U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-KSB
(Mark  One)

[X]  Annual  report  pursuant  to  Section  13  or  15(d)  of  the  Securities
     Exchange  Act  of  1934

For fiscal year ended DECEMBER 31, 2003.
                      ------------------

[ ]  Transition  report  under  Section  13  or 15(d) of the Securities Exchange
     Act  of  1934

     For  the  transition  period  from            to
                                        ----------    ----------

     Commission  file  number  001-16413
                               ---------

                            NBOG BANCORPORATION, INC.
                            -------------------------
                 (Name of small business issuer in its charter)

              GEORGIA                                         58-2554464
---------------------------------------           ------------------------------
  (State  or other jurisdiction of                         (I.R.S. Employer
  incorporation  or  organization)                        Identification No.)

 807  DORSEY  STREET,  GAINESVILLE,  GEORGIA                       30501
--------------------------------------------------------------------------------
(Address of Principal Executive Offices)                         (Zip Code)

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

Securities registered pursuant to Section 12(g) of the Act:  COMMON STOCK, NO
                                                             PAR VALUE.

Check whether the issuer:  (1) filed all reports required to be filed by Section
13  or  15(d) of the Exchange Act during the past 12 months (or for such shorter
period that Islands Bancorp was required to file such reports), and (2) has been
subject  to  such  filing  requirements  for past 90 days.  Yes  X  No
                                                               -----  -----

Check  if there is no 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  registrant's  knowledge, in definitive proxy or a
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 net income for the year ended December 31, 2003 was $979,447.

State the aggregate market value of the voting and non-voting common equity held
by non-affiliates computed by reference to the price at which the stock was
sold, or the average bid and asked prices of such common equity, as of a
specified date within the past 60 days: THE ESTIMATED AGGREGATE MARKET VALUE OF
THE COMMON STOCK HELD BY NON-AFFILIATES OF THE COMPANY ON MARCH 1, 2004 IS
$4,717,540.00. THERE IS NO ACTIVE TRADING MARKET FOR THE COMPANY'S COMMON STOCK
AND IT IS NOT POSSIBLE TO IDENTIFY PRECISELY THE MARKET VALUE OF THE COMMON
STOCK. THE ESTIMATED AGGREGATE MARKET VALUE OF THE COMMON STOCK HELD BY
NON-AFFILIATES IS BASED ON $10.00 PER SHARE, WHICH WAS THE OFFERING PRICE FOR
91,168 SHARES OF COMMON STOCK SOLD BY THE COMPANY ON DECEMBER 31, 2003 THROUGH A
PRIVATE PLACEMENT. THE COMPANY IS UNAWARE OF THE SALES PRICE OF ANY TRADES IN
THE COMPANY'S COMMON STOCK SINCE DECEMBER 31, 2003.


<PAGE>
                    APPLICABLE ONLY TO CORPORATE REGISTRANTS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date. 746,890 SHARES, NO PAR VALUE COMMON
STOCK, AS OF MARCH 1, 2004.

                       DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Annual Report to Shareholders for the fiscal year ended December
31, 2003 are incorporated by reference into Part II. Portions of the Proxy
Statement for the Annual Meeting of Shareholders, scheduled to be held on May
19, 2004, are incorporated by reference into Part III.


 Transitional Small Business Disclosure format (check one): Yes     No  X
                                                               -----  -----



   CAUTIONARY STATEMENT FOR PURPOSES OF THE PRIVATE SECURITIES LITIGATION REFORM
                                  ACT OF 1995.

     This report contains "forward-looking statements" relating to, without
limitation, future economic performance, plans and objectives of management for
future operations, and projections of revenues and other financial items that
are based on the beliefs of management, as well as assumptions made by and
information currently available to management. The words "may," "will,"
"anticipate," "should," "would," "believe," "contemplate," "expect," "estimate,"
"continue," and "intend," as well as other similar words and expressions of the
future, are intended to identify forward-looking statements. Our actual results
may differ materially from the results discussed in the forward-looking
statements, and our operating performance each quarter is subject to various
risks and uncertainties that are discussed in detail in our filings with the
Securities and Exchange Commission, including, without limitation:

     -    the  effects  of  future  economic  conditions;

     -    governmental  monetary and fiscal policies, as well as legislative and
          regulatory  changes;

     -    changes  in  interest  rates  and  their  effect  on  the  level  and
          composition  of  deposits,  loan  demand,  and  the  values  of  loan
          collateral,  securities  and  other  interest-sensitive  assets  and
          liabilities;

     -    our  ability  to  control costs, expenses, and loan delinquency rates;
          and

     -    the  effects  of  competition  from  other  commercial banks, thrifts,
          mortgage  banking  firms,  consumer  finance companies, credit unions,
          securities  brokerage  firms,  insurance  companies,  money market and
          other  mutual  funds and other financial institutions operating in our
          market  area  and  elsewhere,  including  institutions  operating
          regionally,  nationally,  and  internationally,  together  with  such
          competitors offering banking products and services by mail, telephone,
          computer  and  the  Internet.


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<PAGE>
                                     PART I

ITEM  1.       DESCRIPTION  OF  BUSINESS

                      BUSINESS OF THE COMPANY AND THE BANK

GENERAL

     NBOG Bancorporation, Inc. (the "Company"), a bank holding company, owns
100% of the outstanding common stock of The National Bank of Gainesville (the
"Bank"), which operates in the Gainesville, Georgia area. The Bank is chartered
and regulated by the Office of the Comptroller of Currency and the Federal
Deposit Insurance Corporation. The Bank received final approvals from bank
regulators to commence banking operations on March 21, 2002.

     The Company closed its initial public offering of common stock on November
30, 2001, having sold 630,722 shares for total proceeds of $6,306,220. The
subscription proceeds from the offering were released from escrow on March 22,
2002, and shares of the Company's common stock were issued to investors on March
25, 2002. The Company used $6,000,000 of the proceeds from the offering to
purchase all of the outstanding common stock of the Bank. The Bank is currently
the Company's sole subsidiary, and the Company currently engages in no business
other than owning and managing the Bank.

     On May 23, 2002, the Company sold 25,000 shares of its common stock for
$250,000 through a private offering exempt from registration under the
Securities Act of 1933. In addition, on July 1, 2003, the Company initiated a
private offering exempt from registration under the Securities Act of 1933. The
private offering ended on December 31, 2003. Proceeds totaling $911,681, net of
offering costs of $18,055, were collected from the sale of 91,168 shares.

PRODUCTS AND SERVICES

     DEPOSIT SERVICES. The Company offers a full range of interest-bearing and
non-interest-bearing accounts, including commercial and retail checking
accounts, money market accounts, individual retirement accounts, regular
interest-bearing statement savings accounts and certificates of deposit with
fixed and variable rates and a range of maturity date options. The sources of
deposits are residents, businesses, and employees of businesses within our
market area, obtained through the personal solicitation of its officers and
directors, direct mail solicitation, and advertisements published in the local
media. We pay competitive interest rates on time and savings deposits up to the
maximum permitted by law or regulation. In addition, we have implemented a
service charge fee schedule competitive with other financial institutions in our
market area, covering such matters as maintenance fees on checking accounts, per
item processing fees on checking accounts, returned check charges and the like.

     CREDIT SERVICES. We emphasize a range of lending services, including real
estate, commercial and consumer loans, to individuals and small-to medium-sized
businesses and professional concerns that are located in or conduct a
substantial portion of their business in our market area. We emphasize retail
banking, home mortgages and consumer lending needs. The principal economic risk
associated with each category of loans that the Bank makes is the
creditworthiness of the borrower. Borrower creditworthiness is affected by
general economic conditions and the strength of the relevant business market
segment. General economic factors affecting a borrower's ability to repay
include interest, inflation and employment rates, as well as other factors
affecting a borrower's customers, suppliers and employees.


