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, 2000

                                --------------

                                      OR

/ /  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   333-96209
                        -----------

                              PREMIERWEST BANCORP
            (Exact name of registrant as specified in its charter)

              OREGON                             93-1282171
     (State of Incorporation)                 (I.R.S. Employer
                                            Identification Number)

                           1455 East McAndrews Road
                             Medford, Oregon 97504
                   (Address of principal executive offices)
                                  (Zip Code)

                                (541) 618-6003
             (Registrant's telephone number, including area code)

     Indicate by check mark whether the  registrant  (1) has 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 / /


     Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of latest practicable date:

8,573,533 shares as of May 15, 2000.

<PAGE>


                      Disclosure Regarding Forward-Looking Statements

This  report  includes  forward-looking  statements  within the meaning of the
"safe-harbor"  provisions of the Private  Securities  Litigation Reform Act of
1995.  Such  forward-looking  statements  are  based  on  the  beliefs  of the
Company's  management and on  assumptions  made by and  information  currently
available to management.  All statements  other than  statements of historical
fact, regarding the Company's financial position,  business strategy and plans
and  objectives  of  management  for  future  operations  of the  Company  are
forward-looking   statements.   When  used  herein,  the  words  "anticipate,"
"believe,"  "estimate," "expect," and "intend" and words or phrases of similar
meaning, as they relate to the Company or management, are intended to identify
forward-looking  statements.  Examples of forward-looking  statements include,
but are not  limited  to (i)  projections  of  revenues,  income or  expenses,
earnings per share,  capital  expenditures,  dividends,  capital structure and
other  financial  items,  (ii)  statements of the plans and  objectives of the
Company or its management,  or Board of Directors,  including the introduction
of new  products or  services,  plans for  expansion,  acquisitions  or future
growth,  or  estimates  or  predictions  of  actions  by  customers,  vendors,
competitors or regulatory  authorities,  (iii)  statements of future  economic
performance,  and (iv) statements of assumptions  underlying  other statements
about the Company and its  business.  Although the Company  believes  that the
expectations reflected in such forward-looking  statements are reasonable,  it
can give no assurance that such  expectations will prove to have been correct.
Forward-looking  statements  are subject to certain  risks and  uncertainties,
which could cause actual results to differ  materially from those indicated by
the  forward-looking  statements.  These risks and  uncertainties  include the
Company's  ability  to  maintain  or expand  its market  share,  net  interest
margins,  or implement its marketing and growth  strategies.  Further,  actual
results may be affected by the Company's ability to compete on price and other
factors with other financial institutions; customer acceptance of new products
and  services;  general  trends in the  banking  industry  and the  regulatory
environment,  as they  relate to the  Company's  cost of funds and  returns on
assets. In addition, there are risks inherent in the banking industry relating
to  collectibility  of loans and  changes  in  interest  rates.  The reader is
advised that this list of risks is not  exhaustive and should not be construed
as any  prediction by the Company as to which risks would cause actual results
to differ materially from those indicated by the forward-looking statements.



                                      2
<PAGE>

                                   Form 10-Q

                               Table of Contents


Part I  FINANCIAL INFORMATION

Item 1.  Condensed Financial Statements ..................................  4

Item 2.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations .......................................  9


Part II OTHER INFORMATION

Item 1.  Legal Proceedings ............................................... 10

Item 6.  Exhibits and Reports on Form 8-K ................................ 10

Signatures ............................................................... 10


                                      3
<PAGE>

PART I. FINANCIAL INFORMATION

ITEM 1.  CONDENSED FINANCIAL STATEMENTS



                              PREMIERWEST BANCORP

                                BALANCE SHEETS

                     March 31, 2000 and December 31, 1999



                           ASSETS

                                                             2000        1999

Due from Bank of Southern Oregon                         $   2,153   $   2,300
                                                         =========   =========

       LIABILITIES AND SHAREHOLDER'S EQUITY (DEFICIT)

Liabilities -
  Accounts payable                                       $  21,112   $  17,106

Shareholder's equity (deficit):
  Preferred stock, no par value;
    1,000,000 shares authorized; none issued                     -           -
  Common stock, no par value;
    20,000,000 shares authorized; 10 shares
    issued and outstanding                                     100         100
  Accumulated deficit                                      (19,059)    (14,906)
                                                         ---------   ---------
     Total shareholder's equity (deficit)                  (18,959)    (14,806)
                                                         ---------   ---------

     Total liabilities and shareholder's equity (deficit)$   2,153   $   2,300
                                                         =========   =========


See accompanying notes.


