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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-K

              Annual Report Pursuant to Section 13 or 15 (d) of the
                         Securities Exchange Act of 1934

                   For the Fiscal Year Ended December 31, 2000
                         Commission File Number 0-25422

                              PAB BANKSHARES, INC.
                             (A Georgia Corporation)
                 IRS Employer Identification Number: 58-1473302

                3250 North Valdosta Road, Valdosta, Georgia 31602
                        Telephone Number: (229) 241-2775

           SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:

         Title  of  each  class        Name of each exchange on which registered

     Common  Stock,  no  par  value         The  American  Stock  Exchange
     ------------------------------         ------------------------------

       SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:  None.

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

Indicate  by  check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein and will not be contained, to the best
of  the  registrant's  knowledge,  in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form  10-K.  [ ]

The  aggregate  market  value  of the voting stock held by non-affiliates of the
registrant  as of March 1, 2001 was $72,826,074 based on a closing trading price
of  $10.57  per  share.

The  number  of  shares outstanding of the registrant's common stock at March 1,
2000  was  9,496,563  shares.

                       DOCUMENTS INCORPORATED BY REFERENCE

Portions  of  the  registrant's  definitive  Proxy Statement for the 2001 Annual
Meeting  of Shareholders to be filed with the Securities and Exchange Commission
within 120 days of the registrant's fiscal year end is incorporated by reference
in  answer  to  Part  III  of  this  Form  10-K.

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<PAGE>
<TABLE>
<CAPTION>
                                       TABLE OF CONTENTS

                                                                                            Page
                                                                                            ----
<S>                                                                                         <C>
PART I
------
     1.  BUSINESS                                                                             3
          Banking Subsidiaries                                                                4
          Banking Services and Operations                                                     6
          Nonbanking Services and Operations                                                  6
          Competition                                                                         6
          Employees                                                                           6
          Supervision and Regulation                                                          7
     2.  PROPERTIES                                                                          12
     3.  LEGAL PROCEEDINGS                                                                   12
     4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                                 12
PART II
-------
     5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
          STOCKHOLDER MATTERS                                                                13
          Market and Dividend Information                                                    13
          Stockholders                                                                       13
     6.  SELECTED FINANCIAL DATA                                                             14
     7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
          AND RESULTS OF OPERATIONS                                                          15
          Statistical Disclosures
            Average Balances, Interest and Yields                                            16
            Rate / Volume Analysis                                                           17
            Investment Portfolio                                                             17
            Loan Portfolio                                                                   18
            Summary of Loan Loss Experience                                                  20
            Deposits                                                                         21
            Borrowings                                                                       21
          Liquidity and Capital Resources                                                    22
          Results of Operations                                                              23
     7A. QUANTATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK                            26
     8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
          Quarterly Financial Summary for 2000 and 1999                                      27
          Report of Independent Public Accountants                                           29
          Consolidated Statements of Condition at December 31, 2000 and 1999                 31
          Consolidated Statements of Income for the Three Years Ended December 31, 2000      32
          Consolidated Statements of Comprehensive Income for the Three Years Ended
            December 31, 2000                                                                33
          Consolidated Statements of Stockholders' Equity for the Three Years Ended
            December 31, 2000                                                                34
          Consolidated Statements of Cash Flows for the Three Years Ended December 31, 2000  35
          Notes to Consolidated Financial Statements                                         37
     9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
          AND FINANCIAL DISCLOSURES                                                          59

PART III
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     10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT                                  59
     11. EXECUTIVE COMPENSATION                                                              59
     12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT                      59
     13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                                      59
PART IV
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     14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K                    59
SIGNATURES                                                                                   61
EXHIBIT INDEX                                                                                63
</TABLE>


<PAGE>
PART  I

CAUTIONARY  NOTICE  REGARDING  FORWARD-LOOKING  STATEMENTS

Some  of  the  statements in this Report, including, without limitation, matters
discussed  under  the caption "Management's Discussion and Analysis of Financial
Condition  and  Results  of  Operation,"  as well as oral statements made by PAB
Bankshares,  Inc.  ("PAB")  or  the officers, directors, or employees of PAB may
constitute "forward-looking statements" within the meaning of Section 27A of the
Securities  Act  of  1933,  as  amended (the "Securities Act").  Forward-looking
statements include statements about the competitiveness of the banking industry,
potential  regulatory  obligations, our strategies and other statements that are
not  historical  facts.  When  we  use  in  this Report words like "anticipate,"
"believe,"  "expect,"  "estimate"  and  similar expressions, you should consider
them  as  identifying  forward-looking  statements.  These  forward-looking
statements  involve  risks  and  uncertainties  and are based on the beliefs and
assumptions of management of PAB, and on the information available to management
at the time that these disclosures were prepared.  Factors that may cause actual
results  to  differ  materially  from  those  expressed  or  implied  by  such
forward-looking  statements  include, among others, the following possibilities:
(1)  competitive pressures among depository and other financial institutions may
increase  significantly; (2) changes in the interest rate environment may reduce
margins;  (3)  general  economic conditions may be less favorable than expected,
resulting  in,  among  other  things, a deterioration in credit quality and/or a
reduction in demand for credit; (4) legislative or regulatory changes, including
changes  in  accounting  standards, may adversely affect the businesses in which
PAB  is  engaged;  (5)  costs  or difficulties related to the integration of the
businesses  of  PAB  and  its  merger partners may be greater than expected; (6)
expected  cost  savings  associated  with  mergers  may not be fully realized or
realized within the expected time frame; (7) deposit attrition, customer loss or
revenue loss following mergers may be greater than expected; (8) competitors may
have  greater  financial  resources  and  develop  products  that  enable  such
competitors  to  compete more successfully than PAB; and (9) adverse changes may
occur  in  the  bond  and equity markets.  Many of such factors are beyond PAB's
ability  to  control  or  predict,  and  readers  are cautioned not to put undue
reliance  on  such  forward-looking statements.  PAB disclaims any obligation to
update  or  revise  any  forward-looking  statements  contained  in this Report,
whether  as  a  result  of  new  information,  future  events  or  otherwise.


ITEM  1.  BUSINESS

GENERAL

PAB  is a bank holding company organized and incorporated in 1982 under the laws
of the State of Georgia and headquartered in Valdosta, Georgia.  At December 31,
2000,  PAB  consisted  of six bank subsidiaries (the "Banks") listed in order of
acquisition in the table below, as well as an investment advisory services firm,
PAB  Financial  Services,  LLC  ("PAB  Financial"),  with an office in Valdosta,
Georgia.


<TABLE>
<CAPTION>
BANK SUBSIDIARY/BANK PRESIDENT              BANK LOCATIONS(# OF OFFICES)
------------------------------------------  ------------------------------------------
<S>                                         <C>
The Park Avenue Bank                        Valdosta, Lowndes County, Georgia (3)
  William S. Cowart                         Lake Park, Lowndes County, Georgia (1)
                                            McDonough, Henry County, Georgia (1)

Farmers & Merchants Bank (99.91% owned)     Adel, Cook County, Georgia (1)
  Brenda B. Schwalls

First Community Bank of Southwest Georgia   Bainbridge, Decatur County, Georgia (3)
  Jeff E. Hanson                            Cairo, Grady County, Georgia (1)

Eagle Bank and Trust                        Statesboro, Bulloch County, Georgia (2)
  Gary L. Johnson

Baxley Federal Bank                         Baxley, Appling County, Georgia (1)
  Alvin R. Tuten, Jr.                       Hazlehurst, Jeff Davis County, Georgia (1)

Friendship Community Bank                   Ocala, Marion County, Florida (2)
  J. Clay Gibson
</TABLE>


                                        3
<PAGE>
PAB focuses on community banking.  PAB's knowledge of both its product lines and
local  markets  allows  it  to  compete  effectively with larger institutions by
offering  a  wide  range  of  products  and  services  while  maintaining strong
community  relationships  and name recognition within its markets.  In addition,
management  believes  that  there will continue to be increased opportunities to
deliver  commercial  loan  products in the retail and small to middle markets as
larger  competitors  focus on the higher dollar and volume loan product markets.

