.26   $     0.22

Diluted Earnings Per Share:
          Weighted average common shares outstanding                 2,766,353    2,764,190
          Net effect of the assumed exercise of stock
             options based on the treasury stock method
             using average market prices for the year                   95,731      113,606
          Total weighted average common shares and
             common stock equivalents outstanding                    2,862,084    2,877,796

          Net income                                                $  716,042   $  606,008

          Diluted earnings per share                                $     0.25   $     0.21
</TABLE>



NOTE 4.  BUSINESS COMBINATIONS

On March 16, 2001 we entered into an  Agreement  and Plan of  Reorganization  to
merge with Community Trust Financial Services Corp. The merger is subject to the
approval  of  the   shareholders   of  both  companies  and  federal  and  state
authorities. The proposed merger will be accounted for on a pooling of interests
basis with  shareholders of Community Trust Financial  Services Corp.  receiving
 .786 shares of common stock in GB&T Bancshares, Inc. for each share of Community
Trust Financial Services Corp. currently held.


                                       6

<PAGE>

                     GB&T BANCSHARES, INC. AND SUBSIDIARIES

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS


The following is  management's  discussion  and analysis of certain  significant
factors  which have  affected  our  financial  position  and  operating  results
including  our bank  subsidiaries,  Gainesville  Bank & Trust and United  Bank &
Trust,  during the periods included in the accompanying  consolidated  financial
statements.

FORWARD-LOOKING STATEMENTS

 Some of the statements made in this quarterly report (and in other documents to
which we refer) are  "forward-looking  statements."  When used in this document,
the  words,   "anticipate,"   "believe,"  "estimate,"  and  similar  expressions
generally identify forward-looking statements. These statements are based on the
beliefs,  assumptions,  and  expectations of our management,  and on information
currently  available to those members of  management.  They are  expressions  of
historical   fact,  not  guarantees  of  future   performance.   Forward-looking
statements include information  concerning possible or assumed future results of
our operations.

Forward-looking statements involve risks,  uncertainties,  and assumptions,  and
certain  factors could cause actual results to differ from results  expressed or
implied by the forward-looking statements, including:

1.     economic conditions (both generally and in the markets where we operate);
2.     competition from other companies that provide financial services similar
       to those we offer;
3.     government regulation and legislation;
4.     changes in interest rates; and
5.     unexpected changes in the financial stability and liquidity of our credit
       customers.

We believe these  forward-looking  statements  are  reasonable.  You should not,
however, place undue reliance on these forward-looking  statements,  because the
future results and stockholder  values of the Company may differ materially from
those expressed or implied by these forward-looking statements.


FINANCIAL CONDITION

We reported consolidated total assets of $373 million at March 31, 2001 compared
to approximately $356 million at December 31, 2000,  representing an increase of
$17 million or 4.78%.  We continue to experience  growth in total assets,  loans
and deposits during the three months ended March 31, 2001. Total loans increased
by $5.7  million for the three  months  ended  March 31,  2001.  Total  deposits
increased  $15.7  million for the three  months  ended March 31,  2001.  Deposit
growth  outpaced  loan growth  during the period  resulting in a loan to deposit
ratio of 95% down from 98% at December 31, 2000. We continue to face competitive
pressures in our growing deposit market.


                                       7
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

Liquidity  management  involves  the matching of the cash flow  requirements  of
customers who may be either  depositors  desiring to withdraw funds or borrowers
needing  assurance that sufficient  funds will be available to meet their credit
needs  and  our  ability  to  meet  those  needs.  We  seek  to  meet  liquidity
requirements  primarily through  management of short-term  investments,  monthly
amortizing  loans,  maturing single payment loans,  and maturities of securities
and prepayments.  Also we maintain  relationships with correspondent banks which
could provide funds on short notice. As of March 31, 2001, we had borrowed under
Federal funds purchase lines and securities  sold under agreement to repurchase,
$8 million compared to $10.8 million at December 31, 2000.

