<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                   FORM 10-KSB/A


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

                   FOR THE FISCAL YEAR ENDED DECEMBER 31, 2000

                                       OR

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

                        COMMISSION FILE NUMBER 333-30779

                         BIG LAKE FINANCIAL CORPORATION
             (Exact name of registrant as specified in its charter)

                    FLORIDA                                     59-2613321
         (State or other jurisdiction                        (I.R.S. Employer
       of incorporation or organization)                    Identification No.)

1409 SOUTH PARROTT AVENUE, OKEECHOBEE, FLORIDA                     34974
  (Address of principal executive offices)                      (Zip Code)

    Registrant's telephone number, including area code: (863) 467-4663

    Securities registered pursuant to Section 12(b) of the Act: NONE
    Securities registered pursuant to Section 12(g) of the Act:

                     COMMON STOCK, PAR VALUE $0.01 PER SHARE
                                (Title of Class)

         Check whether the issuer has (1) filed all reports required to be filed
by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12
months (or for such shorter period that the issuer was required to file such
reports), and (2) has been subject to such filing requirements for the past 90
days. YES [X]  NO [ ]

         Check if disclosure of delinquent filers in response to Item 405 of
Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of issuer's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. [X]

         The issuer's revenues for its most recent fiscal year were $14,336,000.

         The aggregate market value of the Common Stock of the issuer held by
non-affiliates of the issuer (320,523 shares) on February 28, 2001, was
approximately $9,616,000. As of such date, no organized trading market existed
for the Common Stock of the issuer. The aggregate market value was computed by
reference the last sale of the Common Stock of the issuer at $30.00 per share on
February 7, 2001. For the purposes of this response, directors, officers and
holders of 5% or more of the issuer's Common Stock are considered the affiliates
of the issuer at that date.

         As of February 28, 2001, there were issued and outstanding 527,547
shares of the issuer's Common Stock.

                       DOCUMENTS INCORPORATED BY REFERENCE

         Portions of the Proxy Statement for the Annual Meeting of Shareholders
to be held on March 15, 2001 to be filed with the Securities and Exchange
Commission pursuant to Regulation 14A within 120 days of the issuer's fiscal
year end are incorporated into Part III, Items 10 through 13 of this Annual
Report on Form 10-KSB


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                                TABLE OF CONTENTS

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PART I.....................................................................................        1

Item 1.       Business.....................................................................        1
              General......................................................................        1
              Lending Activities...........................................................        2
              Deposit Activities...........................................................        3
              Investments..................................................................        3
              Correspondent Banking........................................................        4
              Data Processing..............................................................        4
              Effect of Governmental Policies..............................................        4
              Interest and Usury...........................................................        5
              Supervision and Regulation...................................................        5
              Competition..................................................................       12
              Employees....................................................................       12
              Statistical Profile and Other Financial Data.................................       13

Item 2.       Properties...................................................................       13

Item 3.       Legal Proceedings............................................................       13

Item 4.       Submission of Matters to a Vote of Security Holders..........................       14

PART II....................................................................................       14

Item 5.       Market for the Registrant's Common Equity and
                  Related Stockholder Matters..............................................       14
              Dividends....................................................................       14

Item 6.       Management's Discussion and Analysis of Financial
                  Condition and Results of Operations......................................       16
              General......................................................................       17
              Liquidity and Capital Resources..............................................       17
              Results of Operations........................................................       18
              Comparison of Years Ended December 31, 2000 and 1999.........................       21
              Asset/Liability Management...................................................       23
              Financial Condition..........................................................       26
              Other Borrowings.............................................................       38
              Impact of Inflation and Changing Prices......................................       38
              Future Accounting Requirements...............................................       38

Item 7.       Financial Statements.........................................................       39
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Item 8.       Changes in and Disagreements with Accountants
                      on Accounting and Financial Disclosure...............................       39

PART III...................................................................................       39

Item 9.       Directors, Executive Officers, Promoters and Control Persons;
                      Compliance with Section 16(a) of the Exchange Act....................       39

Item 10.      Executive Compensation.......................................................       39

Item 11.      Security Ownership of Certain Beneficial Owners and Management...............       40

Item 12.      Certain Relationships and Related Transactions...............................       40

Item 13.      Exhibits, Financial Statement Schedules, and Reports of Form 8-K.............       40

SIGNATURES.................................................................................       42

EXHIBIT INDEX..............................................................................       44
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                                     PART I

ITEM 1.  BUSINESS

GENERAL

         Big Lake Financial Corporation ("BLF") was incorporated under the laws
of the State of Florida on August 8, 1985. BLF is a registered bank holding
company under the Bank Holding Company Act of 1956, as amended (the "BHC Act")
and owns all of the voting shares of Big Lake National Bank.

         BLF has no significant operations other than owning the stock of Big
Lake National Bank. Big Lake National Bank is a national banking association and
is the only source of revenue for BLF.

         BLF provides a range of consumer and commercial banking services to
individuals, businesses and industries. The basic services offered by BLF
include: demand interest-bearing and noninterest-bearing accounts, sweep
investment accounts, money market deposit accounts, NOW accounts, time deposits,
safe deposit services, credit cards, cash management, direct deposits, notary
services, money orders, night depository, travelers' checks, cashier's checks,
domestic collections, savings bonds, bank drafts, automated teller services,
drive-in tellers, and banking by mail. In addition, BLF makes secured and
unsecured commercial and real estate loans and issues stand-by letters of
credit. BLF provides automated teller machine (ATM) cards, as a part of the
HONOR ATM Network, thereby permitting customers to utilize the convenience of
larger ATM networks. In addition to the HONOR ATM Network, the Bank also
provides the Presto and Cirrus systems for ATM use. BLF offers Visa Debit Cards
as a new convenient way for its clients to have access to their funds. In
addition to the foregoing services, the offices of BLF provide customers with
extended banking hours. BLF does not have trust powers and, accordingly, no
trust services are provided.

         The revenues of BLF are primarily derived from interest on, and fees
received in connection with, real estate and other loans, and from interest and
dividends from investment and mortgage-backed securities, and short-term
investments. The principal sources of funds for BLF's lending activities are its
deposits, repayment of loans, and the sale and maturity of investment
securities. The principal expenses of BLF are the interest paid on deposits, and
operating and general administrative expenses.

         As is the case with banking institutions generally, BLF's operations
are materially and significantly influenced by general economic conditions and
by related monetary and fiscal policies of financial institution regulatory
agencies, including the Board of Governors of the Federal Reserve System (the
"Federal Reserve") and the Office of the Comptroller of the Currency ("OCC").
Deposit flows and costs of funds are influenced by interest rates on competing
investments and general market rates of interest. Lending activities are
affected by the demand for financing of real estate and other types of loans,
which in turn is affected by the interest rates at which such financing may be
offered and other factors affecting local demand

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and availability of funds. BLF faces strong competition in the attraction of
deposits (its primary source of lendable funds) and in the origination of loans.
See "Competition."

LENDING ACTIVITIES

         BLF offers a range of lending services, including real estate, consumer
and commercial loans, to individuals and small businesses and other
organizations that are located in, or conduct a substantial portion of their
business in, BLF's market area. BLF's consolidated total loans at December 31,
2000 were $111.8 million, or 61.1% of total BLF consolidated assets. The
interest rates charged on loans vary with the degree of risk, maturity, and
amount of the loan, and are further subject to competitive pressures, money
market rates, availability of funds, and government regulations. BLF has no
foreign loans or loans for highly leveraged transactions.

         BLF's loans are concentrated in three major areas: commercial loans,
real estate loans, and consumer loans. A majority of BLF's loans are made on a
secured basis. As of December 31, 2000, approximately 82.5% of BLF's
consolidated loan portfolio consisted of loans secured by mortgages on real
estate, of which approximately 61.1% is secured by 1-4 family residential
properties.

         BLF's commercial loan portfolio includes loans to individuals and
small-to-medium-sized businesses located primarily in Okeechobee, Highlands,
Hardee, DeSoto, Glades, and Hendry counties for working capital, equipment
purchases, and various other business purposes. A majority of commercial loans
are secured by real estate, equipment, or similar assets, but these loans may
also be made on an unsecured basis. Commercial loans may be made at variable or
fixed rates of interest. Commercial lines of credit are typically granted on a
one-year basis, with loan covenants and monetary thresholds. Other commercial
loans with terms or amortization schedules of longer than one year will normally
carry interest rates which vary with the prime lending rate and will become
payable in full and are generally refinanced in three to five years. Commercial
and agricultural loans not secured by real estate amounted to approximately 7.7%
of BLF's total loan portfolio as of December 31, 2000.

         BLF's real estate loans are secured by mortgages and consist primarily
of loans to individuals and businesses for the purchase, improvement of or
investment in real estate and for the construction of single-family residential
units or the development of single-family residential building lots. These real
estate loans may be made at fixed or variable interest rates. BLF generally does
not make fixed-rate commercial real estate loans for terms exceeding three
years. Loans in excess of three years are generally adjustable. BLF's
residential real estate loans generally are repayable in monthly installments
based on up to a 30-year amortization schedule with variable interest rates.

         BLF's consumer loan portfolio consists primarily of loans to
individuals for various consumer purposes, but includes some business purpose
loans which are payable on an installment basis. The majority of these loans are
for terms of less than five years and are secured by liens on various personal
assets of the borrowers, but consumer loans may also be made on an unsecured
basis. Consumer loans are made at fixed and variable interest rates, and are
often based on up to a five-year amortization schedule.


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         For additional information regarding BLF's loan portfolio, see
"Management's Discussion and Analysis of Financial Condition and Results of
Operations - Financial Condition."

         Loan originations are derived from a number of sources. Loan
originations can be attributed to direct solicitation by BLF's loan officers,
existing customers and borrowers, advertising, walk-in customers and, in some
instances, referrals from brokers.

         Certain credit risks are inherent in making loans. These include
prepayment risks, risks resulting from uncertainties in the future value of
collateral, risks resulting from changes in economic and industry conditions,
and risks inherent in dealing with individual borrowers. In particular, longer
maturities increase the risk that economic conditions will change and adversely
affect collectibility. BLF attempts to minimize credit losses through various
means. In particular, on larger credits, BLF generally relies on the cash flow
of a debtor as the source of repayment and secondarily on the value of the
underlying collateral. In addition, BLF attempts to utilize shorter loan terms
in order to reduce the risk of a decline in the value of such collateral.

DEPOSIT ACTIVITIES

         Deposits are the major source of BLF's funds for lending and other
investment activities. BLF considers the majority of its regular savings,
demand, NOW and money market deposit accounts to be core deposits. These
accounts comprised approximately 59.2% of BLF's consolidated total deposits at
December 31, 2000. Approximately 40.8% of BLF's consolidated deposits at
December 31, 2000 were certificates of deposit. Generally, BLF attempts to
maintain the rates paid on its deposits at a competitive level. Time deposits of
$100,000 and over made up approximately 7.9% of BLF's consolidated total
deposits at December 31, 2000. The majority of the deposits of BLF are generated
from Okeechobee, DeSoto, Glades, Hardee, Highlands, and Hendry counties. BLF
does not currently accept brokered deposits. For additional information
regarding BLF's deposit accounts, see "Management's Discussion and Analysis of
Financial Condition, Results of Operations - Financial Condition and Deposit
Activities."

INVESTMENTS

         BLF invests a portion of its assets in U.S. Treasury and U.S.
Government agency obligations, certificates of deposit, collateralized mortgage
obligations ("CMO's"), and federal funds sold. BLF's investments are managed in
relation to loan demand and deposit growth, and are generally used to provide
for the investment of excess funds at minimal risks while providing liquidity to
fund increases in loan demand or to offset fluctuations in deposits.

         With respect to BLF's investment portfolio, BLF's total portfolio may
be invested in U.S. Treasury and general obligations of its agencies because
such securities generally represent a minimal investment risk. Occasionally, BLF
purchases certificates of deposits of national and state banks. These
investments may exceed $100,000 in any one institution (the limit of FDIC
insurance for deposit accounts). CMO's are secured with Federal National
Mortgage Association ("FNMA") mortgage-backed securities and generally have a
shorter life than the


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stated maturity. Federal funds sold is the excess cash BLF has available over
and above daily cash needs. This money is invested on an overnight basis with
approved correspondent banks.

         BLF monitors changes in financial markets. In addition to investments
for its portfolio, BLF monitors its daily cash position to ensure that all
available funds earn interest at the earliest possible date. A portion of the
investment account is designated as secondary reserves and invested in liquid
securities that can be readily converted to cash with minimum risk of market
loss. These investments usually consist of U.S. Treasury obligations, U.S.
government agencies and federal funds. The remainder of the investment account
may be placed in investment securities of different type and longer maturity.
Daily surplus funds are sold in the federal funds market for one business day.
BLF attempts to stagger the maturities of its securities so as to produce a
steady cash flow in the event BLF needs cash, or economic conditions change to a
more favorable rate environment.

CORRESPONDENT BANKING

         Correspondent banking involves one bank providing services to another
bank which cannot provide that service for itself from an economic or practical
standpoint. BLF is required to purchase correspondent services offered by larger
banks, including check collections, purchase of federal funds, security
safekeeping, investment services, coin and currency supplies, overline and
liquidity loan participations and sales of loans to or participation with
correspondent banks.