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<PAGE>
     Real Estate Loans. One of the primary components of our loan portfolio is
     ------------------
loans secured by first or second mortgages on real estate. These loans generally
consist of commercial real estate loans, construction and development loans, and
residential real estate loans (home equity loans are excluded as they are
classified as consumer loans). Loan terms generally are limited to five years or
less, although payments may be structured on a longer amortization basis.
Interest rates may be fixed or adjustable, and will more likely be fixed in the
case of shorter term loans. We generally charge an origination fee. We attempt
to reduce credit risk in the commercial real estate portfolio by emphasizing
loans on owner-occupied office and retail buildings where the loan-to-value
ratio, established by independent appraisals, does not exceed 80%. In addition,
we typically require personal guarantees of the principal owners of the
collateral property, combined with our review of the personal financial
statements of the principal owners. We generally apply the same underwriting
criteria for home equity loans and lines of credit as for first mortgage loans,
as described above. The risks associated with real estate loans vary with many
economic factors, including employment levels and fluctuations in the value of
real estate. Risks associated with commercial real estate loans also include
tenant vacancy rates and the quality of the borrower's management. Risks
associated with construction lending include the builder's ability to sell the
home to a buyer and to build the project according to the plans and
specifications of the buyer and the Bank's ability to administer and control all
phases of the construction disbursements. Risks associated with residential
mortgage loans also include the ability of the Bank to sell foreclosed real
estate in a down market or economy.

     Consumer Loans. We make a variety of loans to individuals for personal and
     --------------
household purposes, including secured and unsecured installment and term loans
and lines of credit. These loans typically carry balances of less than $25,000
and, in the case of non-revolving loans, are amortized over a period not to
exceed 60 months. The revolving loans typically bear interest at a fixed rate
and require monthly payments of interest and a portion of the principal balance.
Consumer loans generally involve more risks than residential mortgage loans
because the collateral for defaulted loans may not provide an adequate source of
repayment of the principal due to damage to the collateral or other loss of
value. In addition, consumer loan performance depends upon the borrower's
continued financial stability and is therefore more likely to be adversely
affected by job loss, divorce, illness or personal bankruptcy.

     Commercial Loans. We make loans for commercial purposes in various lines
     -----------------
of businesses. Equipment loans are typically for a term of five years or less at
fixed or variable rates, with the loan fully amortized over the term and secured
by the financed equipment and with a loan-to-value ratio of 80% or less. Working
capital loans typically have terms not exceeding one year and are usually
secured by accounts receivable, inventory, or personal guarantees of the
principals of the business. For loans secured by accounts receivable or
inventory, principal is typically repaid as the assets securing the loan are
converted into cash, and in other cases principal is typically due at maturity.
The quality of the commercial borrower's management and its ability to both
evaluate properly changes in the supply and demand characteristics affecting its
markets for products and services and to respond effectively to such changes are
significant factors in a commercial borrower's creditworthiness.

     Loan Approval and Review. Our loan approval policies provide for various
     --------------------------
levels of officer lending authority. When the amount of aggregate loans to a
single borrower exceeds that individual officer's lending authority, the loan
request will be considered and approved by an officer with a higher lending
limit. We have established a Board loan committee that must approve any loan
over the chief executive officer's lending limit. We will not make any loans to
any director, officer, or employee on terms more favorable to such person than
would be available to an unaffiliated person.


                                        4
<PAGE>
     OTHER SERVICES. In addition to deposit and loan services, the Bank offers
banking, cash management services, travelers' checks, direct deposit of payroll
and social security checks, and automatic drafts for various accounts. The Bank
is a member of a network of automated teller machines that may be used by
customers in major cities throughout Georgia, the United States, and in various
cities worldwide. The Bank offers VISA and MasterCard credit cards and merchant
credit card processing to the Bank's customers through third party vendors. The
Bank will be reviewing opportunities for offering Internet banking services and
expects to provide appropriate services through third party vendor
relationships. The Bank currently offers telephone banking and NetImage.
NetImage is a product that allows the customer to view images of their cleared
checks via connection to the internet through a secure link in the Bank's
website.

LENDING  POLICIES

     The Bank's lending activities are subject to a variety of lending limits
imposed by federal law. Differing limits apply based on the type of loan and the
nature of the borrower, including the borrower's relationship to the Bank. In
general, however, the Bank is able to loan any one borrower a maximum amount
equal to either:

     -    15% of the Bank's capital and surplus; or

     -    25% of its capital and surplus if the excess over 15% is within
          federal guidelines, which provides an exception to the 15% limit for
          debt secured by readily marketable collateral, as defined by OCC
          regulations.

     The Bank complies with the statutory lending limits, as described above.
The Bank's legal lending limits will increase or decrease as the Bank's capital
increases or decreases as a result of, among other reasons, its earnings or
losses. The Bank will continue to sell loan participations to other financial
institutions to meet the needs of customers requiring loans above these limits.

     The interagency guidelines adopted by federal bank regulators, including
the Comptroller of the Currency, mandate that financial institutions establish
real estate lending policies and establishing certain minimum real estate
loan-to-value standards. The Bank has adopted these federal standards as its
minimum standards. These standards require maximum loan-to-value ratios for
various types of real estate loans, although the Bank may make exceptions to the
maximum guidelines, which exceptions must be accounted for and tracked.

ASSET  MANAGEMENT  POLICIES

     A committee composed of the executive officers of the Bank is charged with
managing the Bank's assets and liabilities pursuant to policies established by
the directors' Asset/Liability and Investment Committee. The committee attempts
to manage asset growth, liquidity and capital in order to optimize income and
reduce interest-rate risk. The committee directs the Bank's overall acquisition
and allocation of funds. The management committee meets with the director's
Asset/Liability and Investment Committee on a quarterly basis. The director's
committee reviews and discusses the monthly asset and liability funds budget in
relation to the actual flow of funds, as well as peer group comparisons; the
ratio of the amount of rate-sensitive assets to the amount of rate-sensitive
liabilities; the ratio of the allowance for loan losses to outstanding and
non-performing loans; and other variables, such as expected loan demand,
investment opportunities, core deposit growth within specified categories,
regulatory changes, monetary policy adjustments and the overall state of the
economy.


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<PAGE>
     The Bank's investment policy is to optimize income, consistent with
liquidity, asset quality and regulatory constraints. The policy is reviewed from
time to time by the Board of Directors of the Bank. Individual transactions,
portfolio composition and performance are reviewed and approved monthly by the
Board of Directors or a committee thereof. The President and CEO of the Bank
implements the policy and reports to the full Board of Directors on a monthly
basis information concerning sales, purchases, resultant gains or losses,
average maturity, federal taxable equivalent yields, and appreciation or
depreciation by investment categories.

     Correspondent banking involves the provision of services by one bank to
another bank which cannot provide that service for itself from an economic or
practical standpoint.

     The Bank has purchased correspondent services offered by larger banks,
including check collections, services relating to the purchase of Federal Funds,
security safekeeping, investment services, coin and currency supplies, overline
and liquidity loan participations and sales of loans to or participations with
correspondent banks. The Bank sells loan participations to correspondent banks
with respect to loans that exceed the Bank's lending limit. As compensation for
services provided by a correspondent, the Bank may maintain certain balances
with such correspondents in noninterest-bearing accounts.