PAB  supports  a  philosophy  of autonomous management with each subsidiary bank
having its own board of directors and officers who make lending decisions at the
local  level.  Through  16  banking  offices, the Banks provide a broad array of
services,  including:  loans  to small and medium-sized businesses; residential,
construction and development loans; commercial real estate loans; Small Business
Administration  ("SBA") lending; consumer loans; and a variety of commercial and
consumer  deposit  products.  Through  financial  service  agreements  with  PAB
Financial,  the  Banks  are  also able to offer a complete line of financial and
investment  services  to  their  customers.

Acquisitions  of unaffiliated financial institutions during the past three years
have  been  a  principal  source  of  PAB's  growth.  In 1998, PAB completed its
acquisition  of Investors Financial Corporation and its wholly-owned subsidiary,
Bainbridge  National  Bank.  Bainbridge  National  was  then  merged  into First
Community.  Also  in 1998, PAB completed its acquisition of Eagle Bancorp, Inc.,
and  its  wholly-owned subsidiary, Eagle Bank and Trust.  In 1999, PAB completed
its  acquisition  of  Baxley Federal Savings Bank, a federal stock savings bank.
In  November  2000,  Baxley  Federal  Savings  Bank  was  converted  to  a
state-chartered,  commercial  bank  operating  under  the name of Baxley Federal
Bank.  Each  of  these  mergers  was accounted for using the pooling of interest
method  of  accounting  for  business combinations.  Accordingly, the historical
financial  statements  of  PAB have been restated to include these acquisitions.
In  December  2000,  PAB  acquired Friendship Community Bank through an all cash
transaction.  This  acquisition  was  accounted for using the purchase method of
accounting  for  business  combinations.

During  2000,  PAB  strategically  positioned  itself into new growth markets to
complement  its  existing  markets.  In  November  2000,  Park  Avenue  opened a
full-service  banking  office  in  McDonough,  Henry  County,  Georgia, which is
located  25  miles  southeast  of  downtown  Atlanta  along  U.S. Interstate 75.
According  to  a  March 2000 U. S. Census Bureau report, the population of Henry
County  grew  93.1% from 1990 to 1999. Over this time span, Henry County was the
second  fastest  growing  county  in  Georgia. Corresponding with the population
growth,  according to FDIC deposit data, there has been annual deposit growth of
at  least 12% in Henry County in each year since 1994, a 97.1% increase overall.
Also  in  November, Eagle began construction of a full-service banking office in
Richmond  Hill,  Bryan  County,  Georgia, which is located in a growing suburban
area  23  miles south of Savannah, Georgia, along U. S. Highway 17. The Richmond
Hill  office  is scheduled to open in March 2001. In December 2000, PAB acquired
Friendship Community Bank in Ocala, Marion County, Florida. Marion County is one
of  the  twenty  most  populous  counties  in Florida. According to recent U. S.
Census  Bureau  statistics,  Marion  County's population grew 26.2% from 1990 to
1999,  and  is  projected  to  grow  another  22%  by  2010.


PAB's  principal  executive  offices  are  located  at 3250 North Valdosta Road,
Valdosta,  Georgia,  31602,  and  its  telephone number at that address is (229)
241-2775.

BANKING  SUBSIDIARIES

The  Park  Avenue  Bank

Park  Avenue  commenced operations in 1971 as a state-chartered commercial bank.
The  main  office  of the bank is located in Valdosta, Georgia.  Park Avenue has
five  full-service  banking offices in Georgia.  In 1999, Park Avenue formed PAB
Holdings,  Inc.,  an  intermediate holding company, and PAB Investments, Inc., a
Real Estate Investment Trust ("REIT"). These companies were established in order
to  enhance  and  strengthen  the  capital  position  of  Park  Avenue.  The
establishment  of a REIT subsidiary is expected to allow Park Avenue to increase
the  effective  yield on its real estate related assets and residential mortgage
loan portfolios by transferring a portion of those assets and loans to an entity
that  receives  favorable  tax treatment.  At December 31, 2000, Park Avenue had
approximately  $292.3  million  in  assets  and  approximately $241.4 million in
deposits.

The Valdosta Chamber of Commerce estimates the current population of Valdosta to
be approximately 43,700 and the population of Lowndes County to be approximately
92,100.  Valdosta  is  the county seat of Lowndes County and is approximately 18
miles  north  of  the  Georgia-Florida  border.


                                        4
<PAGE>
Farmers  &  Merchants  Bank

Farmers  commenced operations in 1947 as a state-chartered commercial bank.  The
bank  is  located  in  Adel,  Georgia.  At  December  31,  2000,  Farmers  had
approximately  $61.3  million  in  assets  and  approximately  $49.2  million in
deposits.

The  Cook County Chamber of Commerce estimates the current population of Adel to
be  approximately  5,300  and  the population of Cook County to be approximately
15,700.  Adel  is  approximately  25  miles  north  of  Valdosta,  Georgia.

First  Community  Bank  of  Southwest  Georgia

First  Community  was  chartered  in  1934  as a federal mutual savings and loan
association.  In June 1990, the bank was converted from a federal mutual savings
and  loan  association  to  a  federal  stock  savings bank through the sale and
issuance of common stock.  First Community today is a state-chartered commercial
bank,  with  three  banking offices in Bainbridge, Georgia, and a branch bank in
Cairo,  Georgia,  using  the  trade  name  "The  Bank  of  Grady County".  First
Community  also  owns  50% of the issued and outstanding capital stock of Empire
Financial  Services,  Inc., an originator and servicer of commercial real estate
loans.  In  1999,  First  Community  formed  FCB Holdings, Inc., an intermediate
holding  company,  and FCB Investments, Inc., a REIT.  Like those established by
Park  Avenue,  these  companies  were  established  to  allow First Community to
increase  the  effective yield on its real estate related assets and residential
mortgage  loan  portfolios.  At  December  31,  2000,  First  Community  had
approximately  $167.6  million  in  assets  and  approximately $135.0 million in
deposits.

The  Decatur  County  Chamber  of  Commerce  estimates the current population of
Bainbridge to be approximately 11,700 and the population of Decatur County to be
approximately  28,200.  Bainbridge  is  approximately 90 miles west of Valdosta,
Georgia.

Eagle  Bank  and  Trust

Eagle  commenced operations in 1991 as a state-chartered commercial bank.  Eagle
has  two  full-service  banking  offices in Statesboro, Georgia.  In March 2001,
Eagle expects to open a new bank branch in Richmond Hill, Bryan County, Georgia,
using  the trade name "The Richmond Hill Bank".  At December 31, 2000, Eagle had
approximately  $94.8  million  in  assets  and  approximately  $80.4  million in
deposits.

The  Bulloch  County  Chamber  of  Commerce  estimates the current population of
Statesboro  be  approximately  22,700 and the population of Bulloch County to be
approximately  56,000.  Statesboro  is  approximately  155  miles  northeast  of
Valdosta,  Georgia.

Baxley  Federal  Bank

Baxley  was  chartered in 1934 as a federal mutual savings and loan association.
In  June  1991,  Baxley  was  converted  from  a federal mutual savings and loan
association  to  a  federal  stock savings bank through the sale and issuance of
common stock.  In November 2000, Baxley converted to a state-charted, commercial
bank.  The main office of the bank is located in Baxley, Georgia.  The bank also
has  a  branch  office in Hazlehurst, Georgia.  At December 31, 2000, Baxley had
approximately  $121.0  million  in  assets  and  approximately  $94.6 million in
deposits.

The  Appling  County  Chamber  of  Commerce  estimates the current population of
Baxley  to  be  approximately  4,100  and the population of Appling County to be
approximately  17,400.  Baxley  is approximately 90 miles northeast of Valdosta,
Georgia.

Friendship  Community  Bank

Friendship began operations in 1988 as a state chartered, Federal Reserve member
bank  in  Ocala,  Florida.  Friendship  has  two full-service banking offices in
Ocala.  At  December  31,  2000,  Friendship  had approximately $53.2 million in
assets  and  $44.4 million in deposits.  Following the receipt of all regulatory
approvals,  PAB  plans  to merge Friendship with and into Park Avenue during the
second  quarter  of  2001.


                                        5
<PAGE>
The  Marion County Chamber of Commerce estimates the current population of Ocala
to  be  approximately  50,000  and  the  population  of  Marion  County  to  be
approximately  265,000.  Ocala  is  approximately  150  miles south of Valdosta,
Georgia.