         BLF sells loan participations to correspondent banks with respect to
loans which exceed BLF's lending limit. Management of BLF has established
correspondent relationships with Independent Bankers' Bank of Florida and
Compass Bank. BLF pays for such services.

DATA PROCESSING

         BLF has a data processing department that provides a full range of data
processing services, including an automated general ledger, deposit accounting,
and commercial, mortgage and installment lending data processing.

EFFECT OF GOVERNMENTAL POLICIES

         The earnings and business of BLF are and will be affected by the
policies of various regulatory authorities of the United States, especially the
Federal Reserve. The Federal Reserve, among other things, regulates the supply
of credit and deals with general economic conditions within the United States.
The instruments of monetary policy employed by the Federal Reserve for these
purposes influence in various ways the overall level of investments, loans,
other extensions of credit and deposits, and the interest rates paid on
liabilities and received on assets.


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INTEREST AND USURY

         BLF is subject to numerous state and federal statutes that affect the
interest rates that may be charged on loans. These laws do not, under present
market conditions, deter BLF from continuing the process of originating loans.

SUPERVISION AND REGULATION

         Banks and their holding companies, and many of their affiliates, are
extensively regulated under both federal and state law. The following is a brief
summary of certain statutes, rules, and regulations affecting BLF and Big Lake
National Bank. This summary is qualified in its entirety by reference to the
particular statutory and regulatory provisions referred to below and is not
intended to be an exhaustive description of the statutes or regulations
applicable to the business of BLF and Big Lake National Bank. Supervision,
regulation, and examination of banks by regulatory agencies are intended
primarily for the protection of depositors, rather than shareholders.

         Bank Holding Company Regulation. BLF is a bank holding company,
registered with the Federal Reserve under the BHC Act. As such, BLF is subject
to the supervision, examination and reporting requirements of the BHC Act and
the regulations of the Federal Reserve. The BHC Act requires that a bank holding
company obtain the prior approval of the Federal Reserve before (i) acquiring
direct or indirect ownership or control of more than 5% of the voting shares of
any bank, (ii) taking any action that causes a bank to become a subsidiary of
the bank holding company, or (iii) merging or consolidating with any other bank
holding company.

         The BHC Act further provides that the Federal Reserve may not approve
any transaction that would result in a monopoly or would be in furtherance of
any combination or conspiracy to monopolize or attempt to monopolize the
business of banking in any section of the United States, or the effect of which
may be substantially to lessen competition or to tend to create a monopoly in
any section of the country, or that in any other manner would be in restraint of
trade, unless the anticompetitive effects of the proposed transaction are
clearly outweighed by the public interest in meeting the convenience and needs
of the community to be served. The Federal Reserve is also required to consider
the financial and managerial resources and future prospects of the bank holding
companies and banks concerned and the convenience, and needs of the community to
be served. Consideration of financial resources generally focuses on capital
adequacy and consideration of convenience and needs issues includes the parties'
performance under the Community Reinvestment Act of 1977 (the "CRA"), both of
which are discussed below.

         Banks are subject to the provisions of the CRA. Under the terms of the
CRA, the appropriate federal bank regulatory agency is required, in connection
with its examination of a bank, to assess such bank's record in meeting the
credit needs of the community served by that bank, including low- and
moderate-income neighborhoods. The regulatory agency's assessment of the bank's
record is made available to the public. Further, such assessment is required of
any bank which has applied to:


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-        charter a national bank,

-        obtain deposit insurance coverage for a newly chartered institution,

-        establish a new branch office that will accept deposits,

-        relocate an office, or

-        merge or consolidate with, or acquire the assets or assume the
         liabilities of, a federally regulated financial institution

         In the case of a bank holding company applying for approval to acquire
a bank or other bank holding company, the Federal Reserve will assess the record
of each subsidiary bank of the applicant bank holding company, and such records
may be the basis for denying the application.

         Except as authorized by the Gramm-Leach-Bliley Act of 1999, the BHC Act
generally prohibits a bank holding company from engaging in activities other
than banking, or managing or controlling banks or other permissible
subsidiaries, and from acquiring or retaining direct or indirect control of any
company engaged in any activities other than those activities determined by the
Federal Reserve to be so closely related to banking or managing or controlling
banks as to be a proper incident thereto. In determining whether a particular
activity is permissible, the Federal Reserve must consider whether the
performance of such an activity can reasonably be expected to produce benefits
to the public, such as greater convenience, increased competition, or gains in
efficiency that outweigh possible adverse effects, such as undue concentration
of resources, decreased or unfair competition, conflicts of interest, or unsound
banking practices. For example, factoring accounts receivable, acquiring or
servicing loans, leasing personal property, conducting securities brokerage
activities, performing certain data processing services, acting as agent or
broker in selling credit life insurance and certain other types of insurance in
connection with credit transactions, and certain insurance underwriting
activities have all been determined by regulations of the Federal Reserve to be
permissible activities of bank holding companies. Despite prior approval, the
Federal Reserve has the power to order a holding company or its subsidiaries to
terminate any activity or terminate its ownership or control of any subsidiary,
when it has reasonable cause to believe that continuation of such activity or
such ownership or control constitutes a serious risk to the financial safety,
soundness, or stability of any bank subsidiary of that bank holding company.

         Gramm-Leach-Bliley Act. Enacted in 1999, the Gramm-Leach-Bliley Act
reforms and modernizes certain areas of financial services regulation. The law
permits the creation of financial services holding companies that can offer a
full range of financial products under a regulatory structure based on the
principle of functional regulation. The legislation eliminates the legal
barriers to affiliations among banks and securities firms, insurance companies,
and other financial services companies. The law also provides financial
organizations with the opportunity to structure these new financial affiliations
through a holding company structure or a financial subsidiary. The law reserves
the role of the Federal Reserve Board as the supervisor for bank holding
companies. At the same time, the law also provides a system of functional
regulation which is designed to utilize the various existing federal and state
regulatory bodies. The law also sets up a process for coordination between the
Federal Reserve Board and the


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Secretary of the Treasury regarding the approval of new financial activities for
both bank holding companies and national bank financial subsidiaries.

         The law also includes a minimum federal standard of financial privacy.
Financial institutions are required to have written privacy policies that must
be disclosed to customers. The disclosure of a financial institution's privacy
policy must take place at the time a customer relationship is established and
not less than annually during the continuation of the relationship. The act also
provides for the functional regulation of bank securities activities. The law
repeals the exemption that banks were afforded from the definition of "broker,"
and replaces it with a set of limited exemptions that allow the continuation of
some historical activities performed by banks. In addition, the act amends the
securities laws to include banks within the general definition of dealer.
Regarding new bank products, the law provides a procedure for handling products
sold by banks that have securities elements. In the area of CRA activities, the
law generally requires that financial institutions address the credit needs of
low-to-moderate income individuals and neighborhoods in the communities in which
they operate. Bank regulators are required to take the CRA ratings of a bank or
of the bank subsidiaries of a holding company into account when acting upon
certain branch and bank merger and acquisition applications filed by the
institution. Under the law, financial holding companies and banks that desire to
engage in new financial activities are required to have satisfactory or better
CRA ratings when they commence the new activity.

         Bank Regulation. Big Lake National Bank is chartered under the national
banking laws and its deposits are insured by the FDIC to the extent provided by
law. Big Lake National Bank is subject to comprehensive regulation, examination
and supervision by the OCC and to other laws and regulations applicable to
banks. Such regulations include limitations on loans to a single borrower and to
its directors, officers and employees; restrictions on the opening and closing
of branch offices; the maintenance of required capital and liquidity ratios; the
granting of credit under equal and fair conditions; and the disclosure of the
costs and terms of such credit. Big Lake National Bank is examined periodically
by the OCC, to whom it submits periodic reports regarding its financial
condition and other matters. The OCC has a broad range of powers to enforce
regulations under its jurisdiction, and to take discretionary actions determined
to be for the protection and safety and soundness of banks, including the
institution of cease and desist orders and the removal of directors and
officers. The OCC also has the authority to approve or disapprove mergers,
consolidations, and similar corporate actions.

         There are various statutory limitations on the ability of BLF to pay
dividends. The OCC also has the general authority to limit the dividend payment
by banks if such payment may be deemed to constitute an unsafe and unsound
practice. For information on the restrictions on the right of Big Lake National
Bank to pay dividends to BLF, see Part II - Item 5 "Market for the Registrant's
Common Equity and Related Stockholder Matters."

         Under federal law, federally insured banks are subject, with certain
exceptions, to certain restrictions on any extension of credit to their parent
holding companies or other affiliates, on investment in the stock or other
securities of affiliates, and on the taking of such stock or securities as
collateral from any borrower. In addition, banks are prohibited from engaging in


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certain tie-in arrangements in connection with any extension of credit or the
providing of any property or service.

         The Financial Institutions Reform, Recovery and Enforcement Act of 1989
("FIRREA") imposed major regulatory reforms, stronger capital standards for
savings and loan associations and stronger civil and criminal enforcement
provisions. FIRREA also provides that a depository institution insured by the
FDIC can be held liable for any loss incurred by, or reasonably expected to be
incurred by, the FDIC in connection with:

-        the default of a commonly controlled FDIC insured depository
         institution; or

-        any assistance provided by the FDIC to a commonly controlled FDIC
         insured institution in danger of default.

         The FDIC Improvement Act of 1993 ("FDICIA") made a number of reforms
addressing the safety and soundness of deposit insurance funds, supervision,
accounting, and prompt regulatory action, and also implemented other regulatory
improvements. Annual full-scope, on-site examinations are required of all
insured depository institutions. The cost for conducting an examination of an
institution may be assessed to that institution, with special consideration
given to affiliates and any penalties imposed for failure to provide information
requested. Insured state banks also are precluded from engaging as principal in
any type of activity that is impermissible for a national bank, including
activities relating to insurance and equity investments. The Act also recodified
current law restricting extensions of credit to insiders under the Federal
Reserve Act.

         Also important in terms of its effect on banks has been the
deregulation of interest rates paid by banks on deposits and the types of
deposit accounts that may be offered by banks. Most regulatory limits on
permissible deposit interest rates and minimum deposit amounts expired several
years ago. The effect of the deregulation of deposit interest rates generally
has been to increase the costs of funds to banks and to make their costs of
funds more sensitive to fluctuations in money market rates. A result of the
pressure on bank's interest margins due to deregulation has been a trend toward
expansion of services offered by banks and an increase in the emphasis placed on
fee or noninterest income.

         The Federal Reserve Board and bank regulatory agencies require bank
holding companies and financial institutions to maintain capital at adequate
levels based on a percentage of assets and off-balance sheet exposures, adjusted
for risk weights ranging from 0% to 100%. Under the risk-based standard, capital
is classified into two tiers. Tier 1 capital consists of common shareholders'
equity, excluding the unrealized gain (loss) on available-for-sale securities,
minus certain intangible assets. Tier 2 capital consists of the general
allowance for credit losses except for certain limitations. An institution's
qualifying capital base for purposes of its risk-based capital ratio consists of
the sum of its Tier 1 and Tier 2 capital. The regulatory minimum requirements
are 4% for Tier 1 and 8% for total risk-based capital. At December 31, 2000, Big
Lake National Bank's Tier 1 and total risk-based capital ratios were 10.50% and
11.74%, respectively, and BLF's Tier 1 and total risk-based capital ratios were
11.22% and 12.47%, respectively.


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<PAGE>   12

         Bank holding companies and banks are also required to maintain capital
at a minimum level based on total assets, which is known as the leverage ratio.
The minimum requirement for the leverage ratio is 3%, but all but the highest
rated institutions are required to maintain ratios 100 to 200 basis points above
the minimum. At December 31, 2000, BLF's and Big Lake National Bank's leverage
ratios were 6.19 and 5.76%, respectively.

         FDICIA contains "prompt corrective action" provisions pursuant to which
banks are to be classified into one of five categories based upon capital
adequacy, ranging from "well capitalized" to "critically undercapitalized" and
which require (subject to certain exceptions) the appropriate federal banking
agency to take prompt corrective action with respect to an institution which
becomes "significantly undercapitalized" or "critically undercapitalized."

         The OCC has issued regulations to implement the "prompt corrective
action" provisions of FDICIA. In general, the regulations define the five
capital categories as follows:

-        an institution is "well capitalized" if it has a total risk-based
         capital ratio of 10% or greater, has a Tier 1 risk-based capital ratio
         of 6% or greater, has a leverage ratio of 5% or greater and is not
         subject to any written capital order or directive to meet and maintain
         a specific capital level for any capital measures;

-        an institution is "adequately capitalized" if it has a total risk-based
         capital ratio of 8% or greater, has a Tier 1 risk-based capital ratio
         of 4% or greater, and has a leverage ratio of 4% or greater;

-        an institution is "undercapitalized" if it has a total risk-based
         capital ratio of less than 8%, has a Tier 1 risk-based capital ratio
         that is less than 4% or has a leverage ratio that is less than 4%;

-        an institution is "significantly undercapitalized" if it has a total
         risk-based capital ratio that is less than 6%, a Tier 1 risk-based
         capital ratio that is less than 3% or a leverage ratio that is less
         than 3%; and

-        an institution is "critically undercapitalized" if its "tangible
         equity" is equal to or less than 2% of its total assets.