MARKET  OPPORTUNITIES  AND  COMPETITION

     The Bank primarily serves the Northeast Georgia market of Hall County,
including Gainesville and five smaller municipalities. Hall County has a
population of approximately 153,000 and encompasses 392 square miles. Lake
Lanier, a manmade lake with 607 miles of shoreline, forms the county's western
boundary. Gainesville, the county seat, is situated approximately 50 miles
northeast of Atlanta and 100 miles southwest of Greenville, South Carolina.

     The Bank competes as a financial intermediary with other lenders and
deposit-takers, including other commercial banks, thrift institutions, credit
unions, finance companies, mutual funds, insurance companies, and brokerage
companies and investment banking firms. According to information provided by the
FDIC, as of June 30, 2003 there were 46 offices of 14 banks operating and
reporting deposits in Hall County of $2.37 billion. Currently the Bank's three
local competitors are Gainesville Bank & Trust, Southern Heritage and Community
Bank and Trust.

EMPLOYEES

     As of December 31, 2003, the Bank had 14 full-time employees and 1
part-time employee. The only employees of the Company are its officers. The
Company and the Bank consider their relationship with employees to be excellent.

                           SUPERVISION AND REGULATION

     Both the Company and the Bank are subject to extensive state and federal
banking regulations that impose restrictions on and provide for general
regulatory oversight of their operations. These laws are generally intended to
protect depositors and not shareholders. The following discussion describes the
material elements of the regulatory framework that applies to us.


                                        6
<PAGE>
NBOG  BANCORPORATION,  INC.

     Since the Company owns all of the capital stock of the Bank, it is a bank
holding company under the federal Bank Holding Company Act of 1956. As a result,
the Company is primarily subject to the supervision, examination, and reporting
requirements of the Bank Holding Company Act and the regulations of the Federal
Reserve. As a bank holding company located in Georgia, the Georgia Department of
Banking and Finance also regulates and monitors all significant aspects of the
Company's operations.

     ACQUISITIONS OF BANKS. The Bank Holding Company Act requires every bank
holding company to obtain the Federal Reserve's prior approval before:

     -    acquiring direct or indirect ownership or control of any voting shares
          of any bank if, after the acquisition, the bank holding company will
          directly or indirectly own or control more than 5% of the bank's
          voting shares;

     -    acquiring all or substantially all of the assets of any bank; or

     -    merging or consolidating with any other bank holding company.

     Additionally, the Bank Holding Company Act provides that the Federal
Reserve may not approve any of these transactions if it would result in or tend
to create a monopoly or, substantially lessen competition or otherwise function
as a restraint of trade, unless the anti-competitive 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. The Federal Reserve's consideration of financial
resources generally focuses on capital adequacy, which is discussed below.

     Under the Bank Holding Company Act, if adequately capitalized and
adequately managed, the Company or any other bank holding company located in
Georgia may purchase a bank located outside of Georgia. Conversely, an
adequately capitalized and adequately managed bank holding company located
outside of Georgia may purchase a bank located inside Georgia. In each case,
however, restrictions may be placed on the acquisition of a bank that has only
been in existence for a limited amount of time or will result in specified
concentrations of deposits. For example, Georgia law prohibits a bank holding
company from acquiring control of a financial institution until the target
financial institution has been incorporated for three years. As a result, no
bank holding company may acquire control of the Company until after the third
anniversary date of the Bank's incorporation.

     CHANGE IN BANK CONTROL. Subject to various exceptions, the Bank Holding
Company Act and the Change in Bank Control Act, together with related
regulations, require Federal Reserve approval prior to any person or company
acquiring "control" of a bank holding company. Control is conclusively presumed
to exist if an individual or company acquires 25% or more of any class of voting
securities of the bank holding company. Control is refutably presumed to exist
if a person or company acquires 10% or more, but less than 25%, of any class of
voting securities and either:

     -    the bank holding company has registered securities under Section 12 of
          the Securities Exchange Act of 1934; or


                                        7
<PAGE>
     -    no other person owns a greater percentage of that class of voting
          securities immediately after the transaction.

     Our common stock is registered under Section 12 of the Securities Exchange
Act of 1934. The regulations provide a procedure for challenging the rebuttable
presumption of control.

     PERMITTED ACTIVITIES. Bank holding companies are generally prohibited,
under the Bank Holding Company Act, from engaging in or acquiring direct or
indirect control of more than 5% of the voting shares of any company engaged in
any activity other than the following:

     -    Banking or managing or controlling banks; and

     -    Any activity that the Federal Reserve determines to be so closely
          related to banking as to be a proper incident to the business of
          banking.

     Activities that the Federal Reserve has found to be so closely related to
banking as to be a proper incident to the business of banking include:

     -    Factoring accounts receivable;

     -    Making, acquiring, brokering or servicing loans and usual related
          activities;

     -    Leasing personal or real property;

     -    Operating a non-bank depository institution, such as a savings
          association;

     -    Trust company functions;

     -    Financial and investment advisory activities;

     -    Conducting discount securities brokerage activities;

     -    Underwriting and dealing in government obligations and money market
          instruments;

     -    Providing specified management consulting and counseling activities;

     -    Performing selected data processing services and support services;

     -    Acting as agent or broker in selling credit life insurance and other
          types of insurance in connection with credit transactions; and

     -    Performing selected insurance underwriting activities.

     Despite prior approval, the Federal Reserve may order a bank holding
company or its subsidiaries to terminate any of these activities or to terminate
its ownership or control of any subsidiary when it has reasonable cause to
believe that the bank holding company's continued ownership, activity or control
constitutes a serious risk to the financial safety, soundness, or stability of
it or any of its bank subsidiaries.

     Generally, if the Company qualifies and elects to become a financial
holding company, it may engage in additional activities that are financial in
nature or incidental or complementary to financial activity. The Bank Holding
Company Act expressly lists the following activities as financial in nature:


                                        8
<PAGE>
     -    Lending, trust and other banking activities;

     -    Insuring, guaranteeing, or indemnifying against loss or harm, or
          providing and issuing annuities, and acting as principal, agent, or
          broker for these purposes, in any state;

     -    Providing financial, investment, or advisory services;

     -    Issuing or selling instruments representing interests in pools of
          assets permissible for a bank to hold directly;

     -    Underwriting, dealing in or making a market in securities;

     -    Other activities that the Federal Reserve may determine to be so
          closely related to banking or managing or controlling banks as to be a
          proper incident to managing or controlling banks;

     -    Foreign activities permitted outside of the United States if the
          Federal Reserve has determined them to be usual in connection with
          banking operations abroad;

     -    Merchant banking through securities or insurance affiliates; and

     -    Insurance company portfolio investments.

     To qualify to become a financial holding company, the Bank and any other
depository institution subsidiary of the Company must be well capitalized and
well managed and must have a Community Reinvestment Act rating of at least
"satisfactory." Additionally, the Company must file an election with the Federal
Reserve to become a financial holding company and must provide the Federal
Reserve with 30 days' written notice prior to engaging in a permitted financial
activity. While the Company meets the qualification standards applicable to
financial holding companies, the Company has not elected to become a financial
holding company at this time.

     SUPPORT OF SUBSIDIARY INSTITUTIONS. Under Federal Reserve policy, the
Company is expected to act as a source of financial strength for the Bank and to
commit resources to support the Bank. This support may be required at times
when, without this Federal Reserve policy, the Company might not be inclined to
provide it. In addition, any capital loans made by the Company to the Bank will
be repaid only after its deposits and various other obligations are repaid in
full. In the unlikely event of the Company's bankruptcy, any commitment by it to
a federal bank regulatory agency to maintain the capital of the Bank will be
assumed by the bankruptcy trustee and entitled to a priority of payment.