BANKING  SERVICES  AND  OPERATIONS

Each  of  PAB's  six  commercial  banking  subsidiaries  offer  a  full range of
commercial banking services to individuals, professionals and business customers
in  their  respective primary service areas. The Banks provide customary banking
services  such as checking and savings accounts, various types of time deposits,
money  transfers,  safe  deposit  facilities, ATM's, credit and debit cards, and
individual  retirement  accounts.   They  also  finance  short-and  medium-term
commercial  transactions, provide residential mortgage lending, make secured and
unsecured  loans,  and  provide  other  ancillary  financial  services  to their
customers.  The  Banks  offer Internet banking, on-line bill paying services and
Web-based  commercial cash management products. The Banks do not presently offer
trust  and  fiduciary  services.

The principal sources of income for the Banks are interest and fees collected on
loans and interest on investment securities. The principal expenses of the Banks
are  interest  paid  on  deposits  and other  borrowings, employee compensation,
office  expenses,  and  other  operating  expenses.

NONBANKING  SERVICES  AND  OPERATIONS

PAB Financial commenced operations in the fourth quarter of 1999 as an operating
subsidiary  of  PAB.  PAB  Financial  provides agency transactional services for
customer  investments as permitted under the regulations of the Federal Reserve.
PAB  Financial  provides  its  customers  with  securities  brokerage  services,
including  securities  execution services on national securities exchanges.  PAB
Financial's brokerage activities are restricted to buying and selling securities
solely  as  an  agent  for  the  account  of  its  customers, and do not include
underwriting  or dealing in securities.  In addition, PAB Financial is permitted
to  act  as  an agent for the private placement of securities in accordance with
federal  securities  laws.  PAB  Financial  also  provides  investment  advisory
services  to  its customers, such as furnishing general economic information and
investment  advice,  and  providing  instructional  materials  for  customers on
individual  financial  management  matters.

COMPETITION

The  Banks  experience  competition  in  attracting  and  retaining business for
personal  checking  and  savings accounts and in making residential real estate,
commercial  real  estate  and  consumer loans in its primary service areas.  The
principal  factors  in competing for such accounts are interest rates, the range
of  financial  services  offered, convenience of office and branch locations and
flexible  office  hours.  Direct  competition for such accounts comes from other
savings institutions, commercial banks, credit unions, brokerage firms and money
market  funds.  The  primary  factors in competing for loans are interest rates,
loan  origination  fees  and  the  range  of  lending  services  offered.  The
competition for origination of loans normally comes from other commercial banks,
savings  institutions,  credit unions and mortgage banking firms.  Such entities
may  have  competitive  advantages  as  a result of greater resources and higher
lending  limits  (by  virtue  of  greater  capitalization)  and  may offer their
customers  certain  services  that  the  Banks  may  not  presently  provide.

EMPLOYEES

As of March 1, 2001, PAB had an aggregate of 306 full-time equivalent employees.


                                        6
<PAGE>
SUPERVISION  AND  REGULATION

General

PAB  is  a  bank  holding  company registered with the Board of Governors of the
Federal  Reserve  System  (the  "Federal Reserve") and the Georgia Department of
Banking  and  Finance  (the "Georgia Department") under the Bank Holding Company
Act  of  1956, as amended (the "BHC Act") and the Financial Institutions Code of
Georgia (the "FICG"), respectively.  As such, PAB is subject to the supervision,
examination and reporting requirements of the BHC Act and the regulations of the
Federal  Reserve,  and  the  FICG and the regulations of the Georgia Department.

The Banks are members of the Federal Deposit Insurance Corporation ("FDIC"), and
as  such,  their deposits are insured by the FDIC to the maximum extent provided
by  law.  The  Banks are also subject to numerous state and federal statutes and
regulations  that affect their business, activities, and operations, and each is
supervised  and  examined  by  one  or  more  state  or  federal bank regulatory
agencies.

Five  of the Banks (Park Avenue, Farmers, First Community, Eagle and Baxley) are
state  non-member  banks,  and  they are subject to regulation, supervision, and
examination  by  the  FDIC  and  the  Georgia Department.  Friendship is a state
member bank and it is subject to regulation, supervision, and examination by the
Federal  Reserve and the Florida Department of Banking and Finance (the "Florida
Department").  The  respective  Federal  and state regulatory agencies regularly
examine  the operations of these subsidiaries and are given authority to approve
or  disapprove  mergers,  consolidations,  the  establishment  of  branches, and
similar  corporate  actions.  The  agencies  also  have the power to prevent the
continuance  or  development  of  unsafe  or  unsound banking practices or other
violations  of  law.

Acquisitions

The  BHC Act requires every bank holding company to obtain the prior approval of
the  Federal Reserve before:  (i) it may acquire direct or indirect ownership or
control  of  any  voting shares of any bank if, after such acquisition, the bank
holding  company  will directly or indirectly own or control more than 5% of the
voting  shares  of  the  bank;  (ii) it or any of its subsidiaries, other than a
bank,  may  acquire all or substantially all of the assets of any bank; or (iii)
it  may  merge  or  consolidate  with  any  other  bank  holding  company.

The  BHC  Act  further  provides  that  the  Federal Reserve may not approve any
transaction  that  would  result in a monopoly or would be in furtherance of any
combination or conspiracy to monopolize or attempt to monopolize the business of
banking  in  any  section  of  the  United States, or the effect of which may be
substantially  to  lessen  competition  or  to  tend to create a monopoly in any
section  of  the  country,  or that in any other manner would be in restraint of
trade,  unless  the  anticompetitive  effects  of  the  proposed transaction are
clearly  outweighed  by the public interest in meeting the convenience and needs
of  the  communities  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  involved  and  the  convenience and needs of the
communities  to  be  served.  Consideration  of  financial  resources  generally
focuses  on  capital adequacy, and consideration of convenience and needs issues
generally  focuses  on the parties' performance under the Community Reinvestment
Act  of  1977.

Under  the  Riegle-Neal  Interstate  Banking  and  Branching Efficiency Act, the
restrictions  on interstate acquisitions of banks by bank holding companies were
repealed.  As  a  result,  PAB,  and  any  other bank holding company located in
Georgia is able to acquire a bank located in any other state, and a bank holding
company located outside of Georgia can acquire any Georgia-based bank, in either
case  subject  to  certain  deposit  percentage  and  other  restrictions.  The
legislation  provides  that  unless  an individual state has elected to prohibit
out-of-state  banks  from  operating  interstate  branches within its territory,
adequately  capitalized  and  managed  bank  holding  companies  are  able  to
consolidate  their  multistate  banking operations into a single bank subsidiary
and  to  branch  interstate  through  acquisitions.  De  novo  branching  by  an
out-of-state  bank is permitted only if it is expressly permitted by the laws of
the  host  state.  Georgia  does not permit de novo branching by an out-of-state
bank.  Therefore,  the only method by which an out-of-state bank or bank holding
company  may  enter  Georgia  is through an acquisition.  Georgia has adopted an
interstate banking statute that removes the existing restrictions on the ability
of  banks to branch interstate through mergers, consolidations and acquisitions.
However,  Georgia law prohibits a bank holding company from acquiring control of
a  financial  institution  until  the  target  financial  institution  has  been
incorporated  five  years.


                                        7
<PAGE>
Activities.

The  BHC  Act  has  generally prohibited a bank holding company from engaging in
activities  other  than  banking  or  managing  or  controlling  banks  or other
permissible  subsidiaries  and  from  acquiring  or retaining direct or indirect
control  of any company engaged in any activities other than those determined by
the  Federal Reserve to be closely related to banking or managing or controlling
banks  as to be a proper incident thereto.  Provisions of the Gramm-Leach-Bliley
Act, discussed below, have expanded the permissible activities of a bank holding
company that qualifies as a financial holding company.  In determining whether a
particular  activity  is  permissible, the Federal Reserve must consider whether
the  performance  of  such  an  activity  can  be reasonably expected to produce
benefits to the public, such as a greater convenience, increased competition, or
gains  in  efficiency,  that  outweigh  possible  adverse  effects such as undue
concentration  of  resources,  decreased  or  unfair  competition,  conflicts of
interest,  or  unsound  banking  practices.

Gramm-Leach-Bliley  Act.

