EXHIBIT 13.1





                            NBOG BANCORPORATION, INC.

                                 AND SUBSIDIARY




                        CONSOLIDATED FINANCIAL STATEMENTS


                           DECEMBER 31, 2002 AND 2001


                 (WITH INDEPENDENT ACCOUNTANTS' REPORT THEREON)



<PAGE>


               REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS




To the Board of Directors
NBOG Bancorporation, Inc.

We  have  audited  the  accompanying  consolidated  balance  sheets  of  NBOG
Bancorporation,  Inc.  and  subsidiary  as of December 31, 2002, and the related
consolidated  statements  of  operations  and  comprehensive  loss,  changes  in
shareholders'  equity and cash flows for the year ended December 31, 2002. These
financial  statements  are  the  responsibility of the Company's management. Our
responsibility  is  to express an opinion on these financial statements based on
our  audits.  The financial statements for the year ended December 31, 2001 were
audited  by  other  auditors, whose report was dated March 25, 2002 expressed an
unqualified  opinion  on  those  statements.

We  conducted our audit in accordance with auditing standards generally accepted
in  the  United  States  of  America.  Those  standards require that we plan and
perform  the  audit  to  obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test  basis,  evidence  supporting  the amounts and disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made  by  management,  as well as evaluating the overall
financial  statement  presentation.  We  believe  that  our  audit  provides  a
reasonable  basis  for  our  opinion.

In  our  opinion,  the  2002 consolidated financial statements referred to above
present  fairly,  in  all  material  respects,  the  financial  position of NBOG
Bancorporation,  Inc.  and subsidiary as of December 31, 2002 and the results of
their  operations  and  their  cash flows for the year then ended, in conformity
with  auditing  standards  generally  accepted  in the United States of America.



/s/ Porter Keadle Moore, LLP

Atlanta, Georgia
February 17, 2003



<PAGE>
<TABLE>
<CAPTION>
                          NBOG BANCORPORATION, INC. AND SUBSIDIARY

                                CONSOLIDATED BALANCE SHEETS

                                 DECEMBER 31, 2002 AND 2001


                                                                       2002         2001
                                                                   ------------  ----------
                                     Assets
                                     ------
<S>                                                                <C>           <C>
Cash and due from banks                                            $   540,227           -
Federal funds sold                                                  13,254,000           -
                                                                   ------------  ----------

        Cash and cash equivalents                                   13,794,227           -

Investment securities available-for-sale                             6,940,158           -
Other investments                                                      145,250           -
Loans, net                                                          25,716,715           -
Premises and equipment, net                                            664,093     264,937
Deferred offering costs                                                      -     264,517
Accrued interest receivable                                            162,782           -
Other assets                                                            46,302      39,153
                                                                   ------------  ----------

                                                                   $47,469,527     568,607
                                                                   ============  ==========

                      Liabilities and Shareholders' Equity
                      ------------------------------------

Liabilities:
    Deposits:
        Demand                                                     $ 1,675,329           -
        Interest bearing demand                                        339,639           -
        Savings                                                      4,469,832           -
        Time < $100,000                                             14,753,024           -
        Time > $100,000                                             21,069,502           -
                                                                   ------------  ----------

        Total deposits                                              42,307,326           -

    Notes payable                                                         -  -   1,082,140
    Accrued interest payable                                           467,032           -
    Other liabilities                                                   24,340      20,649
                                                                   ------------  ----------

        Total liabilities                                           42,798,698   1,102,789
                                                                   ------------  ----------

Shareholders' equity:
    Preferred stock, no par value; 10,000,000 shares authorized;
        no shares issued and outstanding                                  -  -           -
    Common stock, no par value; 50,000,000 shares authorized;
        655,622 and no shares issued and outstanding                 6,282,782         200
    Stock subscription receivable                                         -  -        (200)
    Accumulated deficit                                             (1,675,008)   (534,182)
    Accumulated other comprehensive income                              63,055           -
                                                                   ------------  ----------

        Total shareholders' equity (deficit)                         4,670,829    (534,182)
                                                                   ------------  ----------

                                                                   $47,469,527     568,607
                                                                   ============  ==========
</TABLE>


See accompanying notes to consolidated financial statements.


                                      -2-
<PAGE>
<TABLE>
<CAPTION>
                          NBOG BANCORPORATION, INC. AND SUBSIDIARY

                CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

                       FOR THE YEARS ENDED DECEMBER 31, 2002 AND 2001


                                                                           2002       2001
                                                                        ----------  --------
<S>                                                                     <C>         <C>
Interest income:
    Interest and fees on loans                                          $  925,545        -
    Interest income on investments                                         123,512        -
    Interest income on federal funds sold                                  234,404        -
                                                                        ----------  --------

        Total interest income                                            1,283,461        -
                                                                        ----------  --------

Interest expense:
    Interest on deposits                                                   876,975        -
    Other                                                                    7,450   36,125
                                                                        ----------  --------

        Total interest expense                                             884,425   36,125
                                                                        ----------  --------