         The OCC also, after an opportunity for a hearing, has authority to
downgrade an institution from "well capitalized" to "adequately capitalized" or
to subject an "adequately capitalized" or "undercapitalized" institution to the
supervisory actions applicable to the next lower category, for supervisory
concerns.

         Generally, FDICIA requires that an "undercapitalized" institution must
submit an acceptable capital restoration plan to the appropriate federal banking
agency within 45 days after the institution becomes "undercapitalized" and the
agency must take action on the plan within 60 days. The appropriate federal
banking agency may not accept a capital restoration plan unless, among other
requirements, each company having control of the institution has guaranteed that


                                       9
<PAGE>   13

the institution will comply with the plan until the institution has been
adequately capitalized on average during each of the three consecutive calendar
quarters and has provided adequate assurances of performance. The aggregate
liability under this provision of all companies having control of an institution
is limited to the lesser of:

-        5% of the institution's total assets at the time the institution
         becomes "undercapitalized" or

-        the amount which is necessary, or would have been necessary, to bring
         the institution into compliance with all capital standards applicable
         to the institution as of the time the institution fails to comply with
         the plan filed pursuant to FDICIA.

         An "undercapitalized" institution may not acquire an interest in any
company or any other insured depository institution, establish or acquire
additional branch offices or engage in any new business unless the appropriate
federal banking agency has accepted its capital restoration plan, the
institution is implementing the plan, and the agency determines that the
proposed action is consistent with and will further the achievement of the plan,
or the appropriate Federal banking agency determines the proposed action will
further the purpose of the "prompt corrective action" sections of FDICIA.

         If an institution is "critically undercapitalized," it must comply with
the restrictions described above. In addition, the appropriate Federal banking
agency is authorized to restrict the activities of any "critically
undercapitalized" institution and to prohibit such an institution, without the
appropriate Federal banking agency's prior written approval, from:

-        entering into any material transaction other than in the usual course
         of business;

-        engaging in any covered transaction with affiliates (as defined in
         Section 23A(b) of the Federal Reserve Act);

-        paying excessive compensation or bonuses; and

-        paying interest on new or renewed liabilities at a rate that would
         increase the institution's weighted average costs of funds to a level
         significantly exceeding the prevailing rates of interest on insured
         deposits in the institution's normal market areas.

         The "prompt corrective action" provisions of FDICIA also provide that
in general no institution may make a capital distribution if it would cause the
institution to become "undercapitalized." Capital distributions include cash
(but not stock) dividends, stock purchases, redemptions, and other distributions
of capital to the owners of an institution.

         Additionally, FDICIA requires, among other things, that:

-        only a "well capitalized" depository institution may accept brokered
         deposits without prior regulatory approval and


                                       10
<PAGE>   14

-        the appropriate federal banking agency annually examine all insured
         depository institutions, with some exceptions for small, "well
         capitalized" institutions and state-chartered institutions examined by
         state regulators.

         FDICIA also contains a number of consumer banking provisions, including
disclosure requirements and substantive contractual limitations with respect to
deposit accounts.

         As of December 31, 2000, BLF and Big Lake National Bank met the capital
requirements of a "well capitalized" institution.

         Enforcement Powers. Congress has provided the federal bank regulatory
agencies with an array of powers to enforce laws, rules, regulations and orders.
Among other things, the agencies may require that institutions cease and desist
from certain activities, may preclude persons from participating in the affairs
of insured depository institutions, may suspend or remove deposit insurance, and
may impose civil money penalties against institution-affiliated parties for
certain violations.

         Maximum Legal Interest Rates. Like the laws of many states, Florida law
contains provisions on interest rates that may be charged by banks and other
lenders on certain types of loans. Numerous exceptions exist to the general
interest limitations imposed by Florida law. The relative importance of these
interest limitation laws to the financial operations of Big Lake National Bank
will vary from time to time, depending on a number of factors, including
conditions in the money markets, the costs and availability of funds, and
prevailing interest rates.

         Bank Branching. Banks in Florida are permitted to branch state wide.
Such branch banking, however, is subject to prior approval by the OCC. Any such
approval would take into consideration several factors, including the bank's
level of capital, the prospects and economics of the proposed branch office, and
other conditions deemed relevant by the OCC for purposes of determining whether
approval should be granted to open a branch office.

         Change of Control. Federal law restricts the amount of voting stock of
a bank holding company and a bank that a person may acquire without the prior
approval of banking regulators. The overall effect of such laws is to make it
more difficult to acquire a bank holding company and a bank by tender offer or
similar means than it might be to acquire control of another type of
corporation. Consequently, shareholders of BLF may be less likely to benefit
from the rapid increases in stock prices that may result from tender offers or
similar efforts to acquire control of other companies. Federal law also imposes
restrictions on acquisitions of stock in a bank holding company and a state
bank. Under the federal Change in Bank Control Act and the regulations
thereunder, a person or group must give advance notice to the Federal Reserve
before acquiring control of any bank holding company and the OCC before
acquiring control of any national bank (such as Big Lake National Bank). Upon
receipt of such notice, the OCC may approve or disapprove the acquisition. The
Change in Bank Control Act creates a rebuttable presumption of control if a
member or group acquires a certain percentage or more of a bank holding
company's or state bank's voting stock, or if one or more other control factors
set forth in the Act are present.


                                       11
<PAGE>   15

         Interstate Banking. The Riegle-Neal Interstate Banking and Branching
Efficiency Act of 1996, provides for nationwide interstate banking and
branching. Under the law, interstate acquisitions of banks or bank holding
companies in any state by bank holding companies in any other state is
permissible. Interstate branching and consolidation of existing bank
subsidiaries in different states is permissible. Florida has a law that allows
out-of-state bank holding companies (located in states that allow Florida bank
holding companies to acquire banks and bank holding companies in that state) to
acquire Florida banks and Florida bank holding companies. The law essentially
provides for out-of-state entry by acquisition only (and not by interstate
branching) and requires the acquired Florida bank to have been in existence for
at least three years.

         Effect of Governmental Policies. The earnings and businesses of BLF and
Big Lake National Bank are affected by the policies of various regulatory
authorities of the United States, especially the Federal Reserve. The Federal
Reserve, among other things, regulates the supply of credit and deals with
general economic conditions within the United States. The instruments of
monetary policy employed by the Federal Reserve for those purposes influence in
various ways the overall level of investments, loans, other extensions of
credit, and deposits, and the interest rates paid on liabilities and received on
assets.

COMPETITION

         BLF encounters strong competition both in making loans and in
attracting deposits. The deregulation of the banking industry and the widespread
enactment of state laws which permit multi-bank holding companies as well as an
increasing level of interstate banking have created a highly competitive
environment for commercial banking. In one or more aspects of its business, BLF
competes with other commercial banks, savings and loan associations, credit
unions, finance companies, mutual funds, insurance companies, brokerage and
investment banking companies, and other financial intermediaries. Most of these
competitors, some of which are affiliated with bank holding companies, have
substantially greater resources and lending limits, and may offer certain
services that BLF does not currently provide. In addition, many of BLF's
non-bank competitors are not subject to the same extensive federal regulations
that govern bank holding companies and federally insured banks. Recent federal
and state legislation has heightened the competitive environment in which
financial institutions must conduct their business, and the potential for
competition among financial institutions of all types has increased
significantly.

         To compete, BLF relies upon specialized services, responsive handling
of customer needs, and personal contacts by its officers, directors, and staff.
Large multi-branch banking competitors tend to compete primarily by rate and the
number and location of branches while smaller, independent financial
institutions tend to compete primarily by rate and personal service.

EMPLOYEES

         As of December 31, 2000, BLF and Big Lake National Bank collectively
had 101 full-time employees (including executive officers) and 1 part-time
employee. The employees are not


                                       12
<PAGE>   16

represented by a collective bargaining unit. BLF and Big Lake National Bank
consider relations with employees to be good.

STATISTICAL PROFILE AND OTHER FINANCIAL DATA

         Reference is hereby made to the statistical and financial data
contained in the section captioned "Management's Discussion and Analysis of
Financial Condition and Results of Operations," for statistical and financial
data providing a review of BLF's business activities.

ITEM 2.  PROPERTIES

         The main office of BLF and Big Lake National Bank is located at 1409 S.
Parrott Avenue, Okeechobee, Florida 34974, in a two-story building of
approximately 8,010 square feet, which is owned by BLF. Big Lake National Bank
also has a branch located at 199 N. U.S. Highway 27, Lake Placid, Florida 33852,
in a one-story building of approximately 2,000 square feet, which is owned by
Big Lake National Bank; a branch at 300 South Berner Road, Clewiston, Florida
33440, in a one-story building of approximately 5,700 square feet, which is
owned by Big Lake National Bank; a branch at 401 E. Sugarland Highway,
Clewiston, Florida 33440, in a one-story building of approximately 1,600 square
feet, which is leased by Big Lake National Bank (under a lease which, with
renewal options, expires in 2001); a branch at 6th Street and Highway 27, Moore
Haven, Florida 33471, in a one-story building of approximately 2,800 square
feet, which is leased by Big Lake National Bank (under a lease which, with
renewal options, expires in 2001); a branch at 17 N. Lee Street, LaBelle,
Florida 33935, in a one-story building of approximately 1,960 square feet, which
is owned by Big Lake National Bank; a branch in a one-story building of
approximately 1,491 square feet located at 1601 East Oak Street, Arcadia,
Florida 34266, which is owned by Big Lake National Bank; a branch at 202 North
6th Avenue, Wauchula, Florida 33874 in a one-story building of approximately
6,878 square feet, which is leased by Big Lake National Bank (under a lease
which, with renewal options, expires in 2013); and a branch located at 3180
Highway 441 S.E., Okeechobee, Florida 34974, which is leased by Big Lake
National Bank (under a lease which, with renewal options, expires in 2014). Big
Lake National Bank also has an operations center at 1801 Highway 441 S.E.,
Okeechobee, Florida 34974. This facility is a one-story building of
approximately 3,600 square feet, which is owned by Big Lake National Bank. Big
Lake National Bank operates a human resource and training facility at 107 S.W
17th Street Suite B, Okeechobee, Florida 34974. This facility is leased by Big
Lake National Bank (under a lease which, with renewal options, expires in 2002).

ITEM 3.  LEGAL PROCEEDINGS

         BLF and Big Lake National Bank are periodically parties to or otherwise
involved in legal proceedings arising in the normal course of business, such as
claims to enforce liens, claims involving the making and servicing of real
property loans, and other issues incident to their respective businesses.
Management does not believe that there is any pending or threatened proceeding
against BLF or Big Lake National Bank which, if determined adversely, would have
a material adverse effect on BLF's consolidated financial position.


                                       13
<PAGE>   17

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

         No matters were submitted to a vote of BLF security holders during the
fourth quarter of the year ended December 31, 2000.

                                     PART II

ITEM 5.  MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
           MATTERS

         The shares of BLF Common Stock are not actively traded, and such
trading activity, as it occurs, takes place in privately negotiated
transactions. There is no established public trading market for the shares of
BLF Common Stock. Management of BLF is aware of certain transactions in its
shares that have occurred since January 1, 1999, although the trading prices of
all stock transactions are not known. The following sets forth the high and low
trading prices for certain trades of BLF Common Stock that occurred in
transactions known to BLF management in the respective periods during 1999 and
2000:

<TABLE>
<CAPTION>
                               2000                                    1999
                  --------------------------------       --------------------------------
                   High          Low        Shares        High          Low        Shares
                  ------       ------       ------       ------       ------       ------
<S>               <C>          <C>          <C>          <C>          <C>          <C>
1st Quarter       $25.86       $25.00        6,646       $25.00       $24.00          713
2nd Quarter       $30.00       $28.00        7,560       $27.00       $24.00       10,668
3rd Quarter       $27.00       $25.00        2,301       $26.50       $25.00        2,520
4th Quarter       $31.00       $26.00          921       $27.00       $27.00        1,339
</TABLE>

         BLF had approximately 555 shareholders of record as of December 31,
2000.

DIVIDENDS

         BLF has not paid any cash dividends in the past. BLF intends that, for
the foreseeable future, it will retain earnings to finance continued growth
rather than pay cash dividends on BLF Common Stock. If at any time BLF's Board
determines to pay dividends on the BLF Common Stock, the timing and the extent
to which dividends are paid by BLF will be determined by such Board in light of
then-existing circumstances, including BLF's rate of growth, profitability,
financial condition, existing and anticipated capital requirements, the amount
of funds legally available for the payment of cash dividends, regulatory
constraints and such other factors as the Board determines relevant. The source
of funds for payment of dividends by BLF will be dividends received from Big
Lake National Bank. Payments by Big Lake National Bank to BLF are limited by law
and regulations of the bank regulatory authorities. There are various statutory
and contractual limitations on the ability of Big Lake National Bank to pay
dividends to BLF. The OCC also has the general authority to limit the dividends
paid by national banks if such payment may be deemed to constitute an unsafe and
unsound practice. As a national bank, Big Lake National Bank may not pay
dividends from their paid-in surplus. All dividends must be paid out of
undivided profits then on hand, after deducting expenses, including reserves for
losses and bad debts. In addition, a national bank is prohibited from declaring
a dividend on its shares of common stock until its surplus equals its stated
capital, unless there has been transferred to surplus no less than one/tenth of
the bank's net profits of the preceding two


                                       14
<PAGE>   18

consecutive half-year periods (in the case of an annual dividend). The approval
of the OCC is required if the total of all dividends declared by a national bank
in any calendar year exceeds the total of its net profits for that year combined
with its retained net profits for the preceding two years, less any required
transfers to surplus.