THE NATIONAL BANK OF GAINESVILLE

     Since the Bank is chartered as a national bank, it is primarily subject to
the supervision, examination and reporting requirements of the National Bank Act
and the regulations of the Office of the Comptroller of the Currency. The Office
of the Comptroller of the Currency regularly examines the Bank's operations and
has the authority to approve or disapprove mergers, the establishment of
branches and similar corporate actions. The Office of the Comptroller of the
Currency also has the power to prevent the continuance or development of unsafe
or unsound banking practices or other violations of law. Additionally, the
Bank's deposits are insured by the FDIC to the maximum extent provided by law.
The Bank is also subject to numerous state and federal statutes and regulations
that affect its business, activities and operations.

     BRANCHING. National banks are required by the National Bank Act to adhere
to branching laws applicable to state banks in the states in which they are
located. Under current Georgia law, the Bank may open branch offices throughout
Georgia with the prior approval of the Office of the Comptroller of the
Currency. In addition, with prior regulatory approval, the Bank may acquire
branches of existing


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banks located in Georgia. The Bank and any other national or state-chartered
bank generally may branch across state lines by merging with banks in other
states if allowed by the applicable states' laws. Georgia law, with limited
exceptions, currently permits branching across state lines through interstate
mergers.

     Under the Federal Deposit Insurance Act, states may "opt-in" and allow
out-of-state banks to branch into their state by establishing a new start-up
branch in the state. Currently, Georgia has not opted-in to this provision.
Therefore, interstate merger is the only method through which a bank located
outside of Georgia may branch into Georgia. This provides a limited barrier of
entry into the Georgia banking market, which protects us from an important
segment of potential competition. However, because Georgia has elected not to
opt-in, our ability to establish a new start-up branch in another state may be
limited. Many states that have elected to opt-in have done so on a reciprocal
basis, meaning that an out-of-state bank may establish a new start-up branch
only if their home state has also elected to opt-in. Consequently, until Georgia
changes its election, the only way we will be able to branch into states that
have elected to opt-in on a reciprocal basis will be through interstate merger.

     PROMPT CORRECTIVE ACTION. The Federal Deposit Insurance Corporation
Improvement Act of 1991 establishes a system of prompt corrective action to
resolve the problems of undercapitalized financial institutions. Under this
system, the federal banking regulators have established five capital categories
(well capitalized, adequately capitalized, undercapitalized, significantly
undercapitalized and critically undercapitalized) in which all institutions are
placed. Federal banking regulators are required to take various mandatory
supervisory actions and are authorized to take other discretionary actions with
respect to institutions in the three undercapitalized categories. The severity
of the action depends upon the capital category in which the institution is
placed. Generally, subject to a narrow exception, the banking regulator must
appoint a receiver or conservator for an institution that is critically
undercapitalized. The federal banking agencies have specified by regulation the
relevant capital level for each category.

     An institution that is categorized as undercapitalized, significantly
undercapitalized, or critically undercapitalized is required to submit an
acceptable capital restoration plan to its appropriate federal banking agency. A
bank holding company must guarantee that a subsidiary depository institution
meets its capital restoration plan, subject to various limitations. The
controlling holding company's obligation to fund a capital restoration plan is
limited to the lesser of 5% of an undercapitalized subsidiary's assets at the
time it became undercapitalized or the amount required to meet regulatory
capital requirements. An undercapitalized institution is also generally
prohibited from increasing its average total assets, making acquisitions,
establishing any branches or engaging in any new line of business, except under
an accepted capital restoration plan or with FDIC approval. The regulations also
establish procedures for downgrading an institution to a lower capital category
based on supervisory factors other than capital.

     FDIC INSURANCE ASSESSMENTS. The FDIC has adopted a risk-based assessment
system for insured depository institutions that takes into account the risks
attributable to different categories and concentrations of assets and
liabilities. The system assigns an institution to one of three capital
categories: (1) well capitalized; (2) adequately capitalized; and (3)
undercapitalized. These three categories are substantially similar to the prompt
corrective action categories described above, with the "undercapitalized"
category including institutions that are undercapitalized, significantly
undercapitalized, and critically undercapitalized for prompt corrective action
purposes. The FDIC also assigns an institution to one of three supervisory
subgroups based on a supervisory evaluation that the institution's primary
federal regulator provides to the FDIC and information that the FDIC determines
to be relevant to the institution's financial condition and the risk posed to
the deposit insurance funds. Assessments range from 0 to 27 cents per $100 of
deposits, depending on the institution's capital group


                                       10
<PAGE>
and supervisory subgroup. In addition, the FDIC imposes assessments to help pay
off the $780 million in annual interest payments on the $8 billion Financing
Corporation bonds issued in the late 1980s as part of the government rescue of
the thrift industry. This assessment rate is adjusted quarterly and is set at
1.54 cents per $100 of deposits for the first quarter of 2004.

     The FDIC may terminate its insurance of deposits if it finds that the
institution has engaged in unsafe and unsound practices, is in an unsafe or
unsound condition to continue operations, or has violated any applicable law,
regulation, rule, order, or condition imposed by the FDIC.

     COMMUNITY REINVESTMENT ACT. The Community Reinvestment Act requires that,
in connection with examinations of financial institutions within their
respective jurisdictions, the Federal Reserve, the FDIC, or the Office of the
Comptroller of the Currency, shall evaluate the record of each financial
institution in meeting the credit needs of its local community, including low
and moderate-income neighborhoods. These facts are also considered in evaluating
mergers, acquisitions, and applications to open a branch or facility. Failure to
adequately meet these criteria could impose additional requirements and
limitations on the Bank. Since our aggregate assets are not more than $250
million, under the Gramm-Leach-Bliley Act, we are generally subject to a
Community Reinvestment Act examination only once every 60 months if we receive
an "outstanding" rating, once every 48 months if we receive a "satisfactory"
rating and as needed if our rating is less than "satisfactory." Additionally, we
must publicly disclose the terms of various Community Reinvestment Act-related
agreements.

     OTHER REGULATIONS. Interest and other charges collected or contracted for
by the Bank are subject to state usury laws and federal laws concerning interest
rates. For example, under the Soldiers' and Sailors' Civil Relief Act of 1940, a
lender is generally prohibited from charging an annual interest rate in excess
of 6% on any obligation for which the borrower is a person on active duty with
the United States military.

     The Bank's loan operations are also subject to federal laws applicable to
credit transactions, such as the:

     -    Federal Truth-In-Lending Act, governing disclosures of credit terms to
          consumer borrowers;
     -    Home Mortgage Disclosure Act of 1975, requiring financial institutions
          to provide information to enable the public and public officials to
          determine whether a financial institution is fulfilling its obligation
          to help meet the housing needs of the community it serves;

     -    Equal Credit Opportunity Act, prohibiting discrimination on the basis
          of race, creed or other prohibited factors in extending credit;

     -    Fair Credit Reporting Act of 1978, governing the use and provision of
          information to credit reporting agencies;

     -    Fair Debt Collection Act, governing the manner in which consumer debts
          may be collected by collection agencies;

     -    Soldiers' and Sailors' Civil Relief Act of 1940, governing the
          repayment terms of, and property rights underlying, secured
          obligations of persons in military service; and

     -    rules and regulations of the various federal agencies charged with the
          responsibility of implementing these federal laws.


                                       11
<PAGE>
     In addition to the federal and state laws noted above, the Georgia Fair
Lending Act ("GAFLA") imposes restrictions and procedural requirements on most
mortgage loans made in Georgia, including home equity loans and lines of credit.
On August 5, 2003, the Office of the Comptroller of the Currency issued a formal
opinion stating that the entirety of GAFLA is preempted by federal law for
national banks and their operating subsidiaries. As a result, the Bank is exempt
from the requirements of GAFLA.