        Net interest income (expense)                                      399,036  (36,125)

Provision for loan losses                                                  259,744        -
                                                                        ----------  --------

        Net interest income (expense) after provision for loan losses      139,292  (36,125)
                                                                        ----------  --------

Non-interest income:
    Service charges on deposit accounts                                     17,870        -
    Other                                                                   24,596        -
                                                                        ----------  --------

        Total non-interest income                                           42,466        -
                                                                        ----------  --------

Non-interest expenses:
    Salaries and benefits                                                  736,326  210,498
    Occupancy                                                              184,870   24,415
    Professional fees                                                       72,403   12,520
    Organizational                                                               -   26,488
    Other                                                                  328,985   79,570
                                                                        ----------  --------

        Total non-interest expense                                       1,322,584  353,491
                                                                        ----------  --------

        Net loss                                                        $1,140,826  389,616
                                                                        ==========  ========

Other comprehensive income, net of tax:
  Unrealized gains on investment
    securities available-for-sale:
      Unrealized gains arising during the period                            63,055        -
                                                                        ----------  --------

      Other comprehensive income                                            63,055        -
                                                                        ----------  --------

Comprehensive loss                                                      $1,077,771  389,616
                                                                        ==========  ========

Net loss per share                                                      $     1.74      .59
                                                                        ==========  ========

Shares outstanding                                                         655,622  655,622
                                                                        ==========  ========
</TABLE>


See accompanying notes to consolidated financial statements.


                                      -3-
<PAGE>
<TABLE>
<CAPTION>
                               NBOG BANCORPORATION, INC. AND SUBSIDIARY

                      CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

                            FOR THE YEARS ENDED DECEMBER 31, 2002 AND 2001



                                                  Stock                     Accumulated
                                   Common     Subscription   Accumulated   Comprehensive
                                    Stock      Receivable      Deficit        Income         Total
                                 -----------  -------------  ------------  -------------  -----------
<S>                              <C>          <C>            <C>           <C>            <C>
Balance, December 31, 2000       $      200           (200)     (144,566)              -    (144,566)

Net loss                                  -              -      (389,616)              -    (389,616)
                                 -----------  -------------  ------------  -------------  -----------

Balance, December 31, 2001              200           (200)     (534,182)              -    (534,182)

Proceeds from stock offering,
  net of offering costs
  of $273,438                     6,282,782              -             -               -   6,282,782

Cancellation of organizational
  shares subscription                  (200)           200             -               -           -

Change in unrealized gain on
  securities available-for-sale           -              -             -          63,055      63,055

Net loss                                  -              -    (1,140,826)              -  (1,140,826)
                                 -----------  -------------  ------------  -------------  -----------

Balance, December 31, 2002       $6,282,782              -    (1,675,008)         63,055   4,670,829
                                 ===========  =============  ============  =============  ===========
</TABLE>


See accompanying notes to consolidated financial statements.


                                      -4-
<PAGE>
<TABLE>
<CAPTION>
                      NBOG BANCORPORATION, INC. AND SUBSIDIARY

                       CONSOLIDATED STATEMENTS OF CASH FLOWS

                   FOR THE YEARS ENDED DECEMBER 31, 2002 AND 2001


                                                               2002         2001
                                                           -------------  ---------
<S>                                                        <C>            <C>
Cash flows from operating activities:
    Net loss                                               $ (1,140,826)  (389,616)
      Adjustments to reconcile net loss to
        net cash used by operating activities:
          Provision for loan losses                             259,744       -  -
          Depreciation, amortization and accretion              111,930      9,273
          Change in other assets                               (169,931)   (26,742)
          Change in other liabilities                           470,723     16,858
                                                           -------------  ---------

                Net cash used by operating activities          (468,360)  (390,227)
                                                           -------------  ---------

Cash flows from investing activities:
    Purchases of investment securities available-for-sale    (6,906,472)      -  -
    Purchases of other investments                             (145,250)      -  -
    Net change in loans                                     (25,976,459)      -  -
    Purchases of premises and equipment                        (481,717)  (250,138)
                                                           -------------  ---------

                Net cash used by investing activities       (33,509,898)  (250,138)
                                                           -------------  ---------

Cash flows from financing activities:
    Net change in deposits                                   42,307,326       -  -
    (Repayment of) proceeds from notes payable               (1,082,140)   844,600
    Payment of deferred offering costs                           (8,921)  (204,844)
    Proceeds from the issuance of common stock                6,556,220          -
                                                           -------------  ---------

                Net cash provided by financing activities    47,772,485    639,756
                                                           -------------  ---------

                Net change in cash and cash equivalents      13,794,227       (609)

Cash and cash equivalents at beginning of the period                  -        609
                                                           -------------  ---------

Cash and cash equivalents at end of the period             $ 13,794,227          -
                                                           =============  =========

Noncash investing activities:
    Change in unrealized gain on securities
      available-for-sale                                   $     63,055          -
                                                           =============  =========

Supplemental information:
    Interest paid                                          $    417,393     36,125
                                                           =============  =========
</TABLE>


See accompanying notes to consolidated financial statements.