Our  liquidity  and  capital  resources  are  monitored  on a periodic  basis by
management,  State  and  Federal  regulatory  authorities.   Management  reviews
liquidity  on a periodic  basis to monitor and adjust  liquidity  as  necessary.
Management has the ability to adjust liquidity by selling  securities  available
for sale,  selling  participations in loans we generate and accessing  available
funds through various  borrowing  arrangements.  Our short-term  investments and
available   borrowing   arrangements   are  adequate  to  cover  any  reasonably
anticipated  immediate need for funds.  We are not aware of any events or trends
likely to result in a material change in liquidity.

Our liquidity ratio was 22.48% at March 31, 2001, above our target ratio of 20%.
Liquidity  is  measured  by the  ratio  of net  cash,  Federal  funds  sold  and
securities to net deposits and  short-term  liabilities.  In the event the banks
need to generate  additional  liquidity  funding plans would be  implemented  as
outlined in the liquidity  policy of the banks.  The subsidiary banks have lines
of credit available to meet any unforeseen liquidity needs. Also, the Banks have
a  relationship  with the  Federal  Home Loan Bank of  Atlanta,  which  provides
funding for loan growth on an as needed basis.

As of March 31,  2001 the  capital  ratios  at the  Company  and the Banks  were
adequate based on regulatory minimum capital  requirements.  The Company and its
bank  subsidiaries'  actual  capital  amounts  and ratios are  presented  in the
following table.
<TABLE>
<CAPTION>
                                                                      FOR CAPITAL             TO BE
                                                                        ADEQUACY               WELL
                                                      ACTUAL            PURPOSES            CAPITALIZED
                                                   ------------     ---------------     ----------------
<S>                                                    <C>                 <C>                 <C>
As of March 31, 2001
Total Capital to Risk Weighted Assets:
     Consolidated                                      9.99%               8%                  N\A
     Gainesville Bank & Trust                          8.55%               8%                  10%
     United Bank & Trust                              13.72%               8%                  10%
Tier I Capital to Risk Weighted Assets:
     Consolidated                                      8.81%               4%                  N\A
     Gainesville Bank & Trust                          7.42%               4%                  6%
     United Bank & Trust                              12.47%               4%                  6%
Tier I Capital to Average Assets:
     Consolidated                                      6.95%               4%                  N\A
     Gainesville Bank & Trust                          6.19%               4%                  5%
     United Bank & Trust                               8.98%               4%                  5%
</TABLE>


                                       8
<PAGE>

RESULTS OF OPERATIONS

Our  profitability  is determined by our ability to effectively  manage interest
income  and  expense,   to  minimize  loan  and  security  losses,  to  generate
noninterest income, and to control operating expenses.  Since interest rates are
determined  by market  forces and economic  conditions  beyond our control,  our
ability to generate net interest  income is dependent upon our ability to obtain
an  adequate  net  interest  spread  between  the rate paid on  interest-bearing
liabilities  and the rate earned on  interest-earning  assets.  The net yield on
average  interest-earning  assets was 4.09% for the three months ended March 31,
2001,  compared  to 4.48%  for the same  period  in  2000.  This 39 basis  point
decrease is primarily due to competitive  pressures on loan and deposit  pricing
and the effects of prime rate  changes in the period.  In the first three months
of 2001 the yield on earning  assets  decreased  to 9.13%  from 9.23%  while the
yield of interest  bearing  liabilities  decreased to 5.60% from 5.72%.  The net
interest  margin is also  negatively  affected by typical  faster  repricing  of
interest-earning assets over interest-bearing liabilities.

Net interest income increased  $144,000 or 4.4% for the three months ended March
31, 2001  compared to the same period in 2000.  The net increase  consists of an
increase in interest  income of $1,077,000 or 16.4% less an increase in interest
expense of $933,000 or 28.4% for the  three-month  period.  The  increase in net
interest  income is due  primarily  to growth in total  loans as compared to the
same prior year period.  During this period, loans accounted for $37 million, or
69% of the total growth in interest-earning assets.

Our  provision  for loan  losses  increased  by $9,000 or 5.3%  during the three
months  ended  March  31,  2001 as  compared  to the same  period  in 2000.  The
allowance  for loan  losses at March 31, 2001 was  $3,539,000  or 1.26% of total
loans compared to 1.25% at March 31, 2000. Based on management's evaluation, the
allowance is adequate to absorb any potential loan losses at March 31, 2001.