     The deposit operations of the Bank are subject to:

     -    The Right to Financial Privacy Act, which imposes a duty to maintain
          confidentiality of consumer financial records and prescribes
          procedures for complying with administrative subpoenas of financial
          records; and

     -    The Electronic Funds Transfer Act and Regulation E issued by the
          Federal Reserve to implement that act, which govern automatic deposits
          to and withdrawals from deposit accounts and customers' rights and
          liabilities arising from the use of automated teller machines and
          other electronic banking services.

CAPITAL  ADEQUACY

     The Company and the Bank are required to comply with the capital adequacy
standards established by the Federal Reserve, in the case of the Company, and
the Office of the Comptroller of the Currency, in the case of the Bank. The
Federal Reserve has established a risk-based and a leverage measure of capital
adequacy for bank holding companies. Since the Company's consolidated total
assets are less than $150 million, under the Federal Reserve's capital
guidelines, our capital adequacy is measured on a bank-only basis, as opposed to
a consolidated basis. The Bank is also subject to risk-based and leverage
capital requirements adopted by the Office of the Comptroller of the Currency,
which are substantially similar to those adopted by the Federal Reserve for bank
holding companies.

     The risk-based capital standards are designed to make regulatory capital
requirements more sensitive to differences in risk profiles among banks and bank
holding companies, to account for off-balance-sheet exposure, and to minimize
disincentives for holding liquid assets. Assets and off-balance-sheet items,
such as letters of credit and unfunded loan commitments, are assigned to broad
risk categories, each with appropriate risk weights. The resulting capital
ratios represent capital as a percentage of total risk-weighted assets and
off-balance-sheet items.

     The minimum guideline for the ratio of total capital to risk-weighted
assets is 8%. Total capital consists of two components, Tier 1 Capital and Tier
2 Capital. Tier 1 Capital generally consists of common stock, minority interests
in the equity accounts of consolidated subsidiaries, noncumulative perpetual
preferred stock, and a limited amount of qualifying cumulative perpetual
preferred stock, less goodwill and other specified intangible assets. Tier 1
Capital must equal at least 4% of risk-weighted assets. Tier 2 Capital generally
consists of subordinated debt, other preferred stock, and a limited amount of
loan loss reserves. The total amount of Tier 2 Capital is limited to 100% of
Tier 1 Capital. At December 31, 2003, our ratio of total capital to
risk-weighted assets was 16% and our ratio of Tier 1 Capital to risk-weighted
assets was 14.7%.

     In addition, the Federal Reserve has established minimum leverage ratio
guidelines for bank holding companies. These guidelines provide for a minimum
ratio of Tier 1 Capital to average assets, less goodwill and other specified
intangible assets, of 3% for bank holding companies that meet specified
criteria, including having the highest regulatory rating and implementing the
Federal Reserve's risk-


                                       12
<PAGE>
based capital measure for market risk. All other bank holding companies
generally are required to maintain a leverage ratio of at least 4%. At December
31, 2003, our leverage ratio was 12.4%. The guidelines also provide that bank
holding companies experiencing internal growth or making acquisitions will be
expected to maintain strong capital positions substantially above the minimum
supervisory levels without reliance on intangible assets. The Federal Reserve
considers the leverage ratio and other indicators of capital strength in
evaluating proposals for expansion or new activities. As a new bank, the Office
of the Comptroller of the Currency has required that the Bank maintain a minimum
leverage ratio of 8.0% for the first three years of its operation.

     Failure to meet capital guidelines could subject a bank or bank holding
company to a variety of enforcement remedies, including issuance of a capital
directive, the termination of deposit insurance by the FDIC, a prohibition on
accepting brokered deposits, and certain other restrictions on its business. As
described above, significant additional restrictions can be imposed on
FDIC-insured depository institutions that fail to meet applicable capital
requirements. See "-The National Bank of Gainesville-Prompt Corrective Action."

PAYMENT  OF  DIVIDENDS

     The Company is a legal entity separate and distinct from the Bank. The
principal sources of the Company's cash flow, including cash flow to pay
dividends to its shareholders, are dividends that the Bank pays to its sole
shareholder, the Company. Statutory and regulatory limitations apply to the
Bank's payment of dividends to the Company as well as to the Company's payment
of dividends to its shareholders. Currently, the Bank is precluded from paying
dividends until it is cumulatively profitable.

     The Bank is required by federal law to obtain prior approval of the Office
of the Comptroller of the Currency for payments of dividends if the total of all
dividends declared by our board of directors in any year will exceed (1) the
total of the Bank's net profits for that year, plus (2) the Bank's retained net
profits of the preceding two years, less any required transfers to surplus.

     The payment of dividends by the Company and the Bank may also be affected
by other factors, such as the requirement to maintain adequate capital above
regulatory guidelines. If, in the opinion of the Office of the Comptroller of
the Currency, the Bank were engaged in or about to engage in an unsafe or
unsound practice, the Office of the Comptroller of the Currency could require,
after notice and a hearing, that the Bank stop or refrain engaging in the
practice. The federal banking agencies have indicated that paying dividends that
deplete a depository institution's capital base to an inadequate level would be
an unsafe and unsound banking practice. Under the Federal Deposit Insurance
Corporation Improvement Act of 1991, a depository institution may not pay any
dividend if payment would cause it to become undercapitalized or if it already
is undercapitalized. Moreover, the federal agencies have issued policy
statements that provide that bank holding companies and insured banks should
generally only pay dividends out of current operating earnings. See "-The
National Bank of Gainesville-Prompt Corrective Action" above.

RESTRICTIONS  ON  TRANSACTIONS  WITH  AFFILIATES

     The Company and the Bank are subject to the provisions of Section 23A of
the Federal Reserve Act. Section 23A places limits on the amount of:

     -    a bank's loans or extensions of credit to affiliates;

     -    a bank's investment in affiliates;


                                       13
<PAGE>
     -    assets a bank may purchase from affiliates, except for real and
          personal property exempted by the Federal Reserve;

     -    loans or extensions of credit to third parties collateralized by the
          securities or obligations of affiliates; and

     -    a bank's guarantee, acceptance or letter of credit issued on behalf of
          an affiliate.

     The total amount of the above transactions is limited in amount, as to any
one affiliate, to 10% of a bank's capital and surplus and, as to all affiliates
combined, to 20% of a bank's capital and surplus. In addition to the limitation
on the amount of these transactions, each of the above transactions must also
meet specified collateral requirements. The Bank must also comply with other
provisions designed to avoid the taking of low-quality assets.

     The Company and the Bank are also subject to the provisions of Section 23B
of the Federal Reserve Act which, among other things, prohibit an institution
from engaging in the above transactions with affiliates unless the transactions
are on terms substantially the same, or at least as favorable to the institution
or its subsidiaries, as those prevailing at the time for comparable transactions
with nonaffiliated companies.

     The Bank is also subject to restrictions on extensions of credit to its
executive officers, directors, principal shareholders and their related
interests. These extensions of credit (1) must be made on substantially the same
terms, including interest rates and collateral, as those prevailing at the time
for comparable transactions with third parties, and (2) must not involve more
than the normal risk of repayment or present other unfavorable features.

PRIVACY

     Financial institutions are required to disclose their policies for
collecting and protecting confidential information. Customers generally may
prevent financial institutions from sharing nonpublic personal financial
information with nonaffiliated third parties except under narrow circumstances,
such as the processing of transactions requested by the consumer or when the
financial institution is jointly sponsoring a product or service with a
nonaffiliated third party. Additionally, financial institutions generally may
not disclose consumer account numbers to any nonaffiliated third party for use
in telemarketing, direct mail marketing or other marketing to consumers.