The  Gramm-Leach-Bliley  Act  (the  "GLB  Act") implemented major changes to the
statutory  framework  for  providing banking and other financial services in the
United  States.  The  GLB  Act,  among  other  things,  eliminated  many  of the
restrictions  on affiliations among banks and securities firms, insurance firms,
and other financial service providers.  A bank holding company that qualifies as
a  financial  holding company will be permitted to engage in activities that are
financial in nature or incidental or complimentary to a financial activity.  The
GLB  Act specifies certain activities that are deemed to be financial in nature,
including underwriting and selling insurance, providing financial and investment
advisory  services,  underwriting, dealing in, or making a market in securities,
limited  merchant  banking  activities, and any activity currently permitted for
bank  holding  companies  under  Section  4(c)(8)  of  the  BHC  Act.

To  become  eligible  for these expanded activities, a bank holding company must
qualify  as  a  financial  holding  company.  To  qualify as a financial holding
company,  each  insured  depository  institution  controlled by the bank holding
company must be well-capitalized, well-managed, and have at least a satisfactory
rating  under  the  Community  Reinvestment  Act.  In addition, the bank holding
company  must  file  declaration  with  the  Federal Reserve of its intention to
become  a  financial  holding  company.

The  GLB  Act also authorized national banks and state chartered banks (assuming
they have the requisite authority under applicable state law) to engage, through
"financial  subsidiaries,"  in  any activity that is permissible for a financial
holding  company,  and  any activity that a bank's federal banking regulator, in
consultation  with  the  Federal  Reserve,  determines is financial in nature or
incidental  to  any  such financial activity, except (i) insurance underwriting,
(ii)  real  estate  development  or  real  estate  investment activities (unless
otherwise  permitted by law), (iii) insurance company portfolio investments, and
(iv)  merchant  banking.  The  authority  of  a  bank  to  invest in a financial
subsidiary  is  subject  to  a  number of conditions, including that the bank be
well-managed  and  well-capitalized  (after  deducting  from  capital the bank's
investment  in  any  financial  subsidiary).

Payment  of  Dividends

PAB  is  a  legal  entity  separate  and  distinct  from  its subsidiaries.  The
principal  sources  of cash flow of PAB, including cash flow to pay dividends to
its  shareholders,  are  dividends  from  the  Banks.  There  are  statutory and
regulatory  limitations  on  the  payment  of  dividends  by  these  subsidiary
depository  institutions  to  PAB,  as  well  as  by  PAB  to  its shareholders.

If,  in  the opinion of the federal banking regulators, a depository institution
under  its  jurisdiction  is  engaged  in  or is about to engage in an unsafe or
unsound  practice (which, depending on the financial condition of the depository
institution,  could  include  the  payment  of  dividends),  such  authority may
require,  after  notice and hearing, that such institution cease and desist from
such  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 ("FDICIA"), a depository
institution  may  not  pay  any  dividend  if  payment  would cause it to become
undercapitalized  or if it already is undercapitalized.  See "-Prompt Corrective
Action."  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.


                                        8
<PAGE>
At  December  31,  2000,  under  dividend restrictions imposed under federal and
state  laws,  the Banks, without obtaining governmental approvals, could declare
aggregate  dividends  to  PAB  of  approximately $3.9 million.  During 2000, PAB
declared  cash  dividends  to  shareholders  of  approximately  72.1% of current
earnings.

The payment of dividends by PAB and the Banks may also be affected or limited by
other  factors,  such  as  the  requirement  to  maintain adequate capital above
regulatory  guidelines.

Capital  Adequacy

PAB  and  the  Banks  are required to comply with the capital adequacy standards
established  by  the  federal banking agencies.  There are two basic measures of
capital  adequacy  for  bank holding companies that have been promulgated by the
Federal  Reserve:  a  risk-based measure and a leverage measure.  All applicable
capital  standards must be satisfied for a bank holding company to be considered
in  compliance.

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 are
assigned to broad risk categories, each with appropriate 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
(including  certain  off-balance-sheet items, such as standby letters of credit)
is 8.0%.  Total Capital consists of Tier 1 Capital, which is comprised of common
stock,  undivided  profits,  minority  interests  in  the  equity  accounts  of
consolidated  subsidiaries  and  noncumulative  perpetual  preferred stock, less
goodwill and certain other intangible assets, and Tier 2 Capital, which consists
of  subordinated  debt, other preferred stock, and a limited amount of loan loss
reserves.  At  December 31, 2000, PAB's consolidated Total Capital Ratio and its
Tier  1  Capital  Ratio  were  12.5%  and  11.1%,  respectively.

In  addition,  the  Federal  Reserve  has  established  minimum  leverage  ratio
guidelines  for  bank holding companies.  These guidelines provide for a minimum
ratio  (the "Leverage Ratio") of Tier 1 Capital to average assets, less goodwill
and  certain  other  intangible  assets, of 3.0% for bank holding companies that
meet  certain  specified criteria, including those having the highest regulatory
rating.  All  other  bank holding companies generally are required to maintain a
Leverage  Ratio of at least 3.0%, plus an additional cushion of 100 to 200 basis
points.  PAB's  Leverage  Ratio  at  December 31, 2000 was 8.7%.  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 significant reliance on intangible
assets.  Furthermore,  the Federal Reserve has indicated that it will consider a
"tangible  Tier  1 Capital Leverage Ratio" (deducting all intangibles) and other
indicators  of  capital  strength  in  evaluating proposals for expansion or new
activities.

The Banks are subject to risk-based and leverage capital requirements adopted by
their  respective federal banking regulators, which are substantially similar to
those  adopted  by  the Federal Reserve for bank holding companies.  Each of the
subsidiary  depository institutions of PAB was in compliance with all applicable
minimum  capital  requirements  as of December 31, 2000.  Neither PAB nor any of
the  subsidiary  depository institutions has been advised by any federal banking
agency  of  any  specific  minimum  capital  ratio requirement applicable to it.

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 the taking of
brokered deposits, and certain other restrictions on its business.  As described
below,  substantial  additional  restrictions  can  be imposed upon FDIC-insured
depository  institutions that fail to meet applicable capital requirements.  See
"-Prompt  Corrective  Action."

The  federal  bank regulators continue to indicate their desire to raise capital
requirements  applicable  to  banking organizations beyond their current levels.
In  this  regard,  the  Federal  Reserve  and the FDIC have, pursuant to FDICIA,
recently  adopted  final  regulations  requiring regulators to consider interest
rate  risk  (when  the interest rate sensitivity of an institution's assets does
not match the sensitivity of its liabilities or its off -balance sheet position)
in  the  evaluation  of a bank's capital adequacy.  The bank regulatory agencies
have  concurrently proposed a methodology for evaluating interest rate risk that
would  require  banks  with  excessive  interest  rate  risk  exposure  to  hold
additional  amounts  of  capital  against  such  exposures.


                                        9
<PAGE>
Support  of  Subsidiary  Institutions

Under  Federal  Reserve  policy, PAB is expected to act as a source of financial
strength  for,  and  to  commit  resources  to  support,  each  of  its  banking
subsidiaries.  This  support  may be required at times when, absent such Federal
Reserve  policy,  PAB may not be inclined to provide such support.  In addition,
any  capital  loans by a bank holding company to any of its banking subsidiaries
are  subordinate  in  right  of  payment  to  deposits  and  to  certain  other
indebtedness  of  such  banks.  In  the  event  of  a  bank  holding  company's
bankruptcy,  any  commitment  by  a  bank  holding  company  to  a  federal bank
regulatory  agency  to  maintain  the  capital  of  a banking subsidiary will be
assumed  by  the  bankruptcy  trustee  and  entitled  to  a priority of payment.

Under  the  Federal  Deposit  Insurance  Act  ("FDIA"), a depository institution
insured  by  the FDIC can be held liable for any loss incurred by, or reasonably
expected  to  be  incurred by, the FDIC, in connection with (i) the default of a
commonly  controlled  FDIC-insured depository institution or (ii) any assistance
provided  by  the  FDIC  to  any  commonly  controlled  FDIC-insured  depository
institution  in  danger of default.  The FDIC's claim for damages is superior to
claims  of  shareholders  of  the  insured depository institution or its holding
company,  but  is  subordinate  to  claims of depositors, secured creditors, and
holders  of subordinated debt (other than affiliates) of the commonly controlled
insured  depository  institution.  The subsidiary depository institutions of PAB
are subject to these cross-guarantee provisions.  As a result, any loss suffered
by  the  FDIC in respect of any of the Banks would likely result in assertion of
the  cross-guarantee provisions, the assessment of such estimated losses against
the  depository  institution's banking affiliates, and a potential loss of PAB's
investment  in  such  other  subsidiary  depository  institutions.