                                      -5-
<PAGE>
                    NBOG BANCORPORATION, INC. AND SUBSIDIARY

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1)  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Organization
     ------------
     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. Prior to the
     Company's  incorporation  on  June  20,  2000,  a  group  of organizers, on
     November  2,  1999  formed  GSB  LLC  ("GSB")  to facilitate in the initial
     process  of organizing and forming both the Company and the Bank. On August
     10,  2000,  GSB  merged  with  and  into  the  Company.

     The  Company closed its initial public offering of common stock on November
     30,  2001, having sold 630,622 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.
     Additionally, 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. The Bank is currently the Company's sole
     subsidiary,  and  the  Company conducts substantially all of its operations
     through  the  Bank.

     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.  Accordingly, on March 25, 2002, the Company's subsidiary
     Bank  commenced  banking operations, and the Company ceased to operate as a
     "development  stage  enterprise."

     Basis  of  Presentation
     -----------------------
     The  consolidated  financial statements include the accounts of the Company
     and  the  Bank.  All  intercompany  accounts  and  transactions  have  been
     eliminated  in  consolidation.  Certain  2001  amounts were reclassified to
     conform  to  the  2002  presentation.

     The  accounting  principles followed by the Company and its subsidiary, and
     the method of applying these principles, conform with accounting principles
     generally  accepted  in  the  United  States  of  America ("GAAP") and with
     general  practices  within  the  banking  industry.  In preparing financial
     statements  in  conformity  with  GAAP,  management  is  required  to  make
     estimates and assumptions that affect the reported amounts in the financial
     statements. Actual results could differ significantly from those estimates.
     Material  estimates  common  to  the banking industry that are particularly
     susceptible  to  significant  change  in the near term include, but are not
     limited  to,  the  determination  of  the  allowance  for  loan losses, the
     valuation  of  real  estate  acquired in connection with foreclosures or in
     satisfaction  of  loans,  and  valuation  allowances  associated  with  the
     realization  of  deferred  tax  assets  which  are  based on future taxable
     income.

     Cash  and  Cash  Equivalents
     ----------------------------
     For  purposes  of  reporting  cash flows, cash and cash equivalents include
     cash  and  due  from  banks,  federal  funds  sold.

     Investment  Securities
     ----------------------
     The  Company classifies its securities in one of three categories: trading,
     available-for-sale,  or held-to-maturity. Trading securities are bought and
     held  principally  for  the  purpose  of  selling  them  in  the near term.
     Held-to-maturity  securities are those securities for which the Company has
     the  ability and intent to hold until maturity. All securities not included
     in  trading  or  held-to-maturity  are classified as available-for-sale. At
     December  31,  2002,  all  securities are classified as available-for-sale.

     Available-for-sale  securities are recorded at fair value. Held-to-maturity
     securities are recorded at cost, adjusted for the amortization or accretion
     of  premiums  or discounts. Unrealized holding gains and losses, net of the
     related  tax  effect,  on  securities  available-for-sale are excluded from
     earnings  and  are reported as a separate component of shareholders' equity
     until  realized. Transfers of securities between categories are recorded at
     fair  value  at  the  date  of  transfer.


                                      -6-
<PAGE>
                    NBOG BANCORPORATION, INC. AND SUBSIDIARY

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED

(1)  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES,  CONTINUED

     Investment  Securities,  continued
     ----------------------------------
     A decline in the market value of any available-for-sale or held-to-maturity
     security  below  cost  that  is  deemed  other than temporary is charged to
     earnings  and  establishes  a  new  cost  basis  for  the  security.

     Premiums  and  discounts  are  amortized  or  accreted over the life of the
     related  securities  as adjustments to the yield. Realized gains and losses
     for  securities  classified  as available-for-sale and held-to-maturity are
     included  in  earnings  and  are  derived using the specific identification
     method  for  determining  the  cost  of  securities  sold.

     Other  Investments
     ------------------
     Other  investments  include  equity securities with no readily determinable
     fair  value.  These  investments  are  carried  at  cost.

     Loans  and  Allowance  for  Loan  Losses
     ----------------------------------------
     Loans  are stated at principal amount outstanding, net of the allowance for
     loan  losses.  Interest  on  other  loans is calculated by using the simple
     interest  method  on  daily  balances  of the principal amount outstanding.

     A  loan  is  considered  impaired  when,  based  on current information and
     events,  it  is  probable that all amounts due according to the contractual
     terms  of  the  loan  agreement  will  not be collected. Impaired loans are
     measured  based  on  the  present  value  of  expected  future  cash  flows
     discounted  at  the  loan's  effective  interest  rate,  or  at  the loan's
     observable market price, or at the fair value of the collateral of the loan
     if the loan is collateral dependent. Accrual of interest is discontinued on
     a  loan  when  management believes, after considering economic and business
     conditions  and collection efforts, that the borrower's financial condition
     is  such  that  collection  of  interest  is  doubtful.