                                       15
<PAGE>   19

ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

         Management's discussion and analysis of earnings and related financial
data are presented herein to assist investors in understanding the financial
condition of BLF at, and results of operations of BLF for the years ended,
December 31, 1996 through 2000. This discussion should be read in conjunction
with the consolidated financial statements and related footnotes of BLF
presented elsewhere herein.

                  (DOLLARS IN THOUSANDS EXCEPT PER SHARE DATA)

<TABLE>
<CAPTION>
                                                                         AT OR FOR THE YEAR ENDED DECEMBER 31,
                                                             2000          1999          1998          1997          1996
                                                           ----------------------------------------------------------------
<S>                                                        <C>           <C>           <C>           <C>           <C>
Interest income                                            $ 12,814      $ 10,867      $  9,094      $  5,491      $  4,229
Interest expense                                              5,620         4,343         3,464         2,204         1,736
                                                           --------      --------      --------      --------      --------
Net interest income before provision for credit losses        7,194         6,524         5,630         3,287         2,493
Provision for credit losses                                     330           220           144           280           132
                                                           --------      --------      --------      --------      --------
Net interest income after provision for credit losses         6,864         6,304         5,486         3,007         2,361
Noninterest income                                            1,522         1,590         1,205           814           589
Noninterest expenses                                          6,595         6,357         5,043         2,847         2,112
                                                           --------      --------      --------      --------      --------
Earnings before income taxes                                  1,791         1,537         1,648           974           838
Provision for income taxes                                      628           553           574           316           287
                                                           --------      --------      --------      --------      --------
Net earnings                                               $  1,163      $    984      $  1,074      $    658      $    551
                                                           ========      ========      ========      ========      ========
Per share data(1):
     Earnings per share                                    $   2.22      $   1.90      $   2.09      $   1.82      $   1.66
     Cash dividends declared                               $     --      $     --      $     --      $     --      $     --
     Book value at end of period                           $  24.10      $  20.16      $  20.16      $  18.47      $  14.27
Common shares outstanding at end of period(1)               524,201       505,199       504,406       504,274       332,449
Weighted average common shares outstanding
     during period(1)                                       523,781       517,653       513,184       362,334       322,449
Total assets at end of period(2)                           $183,154      $161,915      $150,442      $111,682      $ 59,408
Cash and cash equivalents                                  $  8,077      $  9,521      $  7,776      $  9,788      $  4,402
Investment securities                                      $ 56,877      $ 56,110      $ 59,560      $ 22,759      $ 16,015
Loans, net                                                 $110,261      $ 87,134      $ 75,103      $ 73,972      $ 36,262
Deposits                                                   $158,260      $148,453      $138,608      $101,332      $ 54,245
Other borrowings                                           $ 10,813      $  2,157      $    500      $     --      $     --
Stockholders' equity(2)                                    $ 12,633      $ 10,187      $ 10,370      $  9,313      $  4,744
Total loans before allowance for credit losses             $111,615      $ 88,348      $ 76,380      $ 75,155      $ 36,732
Allowance for credit losses                                $  1,354      $  1,214      $  1,277      $  1,183      $    470
Nonperforming loans                                        $    329      $    353      $  1,049      $  1,536      $    111
Nonperforming loans and other assets                       $    529      $    660      $  1,221      $  1,797      $    111
Allowance for credit losses as a percentage
     of period-end total loans                                 1.21%         1.37%         1.67%         1.57%         1.28%
Allowance for credit losses as a percentage
     of nonperforming loans                                  411.55%       343.91%       121.73%        77.02%       423.42%
Total nonperforming loans as a percentage
     of total loans                                            0.29%         0.40%         1.37%         2.04%         0.30%
Total nonperforming loans as a percentage
     of total assets                                           0.18%         0.22%         0.70%         1.37%         0.19%
Total nonperforming loans and real estate
     owned as a percentage of total assets                     0.29%         0.41%         0.81%         1.61%         0.19%
</TABLE>

----------------------
(1) Adjusted for the stock dividends in shares of BLF Common Stock.
(2) Adjusted for prior period adjustment.


                                       16
<PAGE>   20


GENERAL

         BLF's principal asset is its ownership of Big Lake National Bank.
Accordingly, BLF's results of operations are primarily dependent upon the
results of operations of Big Lake National Bank. BLF conducts commercial banking
business consisting of attracting deposits from the general public and applying
those funds to the origination of commercial, consumer and real estate loans
(including commercial loans collateralized by real estate). BLF's profitability
depends primarily on net interest income, which is the difference between
interest income generated from interest-earning assets (i.e., loans and
investments) less the interest expense incurred on interest-bearing liabilities
(i.e., customer deposits and borrowed funds). Net interest income is affected by
the relative amounts of interest-earning assets and interest-bearing
liabilities, and the interest rate earned and paid on these balances. Net
interest income is dependent upon BLF's interest-rate spread which is the
difference between the average yield earned on its interest-earning assets and
the average rate paid on its interest-bearing liabilities. When interest-earning
assets approximate or exceed interest-bearing liabilities, any positive interest
rate spread will generate net interest income. The interest rate spread is
impacted by interest rates, deposit flows, and loan demand. Additionally, and to
a lesser extent, BLF's profitability is affected by such factors as the level of
noninterest income and expenses, the provision for credit losses, and the
effective tax rate. Noninterest income consists primarily of service fees on
deposit accounts. Noninterest expense consists of compensation and employee
benefits, occupancy and equipment expenses, deposit insurance premiums paid to
the FDIC, and other operating expenses.

LIQUIDITY AND CAPITAL RESOURCES

         A national bank is required to maintain a liquidity reserve of at least
3% of its net transaction deposit accounts in excess of $42.8 million. Where net
transaction deposit accounts exceed $42.8 million, the reserve requirements are
$1,284,000 plus 10% of the amount over $42.8 million. The liquidity reserve may
consist of cash on hand, cash on demand deposit with other correspondent banks,
and other investments and short-term marketable securities as determined by the
rules of the OCC, such as federal funds sold and United States securities or
securities guaranteed by the United States. As of December 31, 2000 and 1999,
Big Lake National Bank had liquidity ratios of 18.5% and 15.9%, respectively.

         BLF's principal sources of funds are those generated by Big Lake
National Bank, including net increases in deposits, principal and interest
payments on loans, and proceeds from sales and maturities of investment
securities.

         BLF uses its capital resources principally to fund existing and
continuing loan commitments and to purchase investment securities. At December
31, 2000 and 1999, BLF had commitments to originate loans totaling $9.5 million
and $6.5 million, respectively, and had issued but unused letters of credit of
$69,000 and $129,000, respectively. In addition, scheduled maturities of
certificates of deposit during the 12 months following December 31, 2000 and
1999 totaled $53.1 million and $51.3 million, respectively. Management believes
that BLF has adequate resources to fund all its commitments that substantially
all of its existing commitments will be funded within 12 months and, if so
desired, that BLF can adjust the rates and terms on


                                       17
<PAGE>   21

certificates of deposit and other deposit accounts to retain deposits in a
changing interest rate environment.

         In accordance with risk capital guidelines issued by the OCC and
Federal Reserve, Big Lake National Bank and BLF are required to maintain a
minimum standard of total capital to risk-weighted assets of 8.0%. Additionally,
regulatory agencies require banks and holding companies to maintain a minimum
leverage-capital ratio of Tier 1 capital (as defined) to average assets. The
leverage-capital ratio ranges from 3.0% to 5.0% based on the bank's and bank
holding company's rating under the regulatory rating system.

         BLF has a line of credit agreement with Independent Bankers' Bank of
Florida that enables BLF to borrow up to $1.0 million. An advance of $250,000
was used during 1999 by BLF to increase the capital of Big Lake National Bank in
order to maintain Big Lake National Bank's capital ratios at levels requested by
the OCC in connection with its approval of the acquisition of additional
branches by Big Lake National Bank in 1998. As of December 31, 2000, the
remaining balance of principal outstanding was repaid.

         The following table summarizes the regulatory capital levels and ratios
for Big Lake National Bank and BLF:

<TABLE>
<CAPTION>
                                                                             ACTUAL RATIOS
                                                                ---------------------------------------
                                                                BIG LAKE
                                                                NATIONAL                    REGULATORY
                                                                  BANK           BLF        REQUIREMENT
                                                                ---------       -----       -----------
<S>                                                             <C>             <C>         <C>
At December 31, 2000
       Total capital to risk-weighted assets                       11.74%       12.47%          8.00%
       Tier I capital to risk-weighted assets                      10.50%       11.22%          4.00%
       Tier I capital to average assets - leverage assets           5.76%        6.19%          4.00%
</TABLE>


RESULTS OF OPERATIONS

         Net interest income before provision for credit losses, which
constitutes the principal source of income for BLF, represents the difference
between interest income on interest-earning assets and interest expense on
interest-bearing liabilities. The principal interest-earning assets are
investment securities and loans made to businesses and individuals.
Interest-bearing liabilities primarily consist of time deposits,
interest-bearing checking accounts ("NOW accounts"), retail savings deposits and
money market accounts. Funds attracted by these interest-bearing liabilities are
invested in interest-earning assets. Accordingly, net interest income depends
upon the volume of average interest-earning assets and average interest-bearing
liabilities and the interest rates earned or paid on them.


         Net interest income before provision for credit losses was $7,194,000
for BLF for the year ended December 31, 2000, compared with $6,524,000 for the
year ended December 31, 1999. This improvement in net interest income was a
result of a higher volume of net interest-earning assets, offset in part by a
lower interest-rate spread.


                                       18
<PAGE>   22

         The following table shows selected ratios for the periods ended or at
the dates indicated:

<TABLE>
<CAPTION>
                                                                                         FOR THE YEARS ENDED
                                                                                              DECEMBER 31,
                                                                                        2000             1999
                                                                                       -----             ----
      <S>                                                                              <C>               <C>
      Average equity as a percentage of average assets                                  6.50%            6.62%
      Equity to total assets at end of period                                           6.90%            6.29%
      Return on average assets                                                          0.66%            0.64%
      Return on average equity                                                         10.17%            9.60%
      Noninterest expense to average assets                                             3.75%            4.10%
</TABLE>


      The rates and yields at the dates indicated were as follows:

<TABLE>
<CAPTION>
                                                                                 WEIGHTED AVERAGE YIELD OR RATE AT
                                                                                             DECEMBER 31,
                                                                                     2000                 1999
                                                                                     ----                 ----
      <S>                                                                        <C>                      <C>
      Loans                                                                          9.41%                9.04%
      Investment securities                                                          5.72%                5.80%
      Other interest-earning assets                                                  5.77%                4.80%
      All interest-earning assets                                                    8.05%                7.62%
      Money market deposits                                                          2.19%                2.11%
      NOW accounts                                                                   3.79%                2.95%
      Savings deposits                                                               2.21%                2.22%
      Certificates of deposit                                                        5.40%                4.76%
      All interest-bearing liabilities                                               4.50%                3.82%
      Interest-rate spread                                                           3.55%                3.80%
</TABLE>



                                       19
<PAGE>   23

         The following table sets forth, for the periods indicated, information
regarding (i) the total dollar amount of interest and dividend income of BLF
from interest-earning assets and the resultant average yield; (ii) the total
dollar amount of interest expense on interest-bearing liabilities and the
resultant average cost; (iii) net interest/dividend income; (iv) interest-rate
spread; and (v) net interest margin. Average balances were based on average
daily balances.