Prompt  Corrective  Action

FDICIA  established a system of prompt corrective action to resolve the problems
of  undercapitalized  institutions.  Under  this  system,  the  federal  banking
regulators  have  established  five  capital  categories  (well  capitalized,
adequately  capitalized,  undercapitalized,  significantly  undercapitalized and
critically  undercapitalized),  and  are  required  to  take  certain  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  will  depend  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  certain  limitations.  The
controlling  holding  company's obligation to fund a capital restoration plan is
limited  to the lesser of 5.0% of an undercapitalized subsidiary's assets 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.  In  addition,  the  appropriate  federal  banking  agency may test an
undercapitalized  institution  in  the  same manner as it treats a significantly
undercapitalized  institution if it determines that those actions are necessary.

At  December  31,  2000,  each  of the subsidiary banks of PAB had the requisite
capital  levels  to qualify as "well capitalized" under the regulatory framework
for  prompt  corrective  action.

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: (i) well capitalized; (ii)
adequately  capitalized; and (iii) 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 within each capital group.
The  supervisory  subgroup  to  which  an  institution is assigned is based on a
supervisory evaluation that the institution's primary federal regulator provides


                                       10
<PAGE>
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.  The  FDIC  then  determines  an  institution's insurance assessment rate
based on the institution's capital category and supervisory category.  Under the
risk-based  assessment system, there are nine combinations of capital groups and
supervisory  subgroups  to  which  different  assessment  rates  are  applied.
Assessments  range  from  0  to  27 cents per $100 of deposits, depending on the
institution's  capital  group  and  supervisory  subgroup.

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.

Safety  and  Soundness  Standards

The  FDIA,  as  amended  by  the FDICIA and the Riegle Community Development and
Regulatory  Improvement  Act  of  1994,  requires  the  federal  bank regulatory
agencies  to  prescribe  standards,  by  regulations  or guidelines, relating to
internal  controls,  information  systems  and  internal  audit  systems,  loan
documentation,  credit  underwriting, interest rate risk exposure, asset growth,
asset  quality,  earnings,  stock valuation and compensation, fees and benefits,
and  such  other  operational  and  managerial  standards  as  the agencies deem
appropriate.  The  federal  bank  regulatory  agencies  have  adopted  a  set of
guidelines  prescribing  safety  and  soundness standards pursuant to FDICIA, as
amended.  The  guidelines  establish  general  standards  relating  to  internal
controls  and  information  systems, internal audit systems, loan documentation,
credit  underwriting,  interest rate exposure, asset growth and compensation and
fees  and  benefits.  In  general,  the  guidelines require, among other things,
appropriate systems and practices to identify and manage the risks and exposures
specified  in the guidelines.  The guidelines prohibit excessive compensation as
an  unsafe  and unsound practice and describe compensation as excessive when the
amounts  paid  are unreasonable or disproportionate to the services performed by
an  executive  officer,  employee,  director,  or  principal  shareholder.  In
addition,  the  agencies adopted regulations that authorize, but do not require,
an  agency  to order an institution that has been given notice by an agency that
it  is  not  satisfying  any  of such safety and soundness standards to submit a
compliance plan.  If, after being so notified, an institution fails to submit an
acceptable  compliance  plan  or  fails  in any material respect to implement an
acceptable  compliance  plan, the agency must issue an order directing action to
correct  the  deficiency  and  may issue an order directing other actions of the
types  to  which  an  undercapitalized  institution is subject under the "prompt
corrective  action"  provisions of FDICIA.  See "-Prompt Corrective Action."  If
an  institution  fails  to  comply  with  such  an order, the agency may seek to
enforce  such order in judicial proceedings and to impose civil money penalties.
The  federal  regulatory agencies also proposed guidelines for asset quality and
earnings  standards.

Community  Reinvestment  Act

Under  the  Community  Reinvestment  Act  ("CRA")  each of the Banks, as an FDIC
insured  institution,  has  a continuing and affirmative obligation to help meet
the  credit  needs  of  its entire community, including low- and moderate-income
neighborhoods,  consistent  with  safe  and  sound  banking  practices.  The CRA
requires  the  appropriate federal regulator, in connection with its examination
of  an  insured  institution,  to assess the institution's record of meeting the
credit  needs  of  its  community  and  to  take such record into account in its
evaluation  of  certain  applications,  such as applications for a merger or the
establishment  of  a  branch.  An unsatisfactory rating may be used as the basis
for  the denial of an application by the federal banking regulator.  Each of the
Banks  received  a  satisfactory  or  better rating in its last CRA examination.

Privacy.

The  GLB Act also modified laws related to financial privacy.  The new financial
privacy  provisions  generally  prohibit a financial institution from disclosing
nonpublic personal financial information about consumers to third parties unless
consumers  have  the  opportunity  to  "opt out" of the disclosure.  A financial
institution  is  also  required  to  provide  its privacy policy annually to its
customers.  Compliance  with the implementing regulations is mandatory effective
July  1,  2001.


                                       11
<PAGE>
Monetary  Policy.

The  earnings  of  the  Banks  and  PAB  are  affected  by  domestic and foreign
conditions,  particularly  by  the  monetary  and  fiscal policies of the United
States  government  and  its  agencies.  The  Federal  Reserve has had, and will
continue  to  have,  an  important impact on the operating results of commercial
banks  through  its  power national to implement monetary policy in order, among
other  things, to mitigate recessionary and inflationary pressures by regulating
the  national  money supply.  The techniques used by the Federal Reserve include
setting  the  reserve requirements of member banks and establishing the discount
rate  on  member bank borrowings.  The Federal Reserve also conducts open market
transactions  in  United  States  government  securities.


ITEM  2.  PROPERTIES

The  Banks  operate  14  banking  offices in Georgia and 2 in Florida.  With the
exception of an office in Ocala, Florida, the Banks own all of the real property
and/or  buildings in which their offices are located.  The Ocala office is under
a  five-year operating lease that expires in May 2003.  In addition, PAB owns an
administrative  building  in  Valdosta, Georgia for use as its corporate office.
PAB  leases office space from Park Avenue and Eagle to house its data processing
equipment.  All  of  the  properties  are  in  a  good  state  of repair and are
appropriately  designed  for  the  purposes  for  which  they  are  used.

Other  than  normal  real estate and commercial lending activities of the Banks,
PAB  generally  does  not  invest in real estate, interests in real estate, real
estate  mortgages, or securities of or interests in persons primarily engaged in
real  estate  activities.


ITEM  3.  LEGAL  PROCEEDINGS

The  nature of the business of PAB and the Banks ordinarily results in a certain
amount  of  litigation.  Accordingly, PAB and the Banks are parties to a limited
number of lawsuits incidental to their respective businesses.  In the opinion of
management,  the  ultimate disposition of these matters will not have a material
adverse  impact  on  PAB's  consolidated  financial  position  or  results  of
operations.


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

Not  Applicable


                                       12
<PAGE>
PART  II

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

MARKET  AND  DIVIDEND  INFORMATION

PAB's  common stock has been listed for quotation on the American Stock Exchange
(AMEX) under the symbol "PAB" since July 9, 1996.  Prior to that date, there was
no  established  trading  market  for  PAB's  common  stock.

PAB's  ability  to  pay  dividends  is  primarily  dependent  on  earnings  from
operations,  the  adequacy  of capital and the availability of liquid assets for
distribution.  PAB's  ability  to  generate  liquid  assets  for distribution is
primarily  dependent  on  the ability of the Banks to pay dividends to PAB.  The
payment  of  dividends  is  an  integral  part  of  management's goals to retain
sufficient  capital to support future growth and to meet regulatory requirements
while  providing  a  competitive return on investment to stockholders.  For more
information  on  dividend  restrictions  see  the "Payment of Dividends" section
under  Supervision  and  Regulation  in  Item  1  of  this  document.