     The  allowance  for loan losses is established through a provision for loan
     losses charged to expense. Loans are charged against the allowance for loan
     losses when management believes that the collectibility of the principal is
     unlikely.  The  allowance  represents  an  amount which will be adequate to
     absorb  probable  losses  on  existing loans that may become uncollectible.
     Management's  analysis  considers  the Company's historical losses, current
     economic  indicators  and  peer  group  historical  losses.  Loans  deemed
     uncollectible  are  charged-off  and  deducted  from  the  allowance  and
     recoveries on loans previously charged-off are added back to the allowance.

     Management's judgment in determining the adequacy of the allowance is based
     on  evaluations of the collectibility of loans. These evaluations take into
     consideration  such factors as changes in the nature and volume of the loan
     portfolio,  current  economic  conditions  that  may  affect the borrower's
     ability  to  pay,  overall portfolio quality and review of specific problem
     loans.

     Management  believes  the  allowance  for  loan  losses  is adequate. While
     management  uses available information to recognize losses on loans, future
     additions  to  the  allowance may be necessary based on changes in economic
     conditions.  In  addition, various regulatory agencies, as an integral part
     of  their examination process, periodically review the Bank's allowance for
     loan  losses.  Such agencies may require the Bank to recognize additions to
     the  allowance  based  on  judgments  different  than  those of management.

     Premises and Equipment
     ----------------------
     Premises  and  equipment  are stated at cost less accumulated depreciation.
     Major  additions  and  improvements  are  capitalized while maintenance and
     repairs  that  do  not improve or extend the useful lives of the assets are
     expensed.  When  assets  are retired or otherwise disposed of, the cost and
     related  accumulated  depreciation  are  removed from the accounts, and any
     gain  or loss is reflected in earnings for the period. Depreciation expense
     for  furniture  and  equipment  is  computed using the straight-line method
     based  on  useful  lives  ranging  from three to seven years. Additionally,
     leasehold  improvements  are  amortized  on  a straight-line basis over the
     related  lease  term.

     Deferred Offering Expenses
     --------------------------
     Costs incurred in connection with the stock offering, consisting of direct,
     incremental  costs  of  the offering, were deferred and were offset against
     the  proceeds  of  the  stock  sale as a charge to additional common stock.


                                      -7-
<PAGE>
                    NBOG BANCORPORATION, INC. AND SUBSIDIARY

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED

(1)  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, CONTINUED

     Income Taxes
     ------------
     The  Company  accounts  for  income  taxes  under  the  liability  method.
     Accordingly,  deferred  tax  assets  and liabilities are recognized for the
     future  tax  consequences attributable to differences between the financial
     statement  carrying  amounts  of  existing assets and liabilities and their
     respective  tax  bases  and  operating  loss  and tax credit carryforwards.
     Deferred  tax  assets  and liabilities are measured using enacted tax rates
     expected  to  apply to taxable income in the years in which those temporary
     differences are expected to be recovered or settled. The effect on deferred
     tax  assets  and  liabilities  of  a  change  in tax rates is recognized in
     earnings  in  the  period  that  includes  the  enactment  date.

     In  the  event  the  future  tax  consequences  of  differences between the
     financial  reporting  bases and the tax bases of the assets and liabilities
     result  in  deferred  tax assets, an evaluation of the probability of being
     able  to realize the future benefits indicated by such asset is required. A
     valuation  allowance  is provided for the portion of the deferred tax asset
     when  it  is  more likely than not that some portion or all of the deferred
     tax  asset  will  not  be  realized.  In assessing the realizability of the
     deferred  tax  assets,  management  considers  the  scheduled  reversals of
     deferred tax liabilities, projected future taxable income, and tax planning
     strategies.

     Net Loss Per Share
     ------------------
     Earnings  per  common  share  are  based  on the weighted average number of
     common  shares  as  if all shares outstanding at December 31, 2002 had been
     outstanding  for  all  periods  presented.  The effects of potential common
     shares  outstanding,  including  warrants, are included in diluted earnings
     per  share.  No  common stock equivalents were considered as the effects of
     such  would  be  anti-dilutive  to  the  loss  per  share  calculation.

     New Accounting Standards
     ------------------------
     Effective  October  1,  2002,  the  Financial  Accounting  Standards  Board
     ("FASB")  issued  Statement  of Financial Accounting Standards ("SFAS") No.
     147,  "Acquisitions  of  Certain Financial Institutions," which amends both
     SFAS  No.  72,  "Accounting  for  Certain Acquisitions of Banking or Thrift
     Institutions." It also requires that those transactions be accounted for in
     accordance  with  SFAS  No.  141, "Business Combinations," and SFAS No. 142
     "Goodwill  and  Other  Intangible Assets." Specifically, the requirement of
     SFAS No. 72 to recognize (and subsequently amortize) any excess of the fair
     value  of  liabilities  assumed  over  the  fair  value  of  tangible  and
     identifiable  intangible  assets  acquired  as an unidentifiable intangible
     asset  no  longer applies to business combinations within the scope of SFAS
     No. 72. In addition, this Statement amends SFAS No. 144 "Accounting for the
     Impairment  or  Disposal  of  Long-Lived  Assets,"  to include in its scope
     long-term customer-relationship intangible assets of financial institutions
     such  as  depositor- and borrower-relationship intangible assets and credit
     cardholder  intangible  assets.  Consequently,  those intangible assets are
     subject  to  the  same  undiscounted  cash  flow  recoverability  test  and
     impairment  loss  recognition  and measurement provisions that SFAS No. 144
     requires  for  other  long-lived  assets  that  are held and used. This new
     pronouncement  will not have a significant impact on the financial position
     or  results  of  operations  of  the  Company.