<TABLE>
<CAPTION>
                                                                          YEARS ENDED DECEMBER 31,
                                                             2000                                         1999
                                             -------------------------------------      -------------------------------------
                                                           INTEREST       AVERAGE                     INTEREST       AVERAGE
                                              AVERAGE         AND          YIELD/        AVERAGE         AND          YIELD/
                                              BALANCE      DIVIDENDS       RATE          BALANCE      DIVIDENDS       RATE
                                             ---------     ---------     ---------      ---------     ---------     ---------
                                                                           (Dollars in thousands)
<S>                                          <C>           <C>           <C>            <C>           <C>           <C>
Interest-earning assets:
       Loans(1)                              $ 100,255     $   9,435          9.41%     $  81,096     $   7,333          9.04%
       Investment and
         mortgage-backed securities             58,154         3,329          5.72%        57,722         3,348          5.80%
       Other interest-earning assets(2)            867            50          5.77%         3,879           186          4.80%
                                             ---------     ---------                    ---------     ---------

           Total interest-earning assets       159,276        12,814          8.05%       142,697        10,867          7.62%
                                                           =========                                  =========

Noninterest-earning assets                      16,619                                     12,199
                                             ---------                                  ---------
           Total assets                      $ 175,895                                  $ 154,896
                                             =========                                  =========

Interest-bearing liabilities:
       Demand, money market and
           NOW deposits                      $  37,577     $   1,327          3.53%     $  31,955     $     875          2.74%
       Savings                                  16,234           359          2.21%        17,379           386          2.22%
       Certificates of deposit                  65,400         3,531          5.40%        63,598         3,028          4.76%
       Other                                     5,775           403          6.98%           907            54          5.95%
                                             ---------     ---------                    ---------     ---------

           Total interest-bearing
             liabilities                       124,986         5,620          4.50%       113,839         4,343          3.82%
                                                           ---------                                  ---------

Noninterest-bearing liabilities                 35,752                                     30,806
Stockholders' equity                            11,433                                     10,251
                                             ---------                                  ---------
           Total liabilities and
             stockholders' equity            $ 172,171                                  $ 154,896
                                             =========                                  =========
Net interest income before provision
  for credit losses                                        $   7,194                                  $   6,524
                                                           =========                                  =========
Interest-rate spread(3)                                                       3.55%                                      3.80%
                                                                         =========                                  =========

Net interest margin(4)                                                        4.52%                                      4.57%
                                                                         =========                                  =========

Ratio of average interest-earning assets
  to average interest-bearing liabilities       127.44%                                    125.35%
                                             =========                                  =========
</TABLE>

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

(1)      Includes nonaccrual loans.
(2)      Includes interest-bearing deposits due from other banks and federal
         funds sold.
(3)      Interest-rate spread represents the difference between the average
         yield on interest-earning assets and the average cost of
         interest-bearing liabilities.
(4)      Net interest margin is net interest income divided by average
         interest-earning assets.


                                       20
<PAGE>   24


         The following table sets forth certain information regarding changes in
interest income and interest expense of BLF for the periods indicated. For each
category of interest-earning assets and interest-bearing liabilities,
information is provided on changes attributable to (1) changes in interest rate
(change in rate multiplied by prior volume), (2) changes in the volume (change
in volume multiplied by prior rate) and (3) changes in rate-volume (change in
rate multiplied by change in volume):

<TABLE>
<CAPTION>
                                                                                    YEAR ENDED DECEMBER 31,
                                                                                        2000 VS. 1999
                                                                                 INCREASE (DECREASE) DUE TO
                                                                      --------------------------------------------
                                                                                               RATE/
                                                                        RATE       VOLUME     VOLUME       TOTAL
                                                                      -------     --------   --------     --------
                                                                                 (Dollars in thousands)
<S>                                                                   <C>         <C>        <C>          <C>
Interest-earning assets:
     Loans                                                            $   299     $  1,732   $     71     $  2,102
     Investment and mortgage-backed securities                            (45)          26         --          (18)
     Other interest-earning assets                                         37         (144)       (29)        (136)
                                                                      -------     --------   --------     --------

         Total interest-earning assets                                    291        1,614         42        1,947
                                                                      -------     --------   --------     --------


Interest-bearing liabilities:
     Demand, money market and NOW deposits                                253          154         45          452
     Savings                                                               (3)         (25)         1          (27)
     Certificates of deposit                                              406           86         11          503
     Other                                                                  8          290         51          349
                                                                      -------     --------   --------     --------

         Total interest-bearing liabilities                               664          505        108        1,277
                                                                      -------     --------   --------     --------

Net interest income before provision for credit losses                $  (373)    $  1,109   $    (66)    $    670
                                                                      =======     ========   ========     ========
</TABLE>

COMPARISON OF YEARS ENDED DECEMBER 31, 2000 AND 1999

General

         Net earnings for the year ended December 31, 2000, were $1,163,000, or
$2.22 per share, compared to net earnings of $984,000, or $1.90 per share, for
the year ended December 31, 1999. Net earnings for 2000 versus 1999 increased
$179,000, or 18.2%. Increases in the level of loan fee income in 2000 versus
1999, and the reduction of other noninterest expense contributed to increased
earnings in 2000 over 1999.

Interest Income and Expense

         Interest income increased by $1,947,000 from $10,867,000 for the year
ended December 31, 1999, to $12,814,000 for the year ended December 31, 2000.
Interest income on loans increased $2,102,000 due to an increase in the average
loan portfolio balance from $81.1 million for the year ended December 31, 1999,
to $100.3 million for the year ended 2000.

         Interest on investment securities decreased $19,000 due to maturities
and calls on investment securities during 2000. There was a decrease in the
average yield earned from 1999, of 5.80% to 5.72% in 2000. Interest on other
interest-earning assets decreased $136,000 due to a


                                       21
<PAGE>   25

decrease from $3.9 million in average other interest-earning assets in 1999 to
$867,000 in 2000, The decrease in investment securities and other
interest-earning assets were attributable to strong loan originations and the
need to borrow against the investment portfolio for funding short-term liquidity
needs leaving no excess funds to invest in the Fed Funds Sold market.

         Interest expense increased to $5,620,000 for the year ended December
31, 2000, from $4,343,000 for the year ended December 31, 1999. Interest expense
on deposit accounts increased because of an increase in the average balance from
$112.9 million in 1999 to $119.2 million in 2000, and an increase in the average
rates paid on interest-bearing liabilities of 68 basis points. The increase in
average deposits resulted primarily from management's efforts in new business
development. The increase in average rates paid on deposits is due to economic
conditions of a rising rate environment with the Federal Reserve Bank increasing
short-term interest rates approximately 125 basis points during the year.

Provision for Credit Losses

         The provision for credit losses is charged to earnings to bring the
total allowance to a level deemed appropriate by management and is based upon
historical experience, the volume and type of lending conducted by BLF, the
amounts of nonperforming loans, general economic conditions, particularly as
they relate to BLF's market area, and other factors related to the
collectibility of BLF's loan portfolio. For 2000, BLF recorded provisions for
credit losses totaling $330,000 to strengthen its allowance for credit losses
and address potential exposure from an aging, growing loan portfolio.

Other Income

         Total noninterest income decreased in 2000 versus 1999 by $68,000.
Lower other nondeposit-related fees were partially offset by deposit service
charges and other fees due to increased transactional deposit accounts.

Other Expense

         Total noninterest expense increased in 2000 versus 1999 by $238,000 to
$6,595,000 for the year ended December 31, 2000, from $6,357,000 for the year
ended December 31, 1999, primarily due to increases in compensation and employee
benefits of $275,000, occupancy expenses of bank premises and fixed assets of
$71,000, offset by decreases in other operating expenses of $108,000. The
largest categories of noninterest expense contributing to the overall growth of
Big Lake National Bank were increases in salary and insurance benefits, utility
costs, real estate and property taxes, ATM expense, postage offset by savings in
professional and legal expenses. These expenses have grown in relation to the
growth of Big Lake National Bank since 1999. Additionally, Big Lake National
Bank continues to introduce new products and services which elevate the cost of
noninterest expense and have offsetting fee income in noninterest income.


                                       22
<PAGE>   26

ASSET/LIABILITY MANAGEMENT

         A principal objective of BLF's asset/liability management strategy is
to minimize its exposure to changes in interest rates by matching the maturity
and repricing horizons of interest-earning assets and interest-bearing
liabilities. This strategy is overseen in part through the direction of an Asset
and Liability Committee (the "ALCO Committee") which establishes policies and
monitors results to control interest rate sensitivity.

         Management evaluates interest rate risk and then formulates guidelines
regarding asset generation and repricing, funding sources and pricing, and
off-balance sheet commitments in order to maintain interest rate risk within
target levels for the appropriate level of risk which are determined by the ALCO
Committee. The ALCO Committee uses internally generated reports to measure the
Bank's interest rate sensitivity. From these reports, the ALCO Committee can
estimate the net income effect of various interest rate scenarios.

         As a part of BLF's interest rate risk management policy, the ALCO
Committee examines the extent to which its assets and liabilities are "interest
rate sensitive" and monitors the bank's interest rate sensitivity "gap." An
asset or liability is considered to be interest rate sensitive if it will
reprice or mature within the time period analyzed, usually one year or less. The
interest rate sensitivity gap is the difference between interest-earning assets
and interest-bearing liabilities scheduled to mature or reprice within such time
period. A gap is considered positive when the amount of interest rate sensitive
assets exceeds the amount of interest rate sensitive liabilities. A gap is
considered negative when the amount of interest rate sensitive liabilities
exceeds interest rate sensitive assets. During a period of rising interest
rates, a negative gap would tend to adversely affect net interest income, while
a positive gap would tend to result in an increase in net interest income.
During a period of falling interest rates, a negative gap would tend to result
in an increase in net interest income, while a positive gap would tend to
adversely affect net interest income. If the repricing of each bank's assets and
liabilities were equally flexible and moved concurrently, the impact of any
increase or decrease in interest rates on net interest income would be minimal.

         A simple interest rate "gap" analysis by itself may not be an accurate
indicator of how net interest income will be affected by changes in interest
rates. Accordingly, the ALCO Committee also evaluates how the repayment of
particular assets and liabilities is impacted by changes in interest rates.
Income associated with interest-earning assets and costs associated with
interest-bearing liabilities may not be affected uniformly by changes in
interest rates. In addition, the magnitude and duration of changes in interest
rates may have a significant impact on net interest income. For example,
although certain assets and liabilities may have similar maturities or period of
repricing, they may react in different degrees to changes in market interest
rates. Interest rates on certain types of assets and liabilities fluctuate in
advance of changes in general market interest rates, while interest rates on
other types may lag behind changes in general market rates. In addition, certain
assets, such as adjustable rate mortgage loans, have features (generally
referred to as "interest rate caps") which limit changes in interest rates on a
short-term basis and over the life of the asset. In the event of a change in
interest rates, prepayment (on loans) and early withdrawal (of deposit accounts)
levels also could deviate significantly from


                                       23
<PAGE>   27

those assumed in calculating the interest rate gap. The ability of many
borrowers to service their debts also may decrease in the event of an interest
rate increase.

      Management's strategy is to maintain a balanced interest rate risk
position to protect its net interest margin from market fluctuations. To this
end, the ALCO Committee reviews, on a monthly basis, the maturity and repricing
of assets and liabilities. BLF's cumulative one-year gap at December 31, 2000,
was a negative 29.2% of assets and is outside the usual gap range. Management
believes this will move into range with no special measures being needed.

         Management generally attempts to maintain a one-year gap range of
negative 25% to positive 25%; however, due to the current economic rate
environment, the call feature of the security portfolio used to offset the
one-year gap has been extended to over one-year in duration. This classification
will change in a declining rate environment.

         Principal among BLF's asset/liability management strategies has been
the emphasis on managing its interest rate sensitive liabilities in a manner
designed to attempt to reduce BLF's exposure during periods of fluctuating
interest rates. Management believes that the type and amount of BLF's interest
rate sensitive liabilities may reduce the potential impact that a rise in
interest rates might have on BLF's net interest income. BLF seeks to maintain a
core deposit base by providing quality services to its customers without
significantly increasing its cost of funds or operating expenses. BLF's demand,
money market, and NOW deposit accounts approximated 49.4% and 45.4% of total
deposits at December 31, 2000 and 1999, respectively. These accounts bore a
weighted average cost of deposits of 1.84% and 1.43% during the years ended
December 31, 2000 and 1999, respectively. Management anticipates that these
accounts will continue to comprise a significant portion of BLF's total deposit
base. BLF also maintains a portfolio of liquid assets in order to reduce its
overall exposure to changes in market interest rates. At December 31, 2000 and
1999, approximately 7.3% and 5.9%, respectively, of BLF's total assets consisted
of cash and due from banks, federal funds sold, and short-term investment
securities. In addition, at December 31, 2000 and 1999, Big Lake National Bank's
liquidity ratio was approximately 18.5% and 15.9%, respectively. BLF also
maintains a "floor," or minimum rate, on certain of its floating or prime based
loans. These floors allow BLF to continue to earn a higher rate when the
floating rate falls below the established floor rate.