The minimal increase in the provision for loan losses for the three-month period
ended  March  31,  2001 is  based  on a  slower  loan  growth  and  minimal  net
charge-offs.  The  analysis  below  indicates  an  increase  of  $52,000  in net
charge-offs  for the three  month  ended  March 31, 2001 as compared to the same
period in 2000, which is considered  satisfactory  based on peer group averages.
The allowance  for loan losses is evaluated  monthly and adjusted to reflect the
risk in the portfolio.


                                       9
<PAGE>



The following table summarizes the allowance for loan losses for the three-month
period ended March 31, 2001 and 2000.
<TABLE>
<CAPTION>
                                                                                   2001                 2000
                                                                            ----------------     ----------------
                                                                                    (DOLLARS IN THOUSANDS)
                                                                            -------------------------------------
<S>                                                                         <C>                  <C>
      AVERAGE AMOUNT OF LOANS OUTSTANDING                                   $       249,604      $       238,429
                                                                            ================     ================

                                                                            ----------------     ----------------
      ALLOWANCE  FOR LOAN LOSSES BALANCE, BEGINNING OF PERIOD               $         3,421      $         2,876
                                                                            ----------------     ----------------

      LESS CHARGE-OFFS
      Commercial loans                                                                  (21)                  (1)
      Real estate loans                                                                   3                    -
      Consumer  loans                                                                   (65)                 (40)
                                                                            ----------------     ----------------
        Total Charge-offs                                                               (89)                 (41)
                                                                            ----------------     ----------------
      PLUS RECOVERIES
      Commercial loans                                                                    2                    4
      Real estate loans                                                                   3                    1
      Consumer loans                                                                     23                   28
                                                                            ----------------     ----------------
        Total recoveries                                                                 28                   33
                                                                            ----------------     ----------------
      NET (CHARGE-OFFS)RECOVERIES                                                       (61)                  (8)
                                                                            ----------------     ----------------

      PLUS PROVISION FOR LOAN LOSSES                                                    179                  170
                                                                            ----------------     ----------------

      ALLOWANCE  FOR LOAN LOSSES BALANCE, END OF PERIOD                     $         3,539      $         3,038
                                                                            ================     ================

      NET CHARGE-OFFS(RECOVERIES)TO AVERAGE LOANS                                    0.024%               0.004%
                                                                            ================     ================
</TABLE>

                                     10

<PAGE>

The following table is a summary of nonaccrual,  past due and restructured debt.
The numbers  indicate  increases of $1,357,000 in nonaccrual loans and increases
of $128,000 in past due loans over 90 days. The increase in nonaccrual loans was
primarily due to one large loan.  There is minimal or no loss anticipated on the
loans in nonaccrual loans due to the value of the underlying collateral.

<TABLE>
<CAPTION>
                                                            March 31, 2001
                                    -------------------------------------------------------------------

                                                                        Past Due
                                         Nonaccural               90 Days               Restructured
                                           Loans              Still Accruing                Debt
                                    ------------------     -------------------     --------------------
                                                          (Dollars in Thousands)
                                    -------------------------------------------------------------------

<S>                                 <C>                    <C>                     <C>
            Real estate loans       $           1,333      $              182      $                 -
            Commercial loans                        -                       -                        -
            Consumer loans                         39                       9                        -
                                    ------------------     -------------------     --------------------
            Total                   $           1,372      $              191      $                 -
                                    ==================     ===================     ====================

                                                            March 31, 2000
                                    -------------------------------------------------------------------

                                                                        Past Due
                                         Nonaccural               90 Days               Restructured
                                           Loans              Still Accruing                Debt
                                    ------------------     -------------------     --------------------
                                                          (Dollars in Thousands)
                                    -------------------------------------------------------------------

            Real estate loans       $              15      $                4      $                 -
            Commercial loans                        -                      13                        -
            Consumer loans                          -                      46                        -
                                    ------------------     -------------------     --------------------
            Total                   $              15      $               53      $                 -
                                    ==================     ===================     ====================
</TABLE>

Our policy is to discontinue the accrual of interest income when, in the opinion
of  management,  collection of such interest  becomes  doubtful.  This status is
determined  when;  (1) there is a  significant  deterioration  in the  financial
condition of the borrower  and full  repayment of principal  and interest is not
expected;  and (2) the  principal  or  interest  is more  than 90 days past due,
unless the loan is both  well-secured and in the process of collection.  Accrual
of  interest  on such loans is  resumed  when,  in  management's  judgment,  the
collection of interest and principal becomes probable.