     Additionally,  effective  December  15, 2002, the FASB issued SFAS No. 148,
     "Accounting  for  Stock-Based  Compensation-Transition  and  Disclosure-an
     amendment  of  FASB Statement No. 123." This statement provides alternative
     methods of transition for a voluntary change to the fair value based method
     of  accounting  for  stock-based  employee  compensation. In addition, this
     statement  amends  the  disclosure requirements of Statement 123 to require
     prominent disclosures in both annual and interim financial statements about
     the  method  of  accounting  for  stock-based employee compensation and the
     effect  of the method used on reported results. This new pronouncement will
     not  have  a  significant  impact on the financial position of the Company.


                                      -8-
<PAGE>
                    NBOG BANCORPORATION, INC. AND SUBSIDIARY

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED

(2)  INVESTMENT SECURITIES AVAILABLE-FOR-SALE
     Investment  securities  available-for-sale  at  December  31,  2002 were as
     follows:

<TABLE>
<CAPTION>
                                                       Gross       Gross     Estimated
                                         Amortized   Unrealized  Unrealized    Fair
                                            Cost       Gains       Losses      Value
                                         ----------  ----------  ----------  ---------
<S>                                      <C>         <C>         <C>         <C>
U.S. Government agencies and treasuries  $6,024,395      64,505       1,450  6,071,029
Mortgage-backed securities                  852,708           -           -    869,129
                                         ----------  ----------  ----------  ---------

     Total                               $6,877,103      64,505       1,450  6,940,158
                                         ==========  ==========  ==========  =========
</TABLE>

     The  Company  held  no investment securities available-for-sale at December
     31,  2001.

     The  amortized  cost  and  estimated  fair  value  of investment securities
     available-for-sale at December 31, 2002, by contractual maturity, are shown
     below.  Expected maturities will differ from contractual maturities because
     borrowers have the right to call or prepay obligations with or without call
     or  prepayment  penalties.

<TABLE>
<CAPTION>
                                          Amortized   Estimated
                                             Cost     Fair Value
                                          ----------  ----------
<S>                                       <C>         <C>
U.S. Government agencies and treasuries:
    Less than one year                    $5,022,945   5,071,029
    1 to 5 years                           1,001,450   1,000,000

Mortgage-backed securities                   852,708     869,129
                                          ----------  ----------

                Total                     $6,877,103   6,940,158
                                          ==========  ==========
</TABLE>

     During  the  year ended December 31, 2002 there were no sales of securities
     available-for-sale  and no securities were pledged as of December 31, 2002.


(3)  LOANS
     Major  classifications  of  loans  at  December  31, 2002 are summarized as
     follows:

<TABLE>
<CAPTION>
<S>                                     <C>
Commercial, financial and agricultural  $ 3,291,198
Real estate - mortgage                    9,502,281
Real estate - construction                7,707,582
Consumer                                  5,473,243
                                        -----------
      Total loans                        25,974,304
Less:   Allowance for loan losses           257,589
                                        -----------
      Loans, net                        $25,716,715
                                        ===========
</TABLE>

     The Bank grants loans and extensions of credit to individuals and a variety
     of  businesses  and  corporations located in its general trade area of Hall
     County,  Georgia.  Although  the  Bank  has a diversified loan portfolio, a
     substantial portion of the loan portfolio is collateralized by improved and
     unimproved  real  estate  and  is  dependent  upon  the real estate market.

     The  Bank  provided $259,744 to the allowance for loan losses for potential
     problem  loans  and  recognized  charge-offs  of  $2,155 for the year ended
     December  31,  2002.


                                      -9-
<PAGE>
                    NBOG BANCORPORATION, INC. AND SUBSIDIARY

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED

(4)  PREMISES AND EQUIPMENT
     Major  classifications  of  premises and equipment at December 31, 2002 and
     2001  are  summarized  as  follows:

<TABLE>
<CAPTION>
                                  2002     2001
                                --------  -------
<S>                             <C>       <C>
Land and land improvements      $341,569  249,272
Construction in process            6,506        -
Furniture and equipment          395,064   30,594
Leasehold improvements            18,444        -
                                --------  -------
                                 761,583  279,866
Less: accumulated depreciation    97,490   14,929
                                --------  -------
                                $664,093  264,937
                                ========  =======
</TABLE>

     Depreciation expense amounted to $82,561 and $9,273 for 2002 and 2001,
     respectively.