                                       24
<PAGE>   28

         The following table sets forth certain information relating to BLF's
interest-earning assets and interest-bearing liabilities at December 31, 2000,
that are estimated to mature or are scheduled to reprice within the period
shown:

<TABLE>
<CAPTION>
                                                             UNDER         3 TO 12                        OVER
                                                            3 MONTHS        MONTHS       1-5 YEARS       5 YEARS       TOTALS
                                                            --------       --------      ---------      ---------     --------
                                                                                  (Dollars in thousands)

<S>                                                         <C>            <C>           <C>            <C>           <C>
Federal funds sold                                          $     --       $     --       $     --      $      --     $     --
Loans(1)                                                      22,639         41,498         41,169          6,504      111,810
Securities(2)                                                  1,000          4,300         49,236          2,341       56,877
                                                            --------       --------       --------      ---------     --------

     Total rate-sensitive assets (earning assets)           $ 23,639       $ 45,798       $ 90,405      $   8,845     $168,687
                                                            ========       ========       ========      =========     ========

Money market and NOW deposits(2)                            $ 43,020       $     --       $     --      $      --     $ 43,020
Savings deposits(2)                                           15,521             --             --             --       15,521
Certificates of deposit(2)                                    17,002         36,129         11,400             --       64,531
Other borrowings and fed funds purchased                      10,813             --             --             --       10,813
                                                            --------       --------       --------      ---------     --------
     Total rate-sensitive liabilities                       $ 86,919       $ 36,026       $ 10,940      $      --     $133,885
                                                            ========       ========       ========      =========     ========

Gap (repricing differences)                                 $(63,280)      $  9,772       $ 79,465      $   8,845     $ 34,802
                                                            ========       ========       ========      =========     ========

Cumulative Gap                                              $(63,280)      $(53,508)      $ 25,957      $  34,802
                                                            ========       ========       ========      =========

Cumulative GAP/total assets                                   (34.55)%       (29.21)%        14.17%         19.00%
                                                            ========       ========       ========      =========

Cumulative GAP/total earning assets                           (37.51)%       (31.72)%        15.39%         20.63%
                                                            ========       ========       ========      =========

Total Assets                                                                                                          $183,154
                                                                                                                      ========
</TABLE>

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

(1)      In preparing the table above, adjustable-rate loans were included in
         the period in which the interest rates are next scheduled to adjust
         rather than in the period in which the loans mature. Fixed-rate loans
         were scheduled according to their contractual maturities.

(2)      Excludes noninterest-bearing deposit accounts. Money market, NOW, and
         savings deposits were regarded as maturing immediately. All other time
         deposits were scheduled through the maturity dates. Investments were
         scheduled based on their remaining maturity or repricing frequency.


                                       25
<PAGE>   29

FINANCIAL CONDITION

Lending Activities

         A significant source of income for BLF is the interest earned on loans.
At December 31, 2000, BLF's total assets were $183.2 million and its net loans
were $110.3 million or 60.2% of total assets. At December 31, 1999, BLF's total
assets were $161.9 million and its net loans were $87.1 million or 53.8% of
total assets. The increase in the percentage of net loans to total assets is a
result of increased new loan production less loan repayments of $23.1 million,
or 12.62% of total assets.

         Big Lake National Bank's primary market area consists of Okeechobee,
Clewiston, Moore Haven, LaBelle, Arcadia, Wauchula, and Lake Placid, Florida.
This region's economy is primarily dependent upon agriculture, light industry,
and tourism. Okeechobee is located on the northern end of Lake Okeechobee in
South Central Florida and is the seat of government for Okeechobee County.
Okeechobee County has a diverse group of employers. Lake Okeechobee, located in
the southern portion of the County, is a 750 square mile lake bordered by four
other counties. The lake serves as a tourist attraction. Big Lake National
Bank's primary market area also includes Lake Placid, Florida, which is located
approximately 70 miles east of Fort Myers in Highlands County. Agriculture is
the main income producing industry around the city. The area also supports the
citrus and cattle industries. In the early 1980s, Hendry County was essentially
a rural community, dependent on several seasonal or cyclical industries. As the
Fort Myers and West Palm Beach business markets have experienced expansion over
the past ten years, Hendry County's location between these two metropolitan
areas has afforded relocation and business opportunities for industries desiring
a proximate location to two of Florida's major growth regions.

         There is no assurance that the Bank's market area will continue to
experience economic growth. Adverse conditions in any one or more of the
industries operating in such markets or slow-down in general economic conditions
could have an adverse effect on BLF.

         Lending activities are conducted pursuant to a written policy which has
been adopted by BLF. Each loan officer has defined lending authority beyond
which loans, depending upon their type and size, must be reviewed and approved
by a loan committee comprised of certain directors of Big Lake National Bank.


                                       26
<PAGE>   30

         The following table sets forth information concerning BLF's loan
portfolio by type of loan at the dates indicated:

<TABLE>
<CAPTION>
                                                       AT DECEMBER 31,
                                        -------------------------------------------
                                                      2000                    1999
                                                      ----                    ----
                                                      % OF                    % OF
                                         AMOUNT      TOTAL       AMOUNT      TOTAL
                                        --------     ------     --------     ------
                                                   (Dollars in thousands)

<S>                                     <C>          <C>        <C>          <C>
Real estate secured loans               $ 92,227       82.5%    $ 72,365       81.6%
Consumer and credit card loans            10,024        9.0        8,869       10.0
Commercial and all other loans             9,559        8.5        7,414        8.4
                                        --------     ------     --------     ------
     Total loans                         111,810      100.0%      88,648      100.0%
                                                     ======                  ======

Less:

     Deferred loan and unearned fees         195                     300
         Allowance for credit losses       1,354                   1,214
                                        --------                --------
     Loans, net                         $110,261                $ 87,134
                                        ========                ========
</TABLE>

         The following table reflects the contractual principal repayments by
period of BLF's loan portfolio at December 31, 2000 based on BLF's internal loan
classifications (excluding nonaccrual loans):

<TABLE>
<CAPTION>
                                                        1 Year     1 Through      After
                                                       or Less      5 Years      5 Years       Total
                                                       --------    ---------     --------     --------
                                                                    (Dollars in thousands)

<S>                                                    <C>         <C>           <C>          <C>
Mortgage loan systems                                  $ 13,659     $ 27,199     $ 51,092     $ 91,950
Installment loan system                                   1,729        7,925          279        9,933
Commercial loan system                                    4,468        4,436          526        9,430
                                                       --------     --------     --------     --------
Total loans                                            $ 19,856     $ 39,560     $ 51,897     $111,313
                                                       ========     ========     ========     ========

Loans with maturities over one year:
     Fixed rate                                                                               $ 42,135
     Variable rate                                                                              49,322
                                                                                              --------

     Total maturities greater than one year                                                   $ 91,457
                                                                                              ========
</TABLE>


                                       27
<PAGE>   31

         The following table sets forth total loans originated and repaid during
the periods indicated based on BLF's internal loan classifications:

<TABLE>
<CAPTION>
                                           YEAR ENDED
                                          DECEMBER 31,
                                       2000         1999
                                     --------     --------
                                     (Dollars in thousands)

<S>                                  <C>          <C>
Originations:
     Mortgage loan systems           $ 18,268     $ 20,271
     Installment loan system            7,817        6,308
     Commercial loan system            19,756        3,140
                                     --------     --------

          Total loans originated       45,841       29,719

     Principal reductions             (22,679)     (18,008)
                                     --------     --------

     Increase in total loans         $ 23,162     $ 11,711
                                     ========     ========
</TABLE>

Asset Quality

         Management seeks to maintain a high quality of assets through
conservative underwriting and sound lending practices. The majority of the loans
in BLF's loan portfolio are collateralized by residential and commercial real
estate mortgages. As of December 31, 2000 and 1999, approximately 82.5% and
81.6%, respectively, of the total loan portfolio was collateralized by real
estate of which 28.5% and 27.1% was secured by commercial real estate as of
December 31, 2000 and 1999, respectively. The level of delinquent loans and real
estate owned also is relevant to the credit quality of a loan portfolio. As of
December 31, 2000, total nonperforming assets were $529,000 or 0.3% of total
assets, compared to $660,000 or 0.4% of total assets at December 31, 1999.

         In an effort to maintain the quality of the loan portfolio, management
seeks to minimize higher risk types of lending. In view of the relative
significance of real estate related loans, a downturn in the value of the real
estate could have an adverse impact on BLF's profitability. However, as part of
its loan portfolio management strategy, BLF generally limits its loans to a
maximum of 80% of the value of the underlying real estate as determined by
appraisal. In addition, knowledgeable members of management make physical
inspections of properties being considered for mortgage loans.

         Commercial loans also entail risks since repayment is usually dependent
upon the successful operation of the commercial enterprise. They also are
subject to adverse conditions in the economy. Commercial loans are generally
riskier than mortgage loans because they are typically underwritten on the basis
of the ability to repay from the cash flow of a business rather than on the
ability of the borrower or guarantor to repay. Further, the collateral
underlying a commercial loan may depreciate over time, cannot be appraised with
as much precision as real estate, and may fluctuate in value based on the
success of the business.

         The repayment of consumer installment loans and other loans to
individuals is closely linked to the economic conditions of the communities in
which BLF operates (see


                                       28
<PAGE>   32

"Management's Discussion and Analysis of Financial Condition and Results of
Operations - Financial Condition - Lending Activities"). For the most part,
these local economies enjoy diverse labor forces. The majority of these consumer
installment loans are secured by collateral which is intended to limit, to a
degree, any loss BLF would suffer upon default.

         Loan concentrations are defined as amounts loaned to a number of
borrowers engaged in similar activities which would cause them to be similarly
impacted by economic or other conditions. BLF, on a routine basis, monitors
these concentrations in order to consider adjustments in its lending practices
to reflect economic conditions, loan to deposit ratios, and industry trends.
Concentrations of loans in the following categories constituted the total loan
portfolio as of December 31, 2000:

<TABLE>
<S>                                          <C>
Real estate secured loans                     82.5%
Consumer and credit card loans                 9.0
Commercial and all other loans                 8.5
                                             -----
                                             100.0%
                                             =====
</TABLE>

         The Loan Committee of the Board of Directors of Big Lake National Bank
concentrates its efforts and resources, and that of its senior management and
lending officers, on loan review and underwriting procedures. Internal controls
include ongoing reviews of loans made to monitor documentation and the existence
and valuations of collateral. In addition, management of BLF has established a
review process with the objective of identifying, evaluating, and initiating
necessary corrective action for marginal loans. The goal of the loan review
process is to address classified and nonperforming loans as early as possible.

Classification of Assets

         Generally, interest on loans accrues and is credited to income based
upon the principal balance outstanding. It is management's policy to discontinue
the accrual of interest income and classify a loan as nonaccrual when principal
or interest is past due 90 days or more and the loan is not adequately
collateralized, or when in the opinion of management, principal or interest is
not likely to be paid in accordance with the terms of the obligation. Consumer
installment loans are generally charged-off after 90 days of delinquency unless
adequately collateralized and in the process of collection. Loans are not
returned to accrual status until principal and interest payments are brought
current and future payments appear reasonably certain. Interest accrued and
unpaid at the time a loan is placed on nonaccrual status is charged against
interest income. Subsequent payments received are applied to the outstanding
principal balance.

         Real estate acquired by BLF as a result of foreclosure or by deed in
lieu of foreclosure is classified as other real estate owned ("OREO"). OREO
properties are recorded at the lower of cost or fair value less estimated
selling costs, and the estimated loss, if any, is charged to the allowance for
credit losses at the time it is transferred to OREO. Further allowances for
losses in OREO are recorded at the time management believes additional
deterioration in value has occurred.


                                       29
<PAGE>   33

         Management has adopted Statement of Financial Accounting Standards No.
114 ("SFAS No. 114"), Accounting by Creditors for Impairment of a Loan, which
considers a loan to be impaired if it is probable that BLF will be unable to
collect all amounts due under the contractual terms of the loan agreement. If a
loan is considered impaired, its value generally should be measured based on the
present value of expected cash flows discounted at the loan's effective interest
rate. As a practical expedient, however, the loan's value may be based on:

-        the loan's market price; or

-        the fair value of the loan's collateral, less discounted estimated
         costs to sell, if the collateral is expected to be the sole source of
         repayment.

         If the value of the loan is less than the recorded investment in the
loan, a loss should be recognized by recording a valuation allowance and a
corresponding increase to the provision for credit losses charged to operating
expenses.

         Situations may occur where:

-        BLF receives physical possession of a debtor's assets regardless of
         whether formal foreclosure proceedings have been initiated or
         completed; or

-        the debtor has effectively surrendered control of the underlying
         collateral in contemplation of foreclosure.

         These situations are referred to as "in-substance foreclosures." SFAS
No. 114 recognizes the practical problems of accounting for the operation of an
asset the creditor does not possess, and states that a loan for which
foreclosure is probable should continue to be accounted for as a loan.

         At December 31, 2000 and 1999, loans considered by management to be
impaired or in nonaccrual status totaled $329,000 and $353,000, respectively.