Loans  classified for regulatory  purposes as loss,  doubtful,  substandard,  or
special  mention that have not been included in the table above do not represent
or result from trends or uncertainties which management  reasonably expects will
materially  impact future  operating  results,  liquidity or capital  resources.
These classified loans do not represent  material credits about which management
is aware of any information which causes management to have serious doubts as to
the ability of such borrowers to comply with their loan repayment terms.

Other income for the three months ended March 31, 2001, increased by $155,000 or
32.2% compared to the same period in 2000. Service charges increased by $79,000,
mortgage  origination  fees  increased by $44,000,  and other  operating  income
increased by $41,000.  The increases in other income were partially  offset by a
$21,000 decrease in gain on sale of loans. Service charges increases were due to
new products and increases in normal service charges. The mortgage origination

                                       11
<PAGE>

fee  increase  resulted  from  refinancing  activity  spurred by the  decline in
mortgage rates.

Other expenses increased by approximately  $240,000 or 9.3% for the three months
ended March 31, 2001  compared to the same period in 2000.  The  increase is due
primarily  to an increase in salaries and  employee  benefits of  $198,000.  The
increase in salaries  and  employee  benefits is due to the  addition of sixteen
employees  and normal  increases in employee  benefits.  Equipment and occupancy
expenses  increased by $100,000 due to depreciation and maintenance of equipment
purchased for the opening of two additional full service branch locations. These
increases were  partially  offset by a decrease in other  operating  expenses of
$58,000.  The same period in 2000 included  one-time merger expenses  related to
the merger of GB&T Bancshares, Inc. and UB&T Financial Services Corporation.

Income tax expense  decreased  by $60,000 for the three  months  ended March 31,
2001  compared to the three months ended March 31, 2000.  The effective tax rate
for the three-month period was 32%, compared to 40% for the same period in 2000.
This decrease reflects  non-deductible  merger expenses related to the merger of
GB&T  Bancshares  and UB&T  Financial  Services  Corporation  in the prior  year
period.

Net income increased by $110,000, or 18.2%, for the three months ended March 31,
2001  compared  to the same  period  in 2000.  The  increase  in net  income  is
attributable to growth in interest earning assets.

We are not aware of any other known trends, events or uncertainties,  other than
the effect of events as described  above,  that will have or that are reasonably
likely  to  have a  material  effect  on its  liquidity,  capital  resources  or
operations.  We are not aware of any current  recommendations  by the regulatory
authorities, which, if they were implemented, would have such an effect.


ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Our net  interest  income  and  the  fair  value  of our  financial  instruments
(interest  earning assets and interest  bearing  liabilities)  are influenced by
changes in market  interest  rates.  We actively manage our exposure to interest
rate fluctuations through policies established by the Asset/Liability Management
Committee  (the  "ALCO").  The  ALCO  meets  regularly  and is  responsible  for
approving  asset/liability  management  policies,  developing  and  implementing
strategies to improve  balance  sheet  positioning  and net interest  income and
assessing the interest rate sensitivity of the Banks.


                                       12
<PAGE>


                           PART II - OTHER INFORMATION


Item 6.  Exhibits and Reports on Form 8-K


         (a)    Reports on Form 8-K

                On March 22, 2001,  GB&T  Bancshares,  Inc.  filed a Form 8-K to
                report  that  we had  entered  into  an  Agreement  and  Plan of
                Reorganization   with   Community   Trust   Financial   Services
                Corporation.



                                       13

<PAGE>

                                   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, thereunto duly authorized.




GB&T BANCSHARES, INC.



DATE:   5/15/2001                     BY: /S/ RICHARD A. HUNT
      -------------                      --------------------------------------
                                          Richard A. Hunt
                                          President and Chief Executive Officer


DATE:  5/15/2001                      BY: /S/ GREGORY L. HAMBY
      -------------                      --------------------------------------
                                          Gregory L. Hamby
                                          Executive Vice President &
                                          Chief Financial Officer


                                       14