(5)  DEPOSITS
     Maturities of time deposits at December 31, 2002 are as follows:

     Maturing in:
       2003          $26,644,443
       2004            7,886,092
       2005              216,856
       2006               50,000
       2007            1,025,135
                     -----------

       Total         $35,822,526
                     ===========


(6)  INCOME TAXES
     At  December 31, 2002, the Company had federal and state net operating loss
     carryforwards for tax purposes of approximately $890,000, which will expire
     beginning  in  2017  if  not  previously  utilized.

     The  following  summarizes the components of deferred taxes at December 31,
     2002  and  2001.

<TABLE>
<CAPTION>
                                                  2002       2001
                                               ----------  ---------
<S>                                            <C>         <C>
Deferred income tax assets:
  Allowance for loan losses                    $ 108,161          -
  Pre-opening expenses                           205,392    201,013
  Premises and equipment                           8,824          -
  Operating loss carryforwards                   334,785          -
                                               ----------  ---------

       Total gross deferred income tax assets    657,162    201,013
Less valuation allowance                        (657,162)  (201,013)
                                               ----------  ---------

       Net deferred tax asset                  $       -          -
                                               ==========  =========
</TABLE>


                                      -10-
<PAGE>
                    NBOG BANCORPORATION, INC. AND SUBSIDIARY

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED

(6)  INCOME TAXES, CONTINUED
     The  future  tax  consequences  of  the  differences  between the financial
     reporting and tax basis of the Company's assets and liabilities resulted in
     a net deferred tax asset. A valuation allowance was established for the net
     deferred  tax  asset,  as  the  realization of these deferred tax assets is
     dependent  on  future  taxable  income.

(7)  BORROWINGS
     The  Bank  had  lines  of  credit  available  at December 31, 2002 totaling
     $3,900,000  with  its  correspondent  banks,  which  represent  credit  for
     overnight  borrowings  from  financial  institutions.  No  balances  were
     outstanding  as  of  December  31,  2002.

     Organization,  offering and pre-opening costs incurred prior to opening for
     business  were  funded  under a $1,200,000 line of credit. The terms of the
     line  of credit, which was guaranteed by the organizers, include a maturity
     of  January 20, 2002 and interest calculated at the prime interest rate. As
     of  December  31, 2002 and 2001, the balance outstanding under this line of
     credit  was  $0  and  $857,140,  respectively.

     Additionally,  as  of  December  31,  2001,  the  Company  had  outstanding
     borrowings  of  $225,000  carrying an interest rate at prime to acquire the
     land on which the main office will be built. The note was repaid with funds
     provided  by  the  stock  offering.

(8)  COMMITMENTS
     The Bank is a party to financial instruments with off-balance-sheet risk in
     the normal course of business to meet the financing needs of its customers.
     These  financial  instruments  include  commitments  to  extend  credit and
     standby  letters  of credit. Those instruments involve, to varying degrees,
     elements  of  credit  risk  in  excess  of  the  amount  recognized  in the
     consolidated  balance  sheet.  The contractual amounts of those instruments
     reflect  the  extent  of  involvement the Bank has in particular classes of
     financial  instruments.

     The  Bank's  exposure to credit loss in the event of non-performance by the
     other  party  to  the financial instrument for commitments to extend credit
     and  standby  letters of credit is represented by the contractual amount of
     those  instruments.  The  Bank  uses  the  same  credit  policies in making
     commitments  and  conditional  obligations  as it does for on-balance-sheet
     instruments.  In  most  cases,  the  Bank  requires  collateral  to support
     financial  instruments  with  credit  risk.

     The  following  summarizes  commitments  as  of December 31, 2002 and 2001.

<TABLE>
<CAPTION>
                                       Approximate
                                      Contract  Amount
                                      ----------------
                                         2002     2001
                                      ----------  ----
<S>                                   <C>         <C>
Financial instruments whose contract
  amounts represent credit risk:
      Commitments to extend credit    $5,155,000     -
      Standby letters of credit       $   30,000     -
</TABLE>

     Commitments  to  extend credit are agreements to lend to a customer as long
     as  there  is  no  violation  of any condition established in the contract.
     Commitments  generally  have  fixed  expiration  dates or other termination
     clauses and may require payment of a fee. Since many of the commitments may
     expire  without  being  drawn  upon,  the  total  commitment amounts do not
     necessarily  represent  future  cash  requirements. The Bank evaluates each
     customer's  creditworthiness  on  a  case  by  case  basis.  The  amount of
     collateral  obtained,  if  deemed  necessary by the Bank, upon extension of
     credit  is  based on management's credit evaluation. Collateral held varies
     but  may  include  unimproved  and  improved  real  estate, certificates of
     deposit  or  personal  property.

     Standby letters of credit are conditional commitments issued by the Bank to
     guarantee  the  performance of a customer to a third party. The credit risk
     involved  in  issuing  letters  of  credit  is essentially the same as that
     involved  in  extending  loan  facilities  to  customers.