                                       30
<PAGE>   34

         The following tables sets forth certain information on nonaccrual loans
and other real estate owned, the ratio of such loans and other real estate owned
to total assets as of the dates indicated, and certain other related information
(as classified for regulatory reporting purposes):

<TABLE>
<CAPTION>
                                                            AT DECEMBER 31,
                                                            ---------------
                                                            2000      1999
                                                            -----     -----
                                                        (Dollars in thousands)

<S>                                                         <C>       <C>
Nonaccrual loans:
     Real estate                                            $ 250     $ 175
     Installment loans                                         23        17
     Commercial and all other loans                            56       161
                                                            -----     -----

          Total nonaccrual loans                              329       353
                                                            -----     -----

Accruing loans over 90 days delinquent
     Real estate loans                                         --        --
     Installment loans                                         --        --
     Commercial and all other loans                            --        --
                                                            -----     -----

          Total accrual loans over 90 days delinquent          --        --
                                                            -----     -----

Troubled debt restructurings not included above                --        --
                                                            -----     -----
          Total nonperforming loans                           329       353
                                                            -----     -----

Other real estate owned:
     Real estate acquired by foreclosure or
          deed in lieu of foreclosure                         200       307
                                                            -----     -----
     Total nonperforming loans and other real
          estate owned                                      $ 529     $ 660
                                                            =====     =====

Total nonperforming loans as a percentage
     of total loans                                           .29%      .40%
                                                            =====     =====

Total nonperforming loans as a percentage
     of total assets                                          .18%      .22%
                                                            =====     =====
Total nonperforming loans and real estate
     owned as a percentage of total assets                    .29%      .41%
                                                            =====     =====
</TABLE>

Allowance for Credit Losses

         In originating loans, BLF recognizes that credit losses will be
experienced and that the risk of loss will vary with, among other things, the
type of loan being made, the creditworthiness of the borrower over the term of
the loan and, in the case of a collateralized loan, the quality of the
collateral for the loan as well as general economic conditions. It is
management's policy to attempt to maintain an adequate allowance for credit
losses based on, among other things, BLF's historical loan loss experience,
evaluation of economic conditions and regular reviews of any delinquencies and
loan portfolio quality. Specific allowances are provided for individual loans
when ultimate collection is considered questionable by management after
reviewing the current status of loans which are contractually past due and
considering the net realizable value of the collateral for the loan. Management
recognizes the greater inherent risks in connection with


                                       31
<PAGE>   35

commercial and consumer lending. See "Management's Discussion and Analysis of
Financial Condition and Results of Operations - Provision for Credit Losses."

         Management continues to actively monitor BLF's asset quality and to
charge-off loans against the allowance for credit losses when appropriate or to
provide specific loss allowances when necessary. Although management believes it
uses the best information available to make determinations with respect to the
allowance for credit losses, future adjustments may be necessary if economic
conditions differ from the economic conditions in the assumptions used in making
the initial determinations. Management considers several factors in determining
the reserves, including the favorable charge off history, the relatively low
level of nonperforming assets, and the value of the underlying collateral.
Furthermore, nonperforming loans at December 31, 2000, declined to .29% of total
loans, compared to .40% at December 31, 1999. During 2000, BLF's allowance
increased $140,000, or 11.5%, and totaled $1,354,000 at December 31, 2000. While
BLF experienced a reduction in loans charged off, lower nonperforming assets,
and higher recoveries in 2000 as compared to 1999, BLF's additional reserves
were made to cover the loan growth of approximately 26% in the same
period.Management believes that the allowance for credit losses was adequate at
December 31, 2000.

         BLF reports charge-offs and recoveries following regulatory
classification guidelines. The following table sets forth information with
respect to activity in BLF's allowance for credit losses during the periods
indicated:

<TABLE>
<CAPTION>
                                                             AT DECEMBER 31,
                                                             ---------------
                                                             2000       1999
                                                            ------     ------
                                                         (Dollars in thousands)

<S>                                                         <C>        <C>
Allowance at beginning of period                            $1,214     $1,277
                                                            ------     ------

Charge-offs:
     Real estate loans                                          33         54

Installment loans                                               63         30
Commercial and all other loans                                 139        234
                                                            ------     ------

          Total charge-offs                                    235        318
                                                            ------     ------

Recoveries:
     Real estate loans                                           2         25
     Installment loans                                          18          7
     Commercial and all other loan                              25          3
                                                            ------     ------

          Total recoveries                                      45         35
                                                            ------     ------

Provision for credit losses charged to operations              330        220
                                                            ------     ------

Allowance at end of period                                  $1,354     $1,214
                                                            ======     ======

Ratio of net charge-offs during the period
     to average loans outstanding during the period           0.19%      0.35%
                                                            ======     ======

Allowance for credit losses as a percentage
     of total period-end loans                                1.21%      1.37%
                                                            ======     ======

Allowance for credit losses as a percentage
     of nonperforming loans                                 411.55%    343.91%
                                                            ======     ======
</TABLE>


                                       32
<PAGE>   36

         BLF classifies its loan portfolio for internal purposes as mortgage
loans, installment loans and commercial loans. BLF prepares its quarterly
computation of allowance for losses in this manner. The following table presents
information regarding the BLF's total allowance for losses as well as the
allocation of such amounts to the various categories of loans (dollars in
thousands)

<TABLE>
<CAPTION>
                                                          AT DECEMBER 31,
                                             ----------------------------------------
                                                    2000                  1999
                                             ------------------    ------------------
                                                         % OF                  % OF
                                                       LOANS TO              LOANS TO
                                                        TOTAL                 TOTAL
                                             AMOUNT     LOANS      AMOUNT     LOANS
                                             ------    --------    ------    --------

<S>                                          <C>       <C>         <C>       <C>
Mortgage loan system                         $  479       45.5%    $  432       44.9%
Installment loan system                         455        8.9        395       10.0
Commercial loan system                          420       45.6        387       45.1
                                             ------     ------     ------     ------
   Total allowance for credit losses         $1,354      100.0%    $1,214      100.0%
                                             ======     ======     ======     ======
</TABLE>

         The allowance for credit losses represented 1.21% of the total loans
outstanding as of December 31, 2000, compared with 1.37% of the total loans
outstanding as of December 31, 1999, which reflects the growth in the loan
portfolio and the reduction in nonperforming loans.

Investment Securities

         BLF's investment securities portfolio at December 31, 2000, primarily
consisted of United States Government agency obligations. The following table
sets forth the amortized cost of the BLF's investment portfolio at the dates
indicated:

<TABLE>
<CAPTION>
                                                               AT DECEMBER 31,
                                                            ---------------------
                                                              2000         1999
                                                            --------     --------
                                                           (DOLLARS IN THOUSANDS)

<S>                                                         <C>          <C>
Investment securities:
   Available-for-sale:
     U.S. Government agency obligations                     $ 55,544     $ 56,542
     Mortgage-backed securities                                   --           --
     Obligations of states and municipalities                     --           --
     Other securities                                            118          118
                                                            --------     --------
          Total available-for-sale                            55,662       56,660
   Held-to-maturity:
     Obligations of states and municipalities                  1,523        1,573
                                                            --------     --------

     Total investment securities, at amortized cost         $ 57,185     $ 58,233
                                                            ========     ========
</TABLE>


                                       33
<PAGE>   37

         The following table sets forth, by maturity distribution, certain
         information pertaining to the investment securities portfolio:

<TABLE>
<CAPTION>
                                                     AFTER ONE YEAR      AFTER FIVE YEARS
                               ONE YEAR OR LESS      TO FIVE YEARS         TO TEN YEARS       AFTER TEN YEARS           TOTAL
                              ------------------   ------------------   ------------------   ------------------   ------------------
                              CARRYING   AVERAGE   CARRYING   AVERAGE   CARRYING   AVERAGE   CARRYING   AVERAGE   CARRYING   AVERAGE
                               VALUE      YIELD     VALUE      YIELD     VALUE      YIELD     VALUE      YIELD     VALUE      YIELD
                              --------   -------   --------   -------   --------   -------   --------   -------   --------   -------
                                                                     (Dollars in thousands)

<S>                           <C>        <C>       <C>        <C>       <C>        <C>       <C>        <C>       <C>        <C>
December 31, 2000:
     U.S. Government and
       agency securities      $ 5,049     5.43%    $49,495     5.85%    $ 1,000     5.75%    $    --     0.00%    $55,544     5.81%
     Obligations of states
       and municipalities         250     6.06%         50     4.80%         --     0.00%      1,223     4.82%      1,523     4.99%
     Other securities              --     0.00%         --     0.00%         --     0.00%        118     6.00%        118     6.00%
                              -------              -------              -------              -------              -------

         Total                $ 5,299     5.47%    $49,545     5.84%    $ 1,000     5.75%    $ 1,341     4.92%    $57,185     5.78%
                              =======              =======              =======              =======              =======

December 31, 1999:
     U.S. Government and
       agency securities      $    50     5.42%    $53,444     5.76%    $   925     6.75%    $    --     0.00%    $54,419     5.76%
     Obligations of states
       and municipalities          51     4.80%        249     6.06%         50     4.80%      1,223     5.02%      1,573     5.07%
     Other securities              --     0.00%         --     0.00%         --     0.00%        118     6.00%        118     6.00%
                              -------              -------              -------              -------              -------

         Total                $   101     6.12%    $53,693     5.75%    $   975     6.65%    $ 1,341     5.51%    $56,110     5.61%
                              =======              =======              =======              =======              =======
</TABLE>


                                       34
<PAGE>   38

Deposit Activities

         Deposits are the major source of BLF's funds for lending and other
investment purposes. Deposits are attracted principally from within BLF's
primary market area through the offering of a broad variety of deposit
instruments including checking accounts, money market accounts, regular savings
accounts, term certificate accounts (including "jumbo" certificates in
denominations of $100,000 or more) and retirement savings plans.

         Maturity terms, service fees and withdrawal penalties are established
by BLF on a periodic basis. The determination of rates and terms is predicated
on funds acquisition and liquidity requirements, rates paid by competitors,
growth goals and federal regulations.

         FDIC regulations limit the ability of certain insured depository
institutions to accept, renew, or rollover deposits by offering rates of
interest which are significantly higher than the prevailing rates of interest on
deposits offered by other insured depository institutions having the same type
of charter in such depository institutions' normal market area. Under these
regulations, "well capitalized" depository institutions may accept, renew, or
rollover deposits at such rates without restriction, "adequately capitalized"
depository institutions may accept, renew or rollover deposits at such rates
with a waiver from the FDIC (subject to certain restrictions on payments of
rates), and "undercapitalized" depository institutions may not accept, renew or
rollover deposits at such rates. The regulations contemplate that the
definitions of "well capitalized," "adequately capitalized" and
"undercapitalized" will be the same as the definitions adopted by the agencies
to implement the prompt corrective action provisions of applicable law. See
"Business - Supervision and Regulation - Capital Requirements." As of December
31, 2000, Big Lake National Bank met the definition of a "well capitalized"
depository institution.


                                       35
<PAGE>   39

         The following table shows the distribution of, and certain other
information relating to, BLF's deposit accounts by type:

<TABLE>
<CAPTION>
                                                                     AT DECEMBER 31,
                                                       --------------------------------------------
                                                               2000                    1999
                                                       --------------------    --------------------

                                                                      % OF                    % OF
                                                        AMOUNT      DEPOSIT     AMOUNT      DEPOSIT
                                                                  (Dollars in thousands)
<S>                                                    <C>          <C>        <C>          <C>
Demand deposits                                        $ 35,188       22.2%    $ 32,643       22.0%
NOW deposits                                             36,906       23.3       27,617       18.6
Money market deposits                                     6,114        3.9        7,187        4.8
Savings deposits                                         15,521        9.8       16,136       10.9
                                                       --------     ------     --------     ------

         Subtotal                                        93,729       59.2       83,583       56.3
                                                       --------     ------     --------     ------

Certificates of deposit:
         Under 4.00%                                        422        0.3          143        0.1
         4.00%-4.99%                                      6,898        4.4       39,227       26.4
         5.00%-5.99%                                     24,360       15.4       16,898       11.4
         6.00%-6.99%                                     32,793       20.7        8,289        5.6
         7.00% and over                                      58        0.0          313        0.2
                                                       --------     ------     --------     ------

         Total certificates of deposit (1)               64,531       40.8       64,870       43.7
                                                       --------     ------     --------     ------

         Total deposits                                $158,260      100.0%    $148,453      100.0%
                                                       ========     ======     ========     ======
</TABLE>

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

(1)      Includes individual retirement accounts ("IRAs") totaling $4,111 and
         $4,353 at December 31, 2000 and 1999, respectively, all of which are in
         the form of certificates of deposit.

         The following tables show the average amount outstanding and the
average rate paid on each of the following deposit account categories during the
periods indicated:

<TABLE>
<CAPTION>
                                                      YEAR ENDED DECEMBER 31,
                                      -------------------------------------------------------
                                                2000                           1999
                                      ------------------------       ------------------------
                                      AVERAGE          AVERAGE       AVERAGE          AVERAGE
                                      BALANCE            RATE        BALANCE            RATE
                                      -------          -------       -------          -------
                                                       (Dollars in thousands)
<S>                                   <C>              <C>           <C>              <C>
Demand, money market
  and NOW                             $ 72,142          1.84%        $ 62,507          1.40%
Savings deposits                        16,234          2.21%          17,379          1.98%
Certificates of deposit                 65,400          5.40%          63,598          4.85%
                                      --------                       --------

         Total deposits               $153,776          3.39%        $143,484          3.02%
                                      ========                       ========
</TABLE>

         BLF does not have a concentration of deposits from any one source, the
loss of which would have a material adverse effect on BLF. Management believes
that substantially all of BLF's depositors are residents in its primary market
areas. BLF currently does not accept brokered deposits. As shown in the tables
below, a significant amount of BLF's certificates of deposit will mature during
the year ending December 31, 2000. The high volume of maturities during this
period is primarily due to customer demand for certificates of deposit having
original maturities of 12 months or less. Based upon current and anticipated
levels of interest rates and past practice, BLF management anticipates that
substantially all of BLF's certificates of deposit maturing during this time
period will be renewed or replaced by certificates of deposit issued to


                                       36
<PAGE>   40

other customers at competitive market rates, which may be higher or lower than
the rates currently being paid. Consequently, BLF management does not believe
that the maturity of BLF's certificates of deposit during the year ending
December 31, 2000, will have a material adverse effect on BLF's liquidity.
However, if BLF is required to pay substantially higher rates to obtain the
renewal of these or other certificates of deposit or alternative sources of
funds, the higher net interest expense could have a material adverse effect on
BLF's net income.