CONSUMER  CREDIT  REPORTING

     On December 4, 2003, the President signed the Fair and Accurate Credit
Transactions Act (the FAIR Act), amending the federal Fair Credit Reporting Act
(the FCRA). These amendments to the FCRA (the FCRA Amendments) will become
effective as early as February 2004, but more likely in the third or fourth
quarter of 2004, depending on implementing regulations to be issued by the
Federal Trade Commission and the federal bank regulatory agencies.

     The FCRA Amendments include, among other things:

     -    new requirements for financial institutions to develop policies and
          procedures to identify potential identity theft and, upon the request
          of a consumer, place a fraud alert in the


                                       14
<PAGE>
          consumer's credit file stating that the consumer may be the victim of
          identity theft or other fraud;

     -    new consumer notice requirements for lenders that use consumer report
          information in connection with risk-based credit pricing programs;

     -    for entities that furnish information to consumer reporting agencies
          (which would include the Bank), new requirements to implement
          procedures and policies regarding the accuracy and integrity of the
          furnished information, and regarding the correction of previously
          furnished information that is later determined to be inaccurate; and

     -    a new requirement for mortgage lenders to disclose credit scores to
          consumers.

     Prior to the effective date of the FCRA Amendments, the Company and its
subsidiary will implement policies and procedures to comply with the new rules.

     The FCRA Amendments also will prohibit a business that receives consumer
information from an affiliate from using that information for marketing purposes
unless the consumer is first provided a notice and an opportunity to direct the
business not to use the information for such marketing purposes (the "opt-out"),
subject to certain exceptions. The Company and its subsidiary also will
implement procedures to comply with these new rules prior to the effective date
of the rules. We do not plan to share consumer information among our affiliated
companies for marketing purposes, except as may be allowed under exceptions to
the notice and opt-out requirements. Because no affiliate of the Company is
currently sharing consumer information with any other affiliate of the Company
for marketing purposes, the new limitations on sharing of information for
marketing purposes will not have a significant impact on the Company.

ANTI-TERRORISM  LEGISLATION

     The Uniting and Strengthening America by Providing Appropriate Tools
Required to Intercept and Obstruct Terrorism (USA PATRIOT) Act of 2001, signed
by the President on October 26, 2001, imposed new requirements and limitations
on specified financial transactions and account relationships, intended to guard
against money laundering and terrorism. Most of these requirements and
limitations took effect in 2002. Additional "know your customer" rules became
effective in June 2003, requiring the Bank to establish a customer
identification program under Section 326 of the USA PATRIOT Act. The Company and
its subsidiaries implemented procedures and policies to comply with those rules
prior to the effective date of each of the rules.

PROPOSED  LEGISLATION  AND  REGULATORY  ACTION

     New regulations and statutes are regularly proposed that contain
wide-ranging proposals for altering the structures, regulations and competitive
relationships of financial institutions operating and doing business in the
United States. We cannot predict whether or in what form any proposed regulation
or statute will be adopted or the extent to which our business may be affected
by any new regulation or statute.

EFFECT  OF  GOVERNMENTAL  MONETARY  POLICES

     Our earnings are affected by domestic economic conditions and the monetary
and fiscal policies of the United States government and its agencies. The
Federal Reserve Bank's monetary policies have


                                       15
<PAGE>
had, and are likely to continue to have, an important impact on the operating
results of commercial banks through its power to implement national monetary
policy in order, among other things, to curb inflation or combat a recession.
The monetary policies of the Federal Reserve affect the levels of bank loans,
investments and deposits through its control over the issuance of United States
government securities, its regulation of the discount rate applicable to member
banks and its influence over reserve requirements to which member banks are
subject. We cannot predict the nature or impact of future changes in monetary
and fiscal policies.

ITEM  2.       DESCRIPTION  OF  PROPERTY.

     The Bank began operations in a modular temporary office of approximately
2,200 square feet on property located at the corner of Pearl Nix Extension and
Dorsey Street in Gainesville, Georgia.

     On May 16, 2003 the Bank entered into an agreement with Reynolds
Architects, P.C. for architectural services associated with construction of its
permanent Main Office. Under terms of the agreement, the architect's fee is an
amount equal to six (6%) percent of construction cost. On September 29, 2003 the
Bank entered into an agreement with Optum Construction Group, LLC in the amount
of $1,108,446 for construction on its permanent Main Office and construction
began in November of 2003. The permanent Main Office will consist of
approximately 12,000 square feet and will also serve as the Company's
headquarters. The Main Office facilities will include a teller line, customer
service area, offices for the Bank's lenders and officers, offices for the
mortgage department, a vault with safe deposit boxes, drive-in teller lanes, and
a drive-up automated teller machine. Construction is scheduled for completion in
July of 2004 and the Bank expects to be operating in the new main office in July
of 2004.

     The Bank is currently searching for property for a branch in the
northeastern part of Hall County and expects to purchase land in the price range
of $250,000 in second quarter of 2004.

ITEM  3.       LEGAL  PROCEEDINGS.

     There are no material legal proceedings to which the Company is a party or
of which any of its properties are subject, nor are there material proceedings
known to the Company to be contemplated by any governmental authority.
Additionally, the Company is unaware of any material proceedings, pending or
contemplated, in which any director, officer or affiliate, or any principal
security holder of the company or any associate of any of the foregoing, is a
party or has an interest adverse to the Company.

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

     No matter was submitted to a vote of security-holders during the fourth
quarter of the fiscal year covered by this report.


                                     PART II

ITEM  5.       MARKET  FOR  COMMON  EQUITY  AND  RELATED STOCKHOLDER MATTERS.

     The response to this Item is partially included in the Company's Annual
Report to Shareholders at page 2 and is incorporated herein by reference.

     On December 31, 2003, the Company completed its private placement of 91,168
shares of common stock no par value, for $10.00 per share, or an aggregate
offering price of $911,680. The Company sold


                                       16
<PAGE>
the shares in a private placement exempt from registration under the Securities
Act of 1933 (the "Act") pursuant to Rule 506 of the Act. The shares were sold to
accredited investors, as defined under Rule 501 of the Act and 35 unaccredited
investors. No underwriters were involved in the private placement.

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

     The response to this Item is included in the Company's Annual Report to
Shareholders under the heading, "Management's Discussion and Analysis of
Financial Condition and Results of Operations," at pages 3 through 14, and is
incorporated herein by reference.

ITEM  7.          FINANCIAL  STATEMENTS

     The following financial statements are included in the Company's Annual
Report to Shareholders at pages 16 through 32, and are incorporated herein by
reference:

     -    Independent Auditors' Report;

     -    Consolidated Balance Sheets as of December 31, 2003 and 2002;

     -    Consolidated Statements of Operations and Comprehensive Income (Loss)
          for the years ended December 31, 2003 and 2002;

     -    Consolidated Statements of Changes in Shareholders' Equity for the
          years ended December 31, 2003 and 2002;

     -    Consolidated Statements of Cash Flows for the years ended December 31,
          2003 and 2002; and

     -    Notes to Consolidated Financial Statements.

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

     Not applicable.