                                      -11-
<PAGE>
                    NBOG BANCORPORATION, INC. AND SUBSIDIARY

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED

(9)  SHAREHOLDERS' EQUITY
     Shares  of  preferred  stock may be issued from time to time in one or more
     series  as  established  by  resolution  of  the  Board of Directors of the
     Company,  up  to  a  maximum  of  10,000,000  shares. Each resolution shall
     include  the  number  of  shares  issued,  preferences,  special rights and
     limitations  as  determined  by  the  Board.

     Dividends paid by the Bank are the primary source of funds available to the
     Company. Banking regulations limit the amount of dividends that may be paid
     without  prior  approval  of the regulatory authorities. These restrictions
     are  based  on  the level of regulatory classified assets, the prior years'
     net  earnings, and the ratio of equity capital to total assets. The Bank is
     currently  not  allowed  to  pay  dividends to the Company until it becomes
     cumulatively  profitable.

(10) RELATED  PARTY  TRANSACTIONS
     The  Bank  conducts  transactions  with  directors  and officers, including
     companies in which they have a beneficial interest, in the normal course of
     business.  It  is the Bank's policy to comply with federal regulations that
     require  that  loan  and  deposit transactions with directors and executive
     officers be made on substantially the same terms as those prevailing at the
     time  made  for  comparable  loans  and  deposits  to  other persons. As of
     December  31,  2002, deposit accounts for related parties totaled $301,517.

     The following summary reflects activities for related party loans for 2002:

     Beginning balance                  $       -
     New loans                            599,918
     Repayments                          (167,322)
                                        ----------

     Ending balance                     $ 432,596
                                        ==========


(11) EMPLOYEE AND DIRECTOR BENEFIT PLANS
     Members  of  the  Board of Directors are entitled to receive, in aggregate,
     199,736  stock  warrants which entitles its holder to purchase, at any time
     within  ten  years from the date the Bank opens for business, an additional
     share  of  the  Company's common stock for $10.00. These warrants will vest
     for  one-third of the shares covered by the warrants on each anniversary of
     the  Bank  opening,  so  long  as the director has served continuously as a
     director  of the Company from opening date until the particular anniversary
     and  has attended a minimum of 75% of the Board's meetings. In the event of
     a  change  in  control,  the  above  warrants  will  vest  immediately.

(12) REGULATORY  MATTERS
     The  Company  and  the  Bank  are  subject  to  various  regulatory capital
     requirements  administered by the federal banking agencies. Failure to meet
     minimum  capital  requirements  can initiate certain mandatory and possibly
     additional  discretionary  actions by regulators that, if undertaken, could
     have  a  direct  material effect on the financial statements. Under certain
     adequacy  guidelines  and  the  regulatory  framework for prompt corrective
     action,  specific  capital guidelines that involve quantitative measures of
     the  assets, liabilities, and certain off-balance sheet items as calculated
     under  regulatory accounting practices must be met. The capital amounts and
     classification  are also subject to qualitative judgments by the regulators
     about  components,  risk  weightings,  and  other  factors.

     Quantitative  measures established by regulation to ensure capital adequacy
     require  the  Company  and  the Bank to maintain minimum amounts and ratios
     (set  forth in the following table) of Total and Tier 1 Capital (as defined
     in  the  regulations)  to  risk-weighted assets (as defined), and of Tier 1
     Capital  (as  defined) to average assets (as defined). Management believes,
     as  of  December  31,  2002, that the Company and the Bank meet all capital
     adequacy  requirements  to  which  they  are  subject.


                                      -12-
<PAGE>
                    NBOG BANCORPORATION, INC. AND SUBSIDIARY

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED

(12) REGULATORY MATTERS, CONTINUED
     As  of  December  31,  2002,  the most recent notification from the Federal
     Deposit  Insurance  Corporation  categorized  the  Bank as well capitalized
     under  the  regulatory  framework  for  prompt  corrective  action.  To  be
     categorized  as  well  capitalized  the  Bank  must  maintain minimum total
     risk-based,  Tier  1  risk-based and Tier 1 leverage ratios as set forth in
     the  table.  Additionally,  under  an  agreement  with  the  Office  of the
     Comptroller  of  the  Currency,  the  Bank is required to maintain a Tier I
     capital to average asset ratio of no less than 8% for the first three years
     of  operations. The actual capital amounts and ratios for the Bank are also
     presented in the table. Detail disclosures related to the Company have been
     excluded  as they did not significantly deviate from the disclosure herein.