         The following tables present by various interest rate categories the
amounts of certificates of deposit at December 31, 2000 which mature during the
periods indicated:

<TABLE>
<CAPTION>
                                                    DUE          DUE           DUE         DUE
                                                UNDER THREE  3 MONTHS TO   1 YEAR TO       OVER
                                                   MONTHS     12 MONTHS     3 YEARS      3 YEARS       TOTAL
                                                -----------  -----------   ---------     --------     --------
                                                                    (Dollars in thousands)

<S>                                             <C>          <C>           <C>           <C>          <C>
At December 31, 2000:
Under 4.00%                                       $    201     $    121     $      6     $     94     $    422
4.00% - 4.99%                                        3,161        2,118        1,334          285        6,898
5.00% - 5.99%                                       10,270        8,671        4,807          612       24,360
6.00% - 6.99%                                        3,370       25,172        3,788          463       32,793
7.00% and over                                          --           47           11           --           58
                                                  --------     --------     --------     --------     --------

         Total certificates of deposit            $ 17,002     $ 36,129     $  9,946     $  1,454     $ 64,531
                                                  ========     ========     ========     ========     ========
</TABLE>

Jumbo certificates ($100,000 and over) mature as follows:

<TABLE>
<CAPTION>
                                                     AT DECEMBER 31,
                                                  ---------------------
                                                    2000         1999
                                                  --------     --------
                                                  (Dollars in thousands)

<S>                                               <C>          <C>
Due in three months or less                       $  3,513     $  5,689
Due from three months to one year                    7,872        3,365
Due from twelve months to three years                1,055          552
Due over three years                                    --          296
                                                  --------     --------

                                                  $ 12,440     $  9,902
                                                  ========     ========
</TABLE>

The following table sets forth the net deposit flows of BLF during the periods
indicated:

<TABLE>
<CAPTION>
                                                     AT DECEMBER 31,
                                                  ---------------------
                                                    2000         1999
                                                  --------     --------
                                                  (Dollars in thousands)

<S>                                               <C>          <C>
Net increase before interest credited             $  4,827     $  5,573
Net interest credited and paid                       4,980        4,272
                                                  --------     --------

          Net deposit increase                    $  9,807     $  9,845
                                                  ========     ========
</TABLE>


                                       37
<PAGE>   41

OTHER BORROWINGS

         BLF repaid the remaining outstanding balance of $388,500 on a line of
credit agreement with Independent Bankers' Bank of Florida that enabled BLF to
borrow up to $1,000,000. This credit facility had an original maturity date of
November 25, 2003, and required annual principal repayments of up to $200,000,
plus annual interest payments at 6.5% per year. The purpose of this loan was to
provide additional capital to Big Lake National Bank in connection with its
acquisition of two branches from First Union. All of the outstanding common
stock of Big Lake National Bank had been pledged as collateral for this loan. As
of December 31, 2000 the principal amount outstanding on this line of credit was
$0.

IMPACT OF INFLATION AND CHANGING PRICES

         The financial statements and related financial data concerning BLF
presented in this Proxy Statement have been prepared in accordance with
generally accepted accounting principles, which require the measurement of
financial position and operating results in terms of historical dollars without
considering changes in the relative purchasing power of money over time due to
inflation. The primary impact of inflation on the operations of BLF is reflected
in increased operating costs. Unlike most industrial companies, virtually all of
the assets and liabilities of a financial institution are monetary in nature. As
a result, changes in interest rates have a more significant impact on the
performance of a financial institution than do the effects of changes in the
general rate of inflation and changes in prices. Interest rates do not
necessarily move in the same direction or in the same magnitude as the prices of
goods and services.

FUTURE ACCOUNTING REQUIREMENTS

In June 1999, the Financial Accounting Standards Board amended Statement of
Financial Accounting Standards No. 133, "Accounting for Derivative Instruments
and Hedging Activities" ("SFAS 133"), which addressed the accounting for
derivative instruments and provides for matching the timing of gain or loss
recognition on the hedging instrument. Guidance on identifying derivative
instruments is also provided as well as additional disclosures. SFAS 133, as
amended, becomes effective for all fiscal quarters of all fiscal years beginning
after June 15, 2000. Earlier application was permitted with certain exceptions.
Management does not anticipate that adoption of SFAS 133, as amended, will have
a material impact on the financial condition or results of operations of BLF.

         In September 2000, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 140, "Accounting for Transfers
and Servicing of Financial Assets and Extinguishments of Liabilities" ("SFAS
140"). SFAS 140 revises the standards for securitization and other transfers of
financial assets and collateral, and requires additional disclosures but carries
over most of the provisions of SFAS 125, which has been replaced by SFAS 140.
SFAS 140 is effective for transfers and servicing of financial assets and
extinguishments of liabilities occurring after March 31, 2001. This Statement is
effective for recognition and reclassification of collateral and for disclosures
relating to securitization transactions and collateral for fiscal years ending
December 15, 2000. Disclosures about securitization and collateral accepted need
not be reported for periods ending on or before


                                       38
<PAGE>   42

December 15, 2000, for which financial statements are presented for comparative
purposes. Management does not anticipate that adoption of SFAS 140, when fully
implemented, will have a material impact on the financial condition or results
of operations of BLF.

ITEM 7. FINANCIAL STATEMENTS

         The financial statements of BLF as of and for the years ended December
31, 2000 and 1999 are set forth in this Form 10-KSB/A as Exhibit 13.1.

ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
           FINANCIAL DISCLOSURE

         Not applicable.

                                    PART III

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE
           WITH SECTION 16(A) OF THE EXCHANGE ACT

         The information contained under the sections captioned "Directors" and
"Executive Officers" under "Election of Directors" in the registrant's
definitive Proxy Statement for the Annual Meeting of Shareholders to be held on
March 15, 2001, to be filed with the SEC pursuant to Regulation 14A within 120
days of the registrant's fiscal year end (the "Proxy Statement"), is
incorporated herein by reference.

                      SECTION 16(A) REPORTING REQUIREMENTS

         Under Section 16(a) of the Securities Exchange Act of 1934, directors
and executive officers of BLF, and persons who beneficially own more than 10% of
BLF Common Stock, are required to make certain filings on a timely basis with
the Securities and Exchange Commission. Reporting persons are required by SEC
regulations to furnish the BLF with copies of all Section 16(a) forms filed by
them. Based on its review of the copies of Section 16(a) forms received by it,
and on written representations from reporting persons concerning the necessity
of filing a Form 5 - Annual Statement of Changes in Beneficial Ownership, BLF
believes that, during 2000, all filing requirements applicable to reporting
persons were met.

ITEM 10. EXECUTIVE COMPENSATION

         The information contained in the sections captioned "Information About
the Board of Directors and Its Committees," and "Executive Compensation and
Benefits" under "Election of Directors" in the Proxy Statement, is incorporated
herein by reference.


                                       39
<PAGE>   43

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

         Information contained in the sections captioned "Directors" and
"Management and Principal Stock Ownership" under "Election of Directors," in the
Proxy Statement, is incorporated herein by reference.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         The information contained in the section entitled "Certain
Transactions" under "Election of Directors" in the Proxy Statement is
incorporated herein by reference.

ITEM 13. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K

         (A)      THE FOLLOWING DOCUMENTS ARE FILED AS PART OF THIS REPORT:

         1.       FINANCIAL STATEMENTS

                  Independent Auditors' Report
                  Consolidated Balance Sheets as of December 31, 2000 and 1999
                  Consolidated Statements of Operations and Comprehensive Income
                  for the years ended December 31, 2000 and 1999
                  Consolidated Statements of Cash Flows for the years ended
                  December 31, 2000 and 1999
                  Consolidated Statements of Changes in Stockholders' Equity for
                  the years ended December 31, 2000 and 1999
                  Notes to Consolidated Financial Statements

         2.       FINANCIAL STATEMENT SCHEDULES

                  All schedules have been omitted as the required information is
                  either inapplicable or included in the Notes to Consolidated
                  Financial Statements.

         3.       EXHIBITS

<TABLE>
                  <S>      <C>      <C>
                  3.1      -        Restated Articles of Incorporation of Big
                                    Lake Financial Corporation (Incorporated by
                                    reference to Exhibit 3.1 to BLF's
                                    Registration Statement No. 333-30779 (the
                                    "Registration Statement"))

                  3.2      -        Bylaws of Big Lake Financial Corporation
                                    (Incorporated by reference to Exhibit 3.2 to
                                    the Registration Statement)

                  4.1      -        Specimen Stock Certificate of Big Lake
                                    Financial Corporation (Incorporated by
                                    reference to Exhibit 4.1 to the Registration
                                    Statement)
</TABLE>


                                       40
<PAGE>   44

<TABLE>
                  <S>      <C>      <C>
                  10.1     -        Big Lake Financial Corporation 1987 Stock
                                    Option Plan and amendment thereto
                                    (Incorporated by reference to Exhibit 10.1
                                    to the Registration Statement)*

                  10.2     -        Lease dated December 11, 1989 between AAA
                                    Warehouse, Inc. and Clewiston National Bank
                                    and Amendment thereto dated November 28,
                                    1995 (Incorporated by reference to Exhibit
                                    10.2 to the Registration Statement)

                  10.3     -        Lease dated April 1, 1981 between Earl R.
                                    Gamer and Clewiston National Bank and
                                    Modification and Lease Extension Agreement
                                    thereto dated April 1, 1996 (Incorporated by
                                    reference to Exhibit 10.3 to the
                                    Registration Statement)

                  10.5     -        Lease dated April 8, 1999 between Phillip Y.
                                    Berger and Big Lake National Bank
                                    (Incorporated by Reference)


                  10.6     -        Lease dated July 1, 1998 between First Union
                                    National Bank and Albritton and See
                                    Properties and Modification and Lease
                                    Assignment and Assumption Agreement
                                    (Incorporated by Reference)

                  13.1     -        Big Lake Financial Corporation 2000 Annual
                                    Report

                  21.1     -        List of Subsidiaries of Big Lake Financial
                                    Corporation

                  23.1     -        Consent of Stevens, Powell & Company, P.A.
                                    (formerly Stevens, Sparks & Company, P.A.)
</TABLE>

*        Represents a management contract or compensatory plan or arrangement
         required to be filed as an exhibit.

         (B)      REPORTS ON FORM 8-K

                  No current reports on Form 8-K were filed by BLF during the
                  last fiscal quarter covered by this report.


                                       41
<PAGE>   45

                                   SIGNATURES

         Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has caused this report to be duly signed on
its behalf by the undersigned, thereunto duly authorized, in the City of
Okeechobee, State of Florida, on the 21th day of February, 2001.

                                    BIG LAKE FINANCIAL CORPORATION


                                    /s/ Edwin E. Walpole, III
                                    --------------------------------------------
                                    Chairman, President and Chief Executive
                                    Officer

         Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on March 23, 2001.

<TABLE>
<CAPTION>
SIGNATURE                           TITLE
---------                           -----

<S>                                 <C>


 /s/    Edwin E. Walpole, III       Chairman of the Board, President and Chief Executive
---------------------------------   Officer and Director
        Edwin E. Walpole, III


 /s/    Anita DeWitt                Treasurer (Principal Financial Officer and Principal
---------------------------------   Accounting Officer)
        Anita DeWitt


 /s/    Joe G. Mullins              Executive Vice President and Chief Administrative
---------------------------------   Officer and Director
        Joe G. Mullins


 /s/    John W. Abney, Sr.          Director
---------------------------------
        John W. Abney, Sr.


 /s/    Mary Beth Cooper            Director
---------------------------------
        Mary Beth Cooper


 /s/    H. Gilbert Culbreth, Jr.    Director
---------------------------------
        H. Gilbert Culbreth, Jr.
</TABLE>


                                       42
<PAGE>   46



/s/     Bobby H. Tucker             Director
---------------------------------
        Bobby H. Tucker


 /s/    John B. Boy                 Director
---------------------------------
        John B. Boy


 /s/    Thomas A. Smith             Director
---------------------------------
        Thomas A. Smith


 /s/    Curtis S. Fry               Director
---------------------------------
        Curtis S. Fry


/s/     Robert Coker                Director
---------------------------------
        Robert Coker


                                       43
<PAGE>   47

                         BIG LAKE FINANCIAL CORPORATION
                                 FORM 10-KSB/A
                    FOR FISCAL YEAR ENDING DECEMBER 31, 2000

                                 EXHIBIT INDEX
                                 -------------


Exhibit                                                                   Page
  No.                            Exhibit                                   No.
-------        ----------------------------------------------------       ----

 13.1             Big Lake Financial Corporation 2000 Annual Report

 21.1             Subsidiaries of the Registrant

 23.1             Consent of Stevens, Powell & Company, P.A.
                  (formerly Stevens, Sparks & Company, P.A.)





                                       44