                                      4
<PAGE>

                              PREMIERWEST BANCORP

                            STATEMENT OF OPERATIONS

                   For the three months ended March 31, 2000


Organizational costs                                                 $  (6,653)

Credit for income taxes                                                  2,500
                                                                     ---------

Net loss                                                             $  (4,153)
                                                                     =========




See accompanying notes.



                                      5
<PAGE>

                              PREMIERWEST BANCORP

                            STATEMENT OF CHANGES IN
                        SHAREHOLDER'S EQUITY (DEFICIT)

                For the three-month period ended March 31, 2000



                                                                    Total
                              Number of                         shareholder's
                               common     Common   Accumulated     equity
                               shares      stock     deficit      (deficit)
------------------------------------------------------------------------------
Balance at
  January 1, 2000                 10    $    100    $(14,906)    $(14,806)

Net loss                          --          --      (4,153)      (4,153)
                                ----    --------    --------     --------

Balance at
     March 31, 2000               10    $    100    $(19,059)    $(18,959)
                                ====    ========    ========     ========




See accompanying notes.


                                      6
<PAGE>

PremierWest Bancorp - Notes to Condensed Financial Statements
March 31, 2000


1.   Summary of organization, business and significant accounting policies

     Organization and merger:  PremierWest  Bancorp (Bancorp) was incorporated
     in the state of Oregon on November  26,  1999,  and as of March 31, 2000,
     was a wholly owned  subsidiary of the Bank of Southern Oregon (the Bank).
     Effective on May 8, 2000, in a reorganization and merger accounted for as
     a pooling-of-interests,  Bancorp became the holding company for the Bank;
     United  Bancorp  (United) was merged with and into  Bancorp,  and Douglas
     National Bank (United's wholly owned subsidiary) was merged with and into
     the Bank. In connection with the merger,  Bancorp issued 3,715,993 shares
     of its common stock to United  shareholders  and 4,857,540  shares of its
     common stock to Bank shareholders.

     Basis of  presentation:  The  accompanying  financial  statements include
     only the accounts and  transactions  of Bancorp and do not include any of
     the accounts and transactions of the Bank.  Bancorp's fiscal year-end for
     tax and financial reporting purposes is December 31.

     Method of  accounting:  Bancorp  prepares  its  financial  statements  in
     conformity  with  generally  accepted  accounting   principles.   Bancorp
     utilizes the accrual method of accounting,  which recognizes  income when
     earned  and  expenses  when  incurred.   The   preparation  of  financial
     statements in conformity with generally  accepted  accounting  principles
     requires  management to make  estimates and  assumptions  that affect the
     reported amounts of assets and liabilities,  the disclosure of contingent
     assets and liabilities at the date of the financial  statements,  and the
     reported  amounts of income and  expenses  during the  reporting  period.
     Actual results could differ from those estimates.

     Organizational  costs:  Costs associated with the organization of Bancorp
     have been expensed in the period incurred.

     Income  taxes:  The  results of  operations  of Bancorp are  reported for
     income tax purposes in consolidated income tax returns filed by the Bank.
     The credit for income taxes in the  accompanying  statement of operations
     is computed  based upon  Bancorp's  taxable loss for financial  reporting
     purposes.

     Operations  and cash  flow:  During  the period  from  November  26, 1999
     (inception)  through  December 31,  1999,  and for the three months ended
     March  31,  2000,  Bancorp  had  no  significant  operations  other  than
     organizational  activities.  During these periods, the Bank paid expenses
     on behalf of Bancorp and, therefore,  Bancorp had no cash flows.  Bancorp
     intends to use dividends  received from the Bank to help fund  operations
     and service any borrowings under Bancorp's  line-of-credit agreement (see
     Note 2).



                                      7
<PAGE>

2.   Line of credit agreement

     As of March 31, 2000 and December 31, 1999,  Bancorp had a line-of-credit
     agreement (the Agreement) with West Coast Bank to pay for  organizational
     costs up to $250,000.  Borrowings  under the  Agreement are unsecured and
     bear interest at prime rate. As part of the Agreement,  certain covenants
     are in existence.  There were no borrowings  outstanding  as of March 31,
     2000 and December 31, 1999;  however,  Bancorp borrowed $25,000 on May 4,
     2000, to pay its accounts  payable.  Interest will be due monthly and any
     outstanding principal will be due June 1, 2000.