<TABLE>
<CAPTION>
                                                                         TO BE WELL
                                                                      CAPITALIZED UNDER
                                                     FOR CAPITAL      PROMPT CORRECTIVE
                                     ACTUAL       ADEQUACY PURPOSES   ACTION PROVISIONS
                               -----------------  -----------------  --------------------
                                AMOUNT    RATIO    AMOUNT    RATIO    AMOUNT      RATIO
                               ---------  ------  ---------  ------  ---------  ---------
<S>                            <C>        <C>     <C>        <C>     <C>        <C>
AS OF DECEMBER 31, 2002:
  Total Capital                4,828,000     17%  2,245,000      8%  2,806,000        10%
    (to Risk Weighted Assets)
  Tier 1 Capital               4,570,000     16%  1,123,000      4%  1,684,000         6%
    (to Risk Weighted Assets)
  Tier 1 Capital               4,570,000     11%  1,703,000      4%  2,129,000         5%
    (to Average Assets)
</TABLE>


(13) OTHER OPERATING EXPENSES
     Significant  components  of  other  operating  expenses  are  as  follows:

<TABLE>
<CAPTION>
                                            2002     2001
                                           -------  ------
<S>                                        <C>      <C>
Data processing fees and related expenses  $58,516       -
Professional fees                          $72,403  12,520
Advertising                                $92,169       -
</TABLE>


                                      -13-
<PAGE>
                    NBOG BANCORPORATION, INC. AND SUBSIDIARY

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED

(14) NBOG BANCORPORATION, INC. (PARENT COMPANY ONLY) FINANCIAL INFORMATION

<TABLE>
<CAPTION>
                                 Balance Sheets

                           December 31, 2002 and 2001



                                                   2002        2001
                                                ----------  ----------
<S>                                             <C>         <C>
                             Assets
                             ------
Cash and interest bearing deposits              $   37,675          -
Fixed assets                                             -    264,937
Investment in subsidiary                         4,633,154          -
Other assets                                             -    303,670
                                                ----------  ----------

                                                $4,670,829    568,607
                                                ==========  ==========

           Liabilities and Shareholders' Equity (Deficit)
           ----------------------------------------------

Accrued expenses and other liabilities                   -     20,649
Notes payable                                            -  1,082,140
                                                ----------  ----------

            Total liabilities                            -  1,102,789

            Shareholders' equity (deficit)       4,670,829   (534,182)
                                                ----------  ----------

                                                $4,670,829    568,607
                                                ==========  ==========
</TABLE>


<TABLE>
<CAPTION>
                            Statements of Operations

                 For the Years Ended December 31, 2002 and 2001


                                                        2002       2001
                                                    ------------  -------
<S>                                                 <C>           <C>
Interest income                                     $     52,515        -
                                                    ------------  -------

Expenses:
   Salaries and benefits                                  27,587  210,498
   Other operating                                        31,377  179,118
                                                    ------------  -------

          Total expenses                                  58,964  389,616
                                                    ------------  -------

          Loss before equity in
              undistributed earnings of subsidiary         6,449  389,616

Equity in undistributed loss of subsidiary             1,134,377        -
                                                    ------------  -------

          Net loss                                  $  1,140,826  389,616
                                                    ============  =======
</TABLE>


                                      -14-
<PAGE>
                    NBOG BANCORPORATION, INC. AND SUBSIDIARY

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED

(15) NBOG BANCORPORATION, INC. (PARENT COMPANY ONLY) FINANCIAL INFORMATION,
     CONTINUED

<TABLE>
<CAPTION>
                                    Statements of Cash Flows

                         For the Years Ended December 31, 2002 and 2001


                                                                           2002         2001
                                                                      --------------  ---------
<S>                                                                   <C>             <C>
Cash flows from operating activities:
  Net loss                                                            $  (1,140,826)  (389,616)
  Adjustments to reconcile net earnings to net
    cash provided (used) by operating activities:
    Depreciation                                                                  -      9,273
    Equity in undistributed loss of subsidiary                            1,134,377          -
    Change in other                                                          18,504     (9,884)
                                                                      --------------  ---------

             Net cash provided (used) by operating activities                12,055   (390,227)
                                                                      --------------  ---------

Cash flows from investing activities:
  Capital infusion into subsidiary                                       (5,439,539)         -
  Purchase of premises and equipment                                              -   (250,138)
                                                                      --------------  ---------

             Net cash used by investing activities                       (5,439,539)  (250,138)
                                                                      --------------  ---------

Cash flows from financing activities:
Change in line of credit                                                 (1,082,140)   844,600
Proceeds from sale of common stock                                        6,556,220          -
Payments of deferred offering costs                                          (8,921)  (204,844)
                                                                      --------------  ---------

             Net cash provided (used) by financing activities             5,465,159    639,756
                                                                      --------------  ---------

Net change in cash                                                           37,675       (609)

Cash at beginning of year                                                         -        609
                                                                      --------------  ---------

Cash at end of year                                                   $      37,675          -
                                                                      ==============  =========

Supplemental schedule of noncash financing and investing activities:
  Change in net unrealized gain on securities
    available-for-sale of subsidiary                                  $      63,055          -
                                                                      ==============  =========
  Transfer of premises and equipment to Bank                          $     264,937          -
                                                                      ==============  =========

Supplemental disclosures of cash flow information:
  Cash paid during the year for interest                              $       1,000     36,125
                                                                      ==============  =========
</TABLE>


                                      -15-
<PAGE>