The  following  table  sets  forth,  for the indicated periods, the high and low
closing  sales  prices  for  PAB's  common  stock  as reported by AMEX, the cash
dividends  declared,  and  the  diluted  earnings  per  share.

<TABLE>
<CAPTION>
                  Sales  Price
                 --------------
Calendar Period   High    Low    Dividends   Earnings
---------------  ------  ------  ----------  ---------
<S>              <C>     <C>     <C>         <C>
1999
First Quarter    $19.63  $15.38  $   0.0900  $    0.21
Second Quarter    17.38   14.63      0.0950       0.22
Third Quarter     19.00   13.00      0.1000       0.23
Fourth Quarter    18.25   13.25      0.1025       0.23

2000
First Quarter     15.00    8.63      0.1050       0.22
Second Quarter    12.13    9.50      0.1075       0.21
Third Quarter     12.19    9.75      0.1100       0.23
Fourth Quarter    10.81    8.69      0.1100      -0.06
</TABLE>


STOCKHOLDERS

As  of  March 1, 2001, there were 2,332 holders of record of PAB's common stock.


                                       13
<PAGE>
ITEM  6.  SELECTED  FINANCIAL  DATA

The following table presents selected consolidated financial data for PAB.  This
selected  financial  data  is  derived  in  part  from,  and  should  be read in
conjunction  with,  the  Consolidated Financial Statements and the Notes thereto
and  Management's  Discussion and Analysis of Financial Condition and Results of
Operations  included  elsewhere  herein.

<TABLE>
<CAPTION>
(In thousands, except per share and other data)           2000      1999         1998         1997         1996
-------------------------------------------------------------------------------------------------------------------
<S>                                                  <C>          <C>          <C>          <C>          <C>
Summary of Operations:
  Interest income                                    $   57,526   $   49,495   $   48,385   $   44,381   $   40,625
  Interest expense                                       28,674       22,906       23,439       21,225       20,137
-------------------------------------------------------------------------------------------------------------------
    Net interest income                                  28,852       26,589       24,946       23,156       20,488
  Provision for loan losses                               4,099          985          903          793          633
  Other income                                            5,756        6,060        5,266        4,442        4,013
  Other expense                                          21,874       18,966       17,224       15,275       15,023
-------------------------------------------------------------------------------------------------------------------
    Income before income tax expense                      8,635       12,698       12,085       11,530        8,845
  Income tax expense                                      2,909        4,005        4,098        4,022        3,012
-------------------------------------------------------------------------------------------------------------------
    Net income                                       $    5,726   $    8,693   $    7,987   $    7,508   $    5,833
===================================================================================================================
  Net interest income (taxable-equivalent)           $   28,968   $   26,718   $   25,108   $   22,988   $   20,611
Selected Average Balances:
  Total assets                                       $  694,674   $  629,634   $  597,461   $  554,964   $  513,197
  Earning assets                                        640,889      576,729      554,127      501,734      476,048
  Loans                                                 534,340      467,149      425,210      390,496      358,378
  Deposits                                              548,276      500,582      488,322      462,302      433,703
  Stockholders' equity                                   70,706       68,161       62,913       58,271       54,583
Selected Year End Balances:
  Total assets                                       $  794,907   $  664,969   $  620,111   $  572,172   $  535,102
  Earning assets                                        722,490      606,464      569,291      525,897      497,968
  Loans                                                 580,737      494,417      440,515      409,905      371,087
  Allowance for loan losses                               8,185        5,037        5,172        4,996        4,570
  Deposits                                              637,180      516,204      504,087      472,556      452,048
  Stockholders' equity                                   70,780       69,611       66,063       59,763       56,779
Common Share Data:
  Outstanding at year end                             9,501,947    9,617,406    9,604,027    9,594,319    9,548,092
  Weighted average outstanding                        9,528,387    9,612,634    9,602,946    9,544,959    9,421,369
  Diluted weighted average outstanding                9,598,790    9,749,162    9,813,825    9,627,669    9,477,740
Per Share Ratios:
  Net income - basic                                 $     0.60   $     0.90   $     0.83   $     0.79   $     0.62
  Net income - diluted                                     0.60         0.89         0.81         0.78         0.62
  Dividends declared                                       0.43         0.39         0.28         0.18         0.14
  Book value                                               7.45         7.24         6.88         6.23         5.95
Profitability Ratios:
  Return on average assets (ROA)                           0.82%        1.38%        1.34%        1.35%        1.14%
  Return on average equity (ROE)                           8.10%       12.75%       12.70%       12.88%       10.69%
  Net interest margin                                      4.52%        4.63%        4.53%        4.37%        4.33%
  Efficiency ratio (excluding merger and
    conversion costs)                                     60.39%       57.12%       55.06%       55.28%       61.38%
Liquidity Ratios:
  Total loans to total deposits                           91.14%       95.78%       87.39%       86.74%       82.09%
  Average loans to average earning assets                 83.37%       81.00%       76.74%       77.83%       75.28%
  Noninterest-bearing deposits to total deposits          11.09%       12.58%       14.30%       15.02%       13.14%
Capital Adequacy Ratios:
  Average equity to average assets                        10.18%       10.83%       10.53%       10.50%       10.64%
  Dividend payout ratio                                   72.08%       43.54%       33.95%       22.44%       21.77%
Asset Quality Ratios /1/:
  Net charge-offs to average loans                         0.26%        0.24%        0.17%        0.09%        0.08%
  Nonperforming loans to total loans                       1.27%        0.54%        0.40%        0.24%        0.27%
  Nonperforming assets to total assets                     0.99%        0.52%        0.37%        0.26%        0.27%
  Allowance for loan losses to total loans                 1.41%        1.02%        1.17%        1.22%        1.23%
  Allowance for loan losses to nonperforming loans       111.03%      188.79%      292.87%      498.11%      459.30%
--------------------------------------------------------------------------------------------------------------------

<FN>
/1/  Included  in  nonperforming  loans and nonperforming assets at December 31,
2000,  are approximately $4,433,000 in loans conditionally guaranteed by a U. S.
government  agency.
</TABLE>


                                       14
<PAGE>
ITEM  7.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION
            AND  RESULTS  OF  OPERATION

GENERAL

The  following  discussion  and analysis of the consolidated financial condition
and  results  of  operations  of  PAB  should  be  read  in conjunction with the
Consolidated  Financial  Statements  and  related Notes, and is qualified in its
entirety  by  the  foregoing  and  other  more  detailed  financial  information
appearing  elsewhere.  Historical  results  of  operations  and  the  percentage
relationships  among any amounts included, and any trends which may appear to be
inferred,  should  not  be  taken  as  being necessarily indicative of trends in
operations  or  results  of  operations  for  any  future  periods.

PAB  has made, and may continue to make, various forward-looking statements with
respect  to  financial  and business matters.  Comments regarding PAB's business
which  are  not  historical facts are considered forward-looking statements that
involve  inherent risks and uncertainties.  Actual results may differ materially
from  those  contained  in  these  forward-looking  statements.  For  additional
information  regarding  forward-looking  statements,  see  PAB's  cautionary
disclosures  at  the  beginning  of  this  document.

2000  was a year of growth, consolidation and conversion for PAB. The year began
with  the  successful  implementation  of  PAB's  Y2K  plan  and  ended with the
acquisition of a new bank subsidiary. In the second quarter, the holding company
officers  and  staff  moved into the new holding company building. In the fourth
quarter, the Banks opened two new branch offices and began the construction of a
third.  During the third quarter and fourth quarters, PAB successfully converted
its  core  data  processing, ATM's, imaging, Internet banking, deposit platform,
payroll,  general  ledger  and  accounts  payable systems. PAB also upgraded its
communications equipment, network servers and wide area network. This conversion
took  significant  resources  away from the normal business of the Banks and the
holding  company  for  most  of  the  second  half of the year. As a result, PAB
incurred  additional  costs  during  that  period.  The  conversion process will
continue  into  2001  with  ongoing  training  on  the  new systems and the loan
platform  and  document  imaging conversion projects. With the conversion to new
systems,  PAB  also began an effort to consolidate and centralize the accounting
and operations functions from the bank level to the holding company. These steps
taken  in  2000  to  build  the  necessary  infrastructure  are  a part of PAB's
long-term  strategy  for  growth  and  prosperity.