ITEM  8A.         CONTROLS  AND  PROCEDURES

     Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, and as a date
the date of this report, our management, including our Chief Executive Officer
and Chief Financial Officer, reviewed the effectiveness and design of our
disclosure controls and procedures under Exchange Act Rules 13a-15(b). Based
upon that evaluation, our Chief Executive Officer and Chief Financial Officer
concluded that such disclosure controls and procedures are adequate to ensure
that material information relating to the Company, including its consolidated
subsidiary, that is required to be included in its periodic filings with the
Securities and Exchange Commission is timely made known to them. During the
quarter ended December 31, 2003, there were no changes in the Company's internal
controls that materially affected, or are reasonably likely to materially
affect, the Company's internal control over financial reporting.


                                       17
<PAGE>
                                    PART III

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

     The responses to this Item are included in the Company's Proxy Statement
for the Annual Meeting of Shareholders to be held May 19, 2004, under the
following headings, and are incorporated herein by reference.

     "Proposal One: Election of Directors - Class I Director Nominees, - Class
     II Continuing Directors and - Class III Continuing Directors;"

     "Executive Officers;" and

     "Section 16(a) Beneficial Ownership Reporting Compliance."

     The Company has adopted a Code of Ethics that applies to the Company's
Chief Executive Officer and Chief Financial and Accounting Officer. The Company
will provide a copy of the Code of Ethics free of charge to any shareholder upon
written request to the Company.

ITEM  10.         EXECUTIVE  COMPENSATION.

COMPENSATION  OF  EXECUTIVE  OFFICERS

     The responses to this Item are included in the Company's Proxy Statement
for the Annual Meeting of Shareholders to be held May 19, 2004, under the
heading, "Executive Compensation," and are incorporated herein by reference.

ITEM  11.         SECURITY  OWNERSHIP  OF  CERTAIN BENEFICIAL OWNERS AND
                  MANAGEMENT.

     The responses to this Item are partially included in the Company's Proxy
Statement for the Annual Meeting of Shareholders to be held May 19, 2004 under
the heading, "Security Ownership of Certain Beneficial Owners and Management,"
and are incorporated herein by reference.

     The table below sets forth information regarding shares of the Company's
common stock authorized for issuance under the following the Company equity
compensation plans or agreements:

     -    the NBOG Bancorporation, Inc. 2003 Stock Incentive Plan;

     -    the NBOG Bancorporation Bancshares, Inc. Non-qualified Stock Option
          Agreement with John Thompson; and

     -    NBOG Bancorporation Warrant Agreements with certain directors of the
          Company.

     The Stock Incentive Plan was approved by shareholders on May 29, 2003. None
of the other equity compensation plans or agreements listed above have been
approved by the Company's shareholders. Each of those plans or agreements is
described below.


                                       18
<PAGE>
<TABLE>
<CAPTION>
                                                                                       Number of securities
                                                                                        remaining available
                                                                                        for future issuance
                                                                                         under the equity
                                           Number of securities                         compensation plans
                                            to be issued upon      Weighted-average      (excluding shares
                                               exercise of        exercise price of         subject to
                                           outstanding options   outstanding options   outstanding options)
-----------------------------------------------------------------------------------------------------------
<S>                                        <C>                   <C>                   <C>
Equity compensation plans approved by
security holders                                         82,000  $              10.00                 43,000

Equity compensation plans not approved by                                                                  -
security holders                                        200,736  $              10.00

Total
</TABLE>

     NON-QUALIFIED STOCK OPTION AGREEMENT WITH JOHN THOMPSON. On December 13,
2001, Mr. Thompson, a former officer of the bank, was granted an option to
purchase 1,000 shares of the Company's common stock at an exercise price of
$10.00 per share. The option is fully vested and expires on October 31, 2005 if
not exercised.

     WARRANT AGREEMENTS WITH CERTAIN OF THE COMPANY'S DIRECTORS. On March 25,
2002 the Company issued warrants to its directors to purchase an aggregate of
199,736 shares of the Company's common stock at an exercise price of $10.00 per
share. The warrants become exercisable in one-third annual increments beginning
on the first anniversary of the issuance date, provided that throughout the
period beginning on the date of the initial issuance of the warrants and ending
on the particular anniversary, the warrant holder has served continuously as a
director of the Company and the Bank and has attended at least 75% of the
meetings of the relevant boards of directors. Warrants which fail to vest as
provided in the previous sentence will expire and no longer be exercisable.
Exercisable warrants will generally remain exercisable for the ten-year period
following the date of issuance. The exercise price of each warrant is subject to
adjustment for stock splits, recapitalizations or other similar events.

ITEM  12.         CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS.

     The responses to this Item are included in the Company's Proxy Statement
for the Annual Meeting of Shareholders to be held May 19, 2004, under the
headings, "Certain Relationships and Related Transactions" and "Executive
Compensation," and are incorporated herein by reference.

ITEM  13.         EXHIBITS  LIST  AND  REPORTS  ON  FORM  8-K.

        A.        EXHIBITS.

<TABLE>
<CAPTION>
Exhibit
Number   Description
-------  -----------

<S>      <C>
3.1      Articles of Incorporation of Registrant incorporated by reference to Exhibit 3(i)
         of Registration Statement on Form SB-2, File No. 333-47280, filed on October 4, 2000.

3.2      Bylaws of Registrant, incorporated by reference to Exhibit 3(ii) of Registration
         Statement on Form SB-2, File No. 333-47280, filed on October 4, 2000.


                                       19
<PAGE>
10.1     Employment Agreement dated August 22, 2000, among The National Bank of Gainesville (In
         Organization), NBOG Bancorporation, Inc. and Gary H. Anderson, incorporated by reference
         to Exhibit 10(ii) of Registration Statement on Form SB-2, File No. 333-47280, filed on
         October 4, 2000.

10.2     NBOG Bancorporation, Inc.'s 2000 Stock Option Plan, incorporated by reference to Exhibit
         10(v) of Registration Statement on Form SB-2, File No. 333-47280, filed on October 4, 2000.

10.3     Agreement commencing October 23, 2000 between NBOG Bancorporation, Inc. and Southeast
         Financial Holding, Inc., incorporated by reference to Exhibit 10 (vii) of Registration Statement
         on Form SB-2, File No. 333-47280, filed on October 4, 2000.

10.4     Letter agreement dated May 31, 2000, between NBOG Bancorporation, Inc. and Bank
         Resources, Inc., incorporated by reference to Exhibit 10(viii) of Registration Statement on
         Form SB-2, File No. 333-47280, filed on October 4, 2000.

10.5     Promissory Note between NBOG Bancorporation, Inc. and The Bankers Bank, dated January
         24, 2002, incorporated by reference to Exhibit 10.5 of the quarterly report on Form 10-QSB
         for the quarter ended March 31, 2002, filed on May 15, 2002.

10.6     Promissory Note between NBOG Bancorporation, Inc. and The Bankers Bank, dated January
         31, 2002, incorporated by reference to Exhibit 10.6 of the quarterly report on Form 10-QSB
         for the quarter ended March 31, 2002, filed on May 15, 2002.

10.7     Lease Agreement for the temporary main office facility between NBOG Bancorporation, Inc.,
         incorporated by reference to Exhibit 10.7 of the quarterly report on Form 10-QSB for the
         quarter ended March 31, 2002, filed on May 15, 2002.

10.8     Purchase Agreement for the land at the site for the permanent main office facility,
         incorporated by reference to Exhibit 10.8 of the quarterly report on Form 10-QSB for the
         quarter ended March 31, 2002, filed on May 15, 2002.

10.9     Form of Certificate of Warrants, incorporated by reference to Exhibit 10(iv) of Registration
         Statement on Form SB-2, File No. 333-47280, filed on October 4, 2000.

10.10    Architectural contract dated May 16, 2003 between The National Bank of Gainesville and
         Reynolds Architects, PC.