3.   Due from the Bank

     Amounts due from the Bank as of March 31,  2000 and  December  31,  1999,
     represent  Bancorp's credit for income taxes that will be utilized by the
     Bank,  offset  by  organizational  costs  paid by the Bank on  behalf  of
     Bancorp during the period.



                                      8
<PAGE>

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

FOR THE THREE MONTHS ENDED MARCH 31,2000

Net loss for  PremierWest  Bancorp  (Bancorp)  was $4,153 for the three months
ended March  31,2000,  consisting of  organizational  costs and the income tax
benefit of those costs.  There were no operations during the comparable period
of 1999.

FINANCIAL  CONDITION.  Total  assets at March 31, 2000 and  December 31, 1999,
consist of $2,153 and $2,300,  respectively,  due from its affiliate,  Bank of
Southern Oregon.

Accounts  payable at March 31,  2000 and  December  31,  1999,  of $21,112 and
$17,106, respectively, consist of amounts owed for organizational costs.

As of March 31, 2000,  Bancorp had a shareholder's  deficit of $18,959.  After
the May 8, 2000 merger with United  Bancorp and its wholly  owned  subsidiary,
Douglas  National  Bank,  Bancorp  had  consolidated  shareholders'  equity of
approximately $30 million.

LIQUIDITY.  Bancorp has a  line-of-credit  for $250,000  with an  unaffiliated
bank,  of which no advances  were made as of March 31,  2000.  Funds  totaling
$25,000 have subsequently  been drawn upon for operations.  Bancorp intends to
retire any outstanding  borrowings from the line-of-credit in the near future.
Bancorp  will  obtain  funds for  repayment  of the  line-of-credit  through a
dividend from its wholly owned subsidiary, PremierWest Bank. (See notes to the
condensed financial statements.)

Bancorp's  future  sources  of  funds  will  continue  to  mostly  be  through
PremierWest Bank.

The ability of Bancorp to obtain  funds for the payment of  dividends  and for
other cash  requirements  is dependent on the amount of dividends  that may be
declared by its wholly owned  subsidiary,  PremierWest  Bank. Under the Oregon
Bank Act, an  Oregon-chartered  bank may not pay a cash dividend if the amount
of the dividend  exceeds its net  unreserved  retained  earnings,  after first
deducting:

o    bad debts,  excepting  bad debts that have already  been charged  against
     earnings or reserved  for, and excepting bad debts that are fully secured
     and in the process of collection;

o    all other  assets  charged off as required by the  Director of the Oregon
     Department  of Consumer  and  Business  Services or by a state or federal
     examiner; and

o    all accrued expenses, interest and taxes of the bank.

For this  purpose,  "bad debt" means a debt on which  interest is past due and
unpaid for at least six months.  Additionally,  the Director of the Department
of  Consumer  and  Business  Services  may require an  institution  to suspend
dividends if the Director determines that payment of dividends would result in
remaining  shareholders'  equity  being  inadequate  for the  safe  and  sound
operation of the bank.  State-chartered banks' ability to pay dividends may be
affected  by  capital  adequacy  guidelines  of  their  primary  federal  bank
regulatory agency.



                                      9
<PAGE>

PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS.   None

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K


     (a)  Exhibits:  The following exhibits are being filed or incorporated by
          reference. This list constitutes the index.

          Exhibit
          Number       Description

          *   3.1      Articles of Incorporation of PremierWest Bancorp

          *   3.2      Bylaws of PremierWest Bancorp

          *   4.0      Specimen common stock certificate

          ** 27.0      Financial Data Schedule

--------------

*    Incorporated by reference to the registration statement on Form S-4, File
     Number  333-96209,  as declared  effective by the  Commission on April 4,
     2000.

**   Filed herewith.

(b)  Reports on Form 8-K - None filed this period


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.


DATED: May 15, 2000

PREMIERWEST BANCORP

/s/ Bruce R. McKee
---------------------------------------                       .
Bruce R. McKee, Chief Financial Officer


/s/ John L. Anhorn
---------------------------------------                       .
John L. Anhorn, Chief Executive Officer



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