At  the  close of business on December 29, 2000, PAB consummated its merger with
Friendship  Community  Bank  (Friendship).  This  transaction  was accounted for
under  the  purchase method of accounting for business combinations.  Since this
transaction  became  effective  after the last business day of the year, none of
the  results  of  operations for Friendship are included with PAB's consolidated
statements  of  income.

A  pro  forma  presentation of selected items on PAB's consolidated statement of
condition  including  and excluding Friendship is provided below for comparative
purposes.

<TABLE>
<CAPTION>
                                                        PAB                     Pro Forma
                                               Consolidated                  Consolidated                  Pro Forma
                                                 (Including                    (Excluding           PAB     % Change
                                                Friendship)     Friendship    Friendship)  Consolidated   (Excluding
As of December 31, (in thousands)                      2000           2000           2000          1999  Friendship)
-------------------------------------------  ---------------  ------------  -------------  ------------  -----------
<S>                                          <C>              <C>           <C>            <C>           <C>
Total assets                                 $       794,907  $     53,211  $     741,836  $    664,969        11.6%
Interest-bearing deposits with other banks            13,414           221         13,193        11,716        12.6%
Federal funds sold                                    43,415        10,075         33,340        21,405        55.8%
Investment securities                                 84,925        12,597         72,328        78,926        -8.4%
Loans                                                580,737        22,472        558,265       494,417        12.9%
Allowance for loan losses                              8,185           451          7,734         5,037        53.5%
  Net loans                                          572,552        22,021        550,531       489,380        12.5%
Deposits:
  Noninterest-bearing demand                          70,679         5,179         65,500        64,916         0.9%
  Interest-bearing demand                            125,714         7,608        118,106       119,241        -1.0%
  Savings                                             32,860         6,510         26,350        27,666        -4.8%
  Time                                               407,927        25,069        382,858       304,381        25.8%
    Total deposits                                   637,180        44,366        592,814       516,204        14.8%
-------------------------------------------  ---------------  ------------  -------------  ------------  -----------
</TABLE>


                                       15
<PAGE>
STATISTICAL  DISCLOSURES

AVERAGE  BALANCES,  INTEREST  AND  YIELDS

The  following  table details the average balance of interest-earning assets and
interest-bearing  liabilities,  the  amount of interest earned and paid, and the
average  yields  and  rates  for  each  of  the  three years in the period ended
December  31,  2000.  Federally  tax-exempt  income  is  presented  on  a
taxable-equivalent basis assuming a 34% Federal tax rate.  Loan average balances
include  loans  on  nonaccrual  status.

<TABLE>
<CAPTION>
For  the  Years  Ended
December  31,                                  2000                            1999                            1998
-------------------------------------------------------------------------------------------------------------------------------
                                             Interest    Average              Interest   Average              Interest  Average
                                   Average    Income/     Yield/    Average    Income/    Yield/    Average    Income/   Yield/
                                   Balance    Expense      Rate     Balance    Expense      Rate    Balance    Expense    Rate
-------------------------------------------------------------------------------------------------------------------------------
                                                                       (Dollars In Thousands)
<S>                               <C>        <C>        <C>        <C>        <C>       <C>        <C>        <C>       <C>
ASSETS
Interest-earning assets:
  Loans                           $534,340   $ 51,045       9.55%  $467,149   $ 43,166      9.24%  $425,210   $ 41,290    9.71%
  Investment securities:
  Taxable                           68,702      4,028       5.86%    81,341      4,849      5.96%    85,324      4,921    5.77%
  Nontaxable                         5,009        344       6.86%     6,677        378      5.66%     7,505        478    6.37%
  Other short-term
   investments                      32,838      2,225       6.78%    21,562      1,231      5.71%    36,088      1,858    5.15%
                                 --------------------              -------------------             -------------------
    Total interest-
      earning assets               640,889     57,642       8.99%   576,729     49,624      8.60%   554,127     48,547    8.76%

Noninterest-earning assets:
  Cash                              25,170                           26,292                          18,738
  Allowance for loan
    losses                          (5,650)                          (5,189)                         (5,084)
  Unrealized gain (loss)
    on securities
    available for sale                (240)                             909                           1,117
  Other assets                      34,505                           30,893                          28,563
                                  --------                         --------                        ---------
      Total assets                $694,674                         $629,634                        $597,461
                                  ========                         ========                        =========

LIABILITIES AND
  STOCKHOLDERS' EQUITY
Interest-bearing liabilities:
  Demand deposits                 $116,661   $  3,357       2.88%  $111,642   $  2,978      2.67%  $102,390   $  3,084    3.01%
  Savings deposits                  28,723        725       2.52%    30,267        805      2.66%    29,358        906    3.09%
  Time deposits                    335,935     20,128       5.99%   294,673     16,131      5.47%   285,618     16,680    5.84%
  FHLB advances                     56,674      3,796       6.70%    44,376      2,507      5.65%    35,435      2,391    6.75%
  Notes payable                          -          -                     -          -                2,184        152    6.94%
  Other short-term
    borrowings                      13,717        668       4.87%    11,421        485      4.25%     3,584        226    6.30%
                                  -------------------              -------------------             -------------------
      Total interest-
         bearing liabilities       551,710     28,674       5.20%   492,379     22,906      4.65%   458,569     23,439    5.11%

Noninterest-bearing liabilities
 and stockholders' equity:
  Demand deposits                   66,957                           64,000                          70,956
  Other liabilities                  5,301                            5,094                           5,023
  Stockholders' equity              70,706                           68,161                          62,913
                                  --------                         --------                        ---------
    Total liabilities and
      stockholders'
      equity                      $694,674                         $629,634                        $597,461
                                  ========                         ========                        =========

Interest rate spread                                        3.79%                           3.95%                         3.65%
                                                        =========                       =========                        ======

Net interest income                          $ 28,968                         $ 26,718                        $ 25,108
                                             ========                         ========                        =========

Net interest margin                                         4.52%                           4.63%                         4.53%
                                                        =========                       =========                        ======
</TABLE>


                                       16
<PAGE>
RATE  /  VOLUME  ANALYSIS

The  following  table  shows  a  summary  of  the changes in interest income and
interest  expense  on a fully taxable equivalent basis resulting from changes in
volume  and  changes  in  rates for each category of interest-earning assets and
interest-bearing  liabilities.  The  change in interest attributable to rate has
been determined by applying the change in rate between years to average balances
outstanding  in  the  later year.  The change in interest due to volume has been
determined  by  applying the rate from the earlier year to the change in average
balances  outstanding  between  years.  Thus, changes that are not solely due to
volume  have  been  consistently  attributed  to  rate.

<TABLE>
<CAPTION>
For  the  Years  Ended
December  31,                                 2000  vs.  1999                1999  vs.  1998
----------------------------------------------------------------------------------------------------
                                                   Changes  Due  To                Changes  Due  To
                                      Increase     ----------------   Increase    ------------------
                                     (Decrease)    Rate     Volume   (Decrease)     Rate     Volume
                                     -----------  -------  --------  -----------  --------  --------
                                                            (Dollars In Thousands)
<S>                                  <C>          <C>      <C>       <C>          <C>       <C>
Increase (decrease) in:
   Income from earning assets:
      Loans                          $    7,879   $1,670   $ 6,209   $    1,876   $(2,196)  $ 4,072
      Taxable securities                   (821)     (68)     (753)         (72)      158      (230)
      Nontaxable securities                 (34)      60       (94)        (100)      (47)      (53)
      Other short-term
          investments                       994      350       644         (627)      121      (748)
----------------------------------------------------------------------------------------------------
             Total interest income        8,018    2,012     6,006        1,077    (1,964)    3,041
----------------------------------------------------------------------------------------------------

  Expense from interest-bearing
    liabilities:
      Demand deposits                       379      245       134         (106)     (385)      279
      Savings deposits                      (80)     (39)      (41)        (101)     (129)       28
      Time deposits                       3,997    1,738     2,259         (549)   (1,078)      529
      FHLB advances                       1,289      594       695          116      (487)      603
      Notes payable                           -        -         -         (152)        -      (152)
      Other short-term
        borrowings                          183       85        98          259      (235)      494
----------------------------------------------------------------------------------------------------
          Total interest expense          5,768    2,623     3,145         (533)   (2,314)    1,781
----------------------------------------------------------------------------------------------------

          Net interest income        $    2,250   $ (611)  $ 2,861   $    1,610   $   350   $ 1,260
====================================================================================================
</TABLE>

INVESTMENT  PORTFOLIO

The  carrying  values  of  investment  securities  at  the  indicated  dates are
presented  below.