10.11    Construction contract dated September 29, 2003 between The National Bank of Gainesville
         and Optum Construction Group, LLC.

13.1     NBOG Bancorporation, Inc.'s 2003 Annual Report to Shareholders.  Except with respect to
         those portions specifically incorporated by reference into this report, the Company's 2003
         Annual Report to Shareholders is not deemed to be filed as part of this report.

21       Subsidiaries of Registrant, incorporated by reference to Exhibit 21 of the annual report on
         Form 10-KSB for the year ended December 31, 2001, filed on April 1, 2002.

31.1     Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1     Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the
         Sarbanes-Oxley Act of 2002
</TABLE>


                                       20
<PAGE>
     B.        REPORTS  ON  FORM  8-K.

     The Company filed no reports on Form 8-K during the fourth quarter of the
fiscal year ended December 31, 2003.

ITEM  14.         PRINCIPAL  ACCOUNTANT  FEES  AND  SERVICES.

     The responses to this Item are included in the Company's Proxy Statement
for the Annual Meeting of Shareholders to be held May 19, 2004 under the
heading, "Independent Public Accountants," and are incorporated herein by
reference.


                                       21
<PAGE>
                                   SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the Registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.

                                       NBOG  BANCORPORATION,  INC.

                                       By:     /s/  Holly  R.  Hunt
                                          -----------------------------------
                                       Holly  R.  Hunt,
                                       Chief  Financial  Officer

                                       Date:  April  12,  2004


                                POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears on
the signature page to this Report constitutes and appoints Holly R. Hunt and Ann
M. Palmour, his or her true and lawful attorneys-in-fact and agents, with full
power of substitution and resubstitution, for him or her and in his or her name,
place, and stead, in any and all capacities, to sign any and all amendments to
this Report, and to file the same, with all exhibits hereto, and other documents
in connection herewith with the Securities and Exchange Commission, granting
unto said attorneys-in-fact and agents, full power and authority to do and
perform each and every act and thing requisite and necessary to be done in and
about the premises, as fully to all intents and purposes as they might or could
do in person, hereby ratifying and confirming all that said attorneys-in-fact
and agents or their substitute or substitutes, may lawfully do or cause to be
done by virtue hereof.

     Pursuant to the requirements of the Securities Exchange Act of 1934, this
Report has been signed below by the following persons on behalf of NBOG
Bancorporation and in the capacities and on the dates indicated.

       SIGNATURE                        TITLE                     DATE
----------------------------  ------------------------------  --------------


/s/ Ann M. Palmour
----------------------------
Ann M. Palmour                Chairman and Director           April 12, 2004

/s/ Paula M. Allen
----------------------------
Paula M. Allen                Director                        April 12, 2004

/s/ J. Darwin Allison, Jr.
----------------------------
J. Darwin Allison, Jr.        Vice Chairman and Director      April 12, 2004

/s/ Shelley Palmour Anderson
----------------------------
Shelley Palmour Anderson      Director and  Treasurer         April 12, 2004

/s/ Kathy L. Cooper
----------------------------
Kathy L. Cooper               Director and Secretary          April 12, 2004


                                       22
<PAGE>
       SIGNATURE                        TITLE                     DATE
----------------------------  ------------------------------  --------------


/s/ Anne L. Davenport
----------------------------
Anne L. Davenport             Director                        April 12, 2004

/s/ Gilbert T. Jones, Sr.
----------------------------
Gilbert T. Jones, Sr.         Director                        April 12, 2004

/s/ Roger P. Martin, Sr.
----------------------------
Dr. Roger P. Martin, Sr.      Director                        April 12, 2004

/s/ Wendell A. Turner, M.D.
----------------------------
Dr. Wendell A. Turner         Director                        April 12, 2004

/s/ Holly R. Hunt             First Vice President and Chief
----------------------------
Holly R. Hunt*                Financial Officer               April 12, 2004

/s/ Dr. John C. McHugh
----------------------------
Dr. John C. McHugh            Director                        April 12, 2004

/s/ Lanny W. Dunagan
----------------------------
Lanny W. Dunagan              Director                        April 12, 2004

-------------------------
*  Principal  Executive,  Financial  and  Accounting  Officer


                                       23
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                                          EXHIBIT INDEX

Exhibit
Number   Description
-------  -----------
<S>      <C>

3.1      Articles of Incorporation of Registrant incorporated by reference to Exhibit 3(i)
         of Registration Statement on Form SB-2, File No. 333-47280, filed on October 4, 2000.

3.2      Bylaws of Registrant, incorporated by reference to Exhibit 3(ii) of Registration
         Statement on Form SB-2, File No. 333-47280, filed on October 4, 2000.

10.1     Employment Agreement dated August 22, 2000, among The National Bank of Gainesville (In
         Organization), NBOG Bancorporation, Inc. and Gary H. Anderson, incorporated by reference
         to Exhibit 10(ii) of Registration Statement on Form SB-2, File No. 333-47280, filed on
         October 4, 2000.

10.2     NBOG Bancorporation, Inc.'s 2000 Stock Option Plan, incorporated by reference to Exhibit
         10(v) of Registration Statement on Form SB-2, File No. 333-47280, filed on October 4, 2000.

10.3     Agreement commencing October 23, 2000 between NBOG Bancorporation, Inc. and Southeast
         Financial Holding, Inc., incorporated by reference to Exhibit 10 (vii) of Registration Statement
         on Form SB-2, File No. 333-47280, filed on October 4, 2000.

10.4     Letter agreement dated May 31, 2000, between NBOG Bancorporation, Inc. and Bank
         Resources, Inc., incorporated by reference to Exhibit 10(viii) of Registration Statement on
         Form SB-2, File No. 333-47280, filed on October 4, 2000.

10.5     Promissory Note between NBOG Bancorporation, Inc. and The Bankers Bank, dated January
         24, 2002, incorporated by reference to Exhibit 10.5 of the quarterly report on Form 10-QSB
         for the quarter ended March 31, 2002, filed on May 15, 2002.

10.6     Promissory Note between NBOG Bancorporation, Inc. and The Bankers Bank, dated January
         31, 2002, incorporated by reference to Exhibit 10.6 of the quarterly report on Form 10-QSB
         for the quarter ended March 31, 2002, filed on May 15, 2002.

10.7     Lease Agreement for the temporary main office facility between NBOG Bancorporation, Inc.,
         incorporated by reference to Exhibit 10.7 of the quarterly report on Form 10-QSB for the
         quarter ended March 31, 2002, filed on May 15, 2002.

10.8     Purchase Agreement for the land at the site for the permanent main office facility,
         incorporated by reference to Exhibit 10.8 of the quarterly report on Form 10-QSB for the
         quarter ended March 31, 2002, filed on May 15, 2002.

10.9     Form of Certificate of Warrants, incorporated by reference to Exhibit 10(iv) of Registration
         Statement on Form SB-2, File No. 333-47280, filed on October 4, 2000.

10.10    Architectural contract dated May 16, 2003 between The National Bank of Gainesville and
         Reynolds Architects, PC.

10.11    Construction contract dated September 29, 2003 between The National Bank of Gainesville
         and Optum Construction Group, LLC.


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13.1     NBOG Bancorporation, Inc.'s 2003 Annual Report to Shareholders.  Except with respect to
         those portions specifically incorporated by reference into this report, the Company's 2003
         Annual Report to Shareholders is not deemed to be filed as part of this report.

21       Subsidiaries of Registrant, incorporated by reference to Exhibit 21 of the annual report on
         Form 10-KSB for the year ended December 31, 2001, filed on April 1, 2002.

31.1     Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1     Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the
         Sarbanes-Oxley Act of 2002
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