  As of December 31, (in thousands)         2000     1999      1998
  -------------------------------------------------------------------

  U. S. Government and agency securities   $51,033  $45,158  $ 54,621
  State and municipal securities             4,968    5,486     9,213
  Mortgage-backed securities                21,125   21,117    29,397
  Marketable equity securities               3,752    2,499     2,143
  Restricted and other equity securities     4,047    4,666     5,084
  -------------------------------------------------------------------
    Total                                  $84,925  $78,926  $100,458
  ===================================================================

Investment portfolio policy stresses quality and liquidity.  Expected maturities
differ  from  contractual  maturities because security issuers have the right to
call  or  prepay  obligations  with  or  without  call  or prepayment penalties.
Securities  purchased  during the last several years have had primarily short to
intermediate  term  maturities.


                                       17
<PAGE>
The  following  table  shows the contractual maturities of non-equity investment
securities  at  December  31,  2000  and  the  weighted-average  yields (for all
obligations  on  a  fully  taxable  basis  assuming  a  34%  tax  rate)  on such
securities.

<TABLE>
<CAPTION>
                                                        U.S. Gov't               State and            Mortgage-
                                                        and Agency               Municipal               backed
                                                        Securities              Securities           Securities
  As of December 31, 2000                    Amount          Yield     Amount        Yield   Amount       Yield
  -------------------------------------------------------------------------------------------------------------
                                                                       (Dollars In Thousands)
<S>                                        <C>          <C>          <C>        <C>         <C>      <C>
  Due in one year or less                  $    22,468        5.59%  $     990       6.92%  $ 1,070       6.21%
  Due after one year through five years         21,988        6.08%      3,073       6.57%    2,112       9.48%
  Due after five years through ten years         6,577        6.71%        103       4.90%    2,814       6.02%
  Due after ten years                                -           -         802       7.34%   15,129       4.94%
  -------------------------------------------------------------------------------------------------------------
    Total                                  $    51,033        6.29%  $   4,968       6.60%  $21,125       6.84%
  -------------------------------------------------------------------------------------------------------------
</TABLE>

The  estimated  fair  market value of PAB's investment portfolio at December 31,
2000,  was  approximately $1.3 million above amortized cost.  Excluding the $1.8
million  unrealized  gain  on  stock  invested in the Federal Home Loan Mortgage
Corporation,  the  fair  market  value  of  PAB's  investment portfolio would be
approximately  $600,000  below amortized cost.  Market values vary significantly
as  interest  rates change; however, management expects normal maturities in the
portfolio  to  meet  and  exceed  liquidity  requirements.

Approximately  97% of the investment portfolio is rated "A" or better by Moody's
Investors  Service, Inc.  Non-rated securities are principally issued by various
political  subdivisions within the State of Georgia.  The portfolio is carefully
monitored  to assure there is no unreasonable concentration of securities in the
obligations  of  a  single  debtor.

LOAN  PORTFOLIO

A  sound  credit  policy  and  careful,  consistent credit review are vital to a
successful lending program.  The Banks operate under written loan policies which
attempt  to  maintain a consistent lending philosophy, provide sound traditional
credit  decisions,  provide  an  adequate  return  and  render  service  to  the
communities  in  which  the  Banks  are  located.  Credit  reviews  and  loan
examinations  help  confirm  that the Banks are adhering to these loan policies.

The  Banks  make  both  secured  and  unsecured  loans to individuals, firms and
corporations,  and  both  consumer  and  commercial  lending  operations include
various  types  of credit for the Banks' customers.  Secured loans include first
and  second  real estate mortgage loans.  The Banks also make direct installment
loans  to  consumers  on both a secured and unsecured basis.  The loan portfolio
contains no foreign or energy-related loans or significant concentrations in any
one industry or loan type, with the exception of residential and commercial real
estate  mortgages.

Types  of  Loans

The  amount  of  loans  outstanding  at  the indicated dates is presented in the
following  table  according  to  type  of  loan.

<TABLE>
<CAPTION>
  As of December 31, (in thousands)              2000       1999       1998       1997       1996
  --------------------------------------------------------------------------------------------------
<S>                                            <C>        <C>        <C>        <C>        <C>
  Commercial and financial                     $ 72,942   $ 59,328   $ 56,531   $ 71,355   $ 46,213
  Agricultural                                   23,064      8,197      6,759      7,340      2,517
  Real estate - construction                     40,130     31,858     22,567     19,519     15,462
  Real estate - mortgage                        376,000    332,008    298,211    262,041    258,768
  Installment loans to individuals and other     68,880     63,424     56,825     50,143     48,976
  --------------------------------------------------------------------------------------------------
                                                581,016    494,815    440,893    410,398    371,936
  Unearned income, net                             (279)      (398)      (378)      (493)      (849)
  --------------------------------------------------------------------------------------------------
                                                580,737    494,417    440,515    409,905    371,087
  Allowance for loan losses                      (8,185)    (5,037)    (5,172)    (4,996)    (4,570)
  --------------------------------------------------------------------------------------------------
    Loans, net                                 $572,552   $489,380   $435,343   $404,909   $366,517
  ==================================================================================================
</TABLE>


                                       18
<PAGE>
The  percentage  of loans outstanding at the indicated dates is presented in the
following  table  according  to  type  of  loan.

<TABLE>
<CAPTION>
  As of December 31,                             2000       1999     1998     1997     1996
  -------------------------------------------------------------------------------------------
<S>                                           <C>          <C>      <C>      <C>      <C>
  Commercial and financial                         12.56%   12.00%   12.83%   17.41%   12.45%
  Agricultural                                      3.97%    1.66%    1.54%    1.79%    0.68%
  Real estate - construction                        6.91%    6.44%    5.12%    4.76%    4.17%
  Real estate - mortgage                           64.75%   67.15%   67.70%   63.93%   69.73%
  Installment loans to individuals and other       11.86%   12.83%   12.90%   12.23%   13.20%
  -------------------------------------------------------------------------------------------
                                                  100.05%  100.08%  100.09%  100.12%  100.23%
  Unearned income, net                             -0.05%   -0.08%   -0.09%   -0.12%   -0.23%
  -------------------------------------------------------------------------------------------
                                                  100.00%  100.00%  100.00%  100.00%  100.00%
  Allowance for loan losses                        -1.41%   -1.02%   -1.17%   -1.22%   -1.23%
  -------------------------------------------------------------------------------------------
     Loans, net                                    98.59%   98.98%   98.83%   98.78%   98.77%
  ===========================================================================================
</TABLE>

Maturities  and  Sensitivities  of  Loans  to  Changes  in  Interest  Rates

A  schedule  of  loans maturing, based on contractual terms, is presented in the
following  table  for  selected  loan  types.

<TABLE>
<CAPTION>
                                               Commercial                  Real Estate -
  As of December 31, (in thousands)           & Financial   Agricultural    Construction
-----------------------------------------------------------------------------------------
<S>                                           <C>           <C>            <C>
  Due in one year or less                     $     36,345  $      15,205  $       18,687
  Due after one year through five years             31,721          7,751          16,658
  Due after five years                               4,876            108           4,785
-----------------------------------------------------------------------------------------
      Total                                   $     72,942  $      23,064  $       40,130
=========================================================================================

  Of the above loans maturing after one year,
    those with predetermined fixed rates      $     23,242  $       4,737  $       14,254
    those with floating or adjustable rates         13,355          3,122           7,189
-----------------------------------------------------------------------------------------
      Total maturing after one year           $     36,597  $       7,859  $       21,443
=========================================================================================
</TABLE>

Nonperforming  Loans

The  amount  of  nonperforming  loans  outstanding  at  the  indicated  dates is
presented  in  the  following  table  by  category.

<TABLE>
<CAPTION>
  As of December 31, (in thousands)                   2000    1999    1998    1997   1996
  ----------------------------------------------------------------------------------------
<S>                                                  <C>     <C>     <C>     <C>     <C>
  Loans accounted for on a nonaccrual basis          $2,430  $2,395  $1,567  $  825  $ 730
  Accruing loans which are contractually past due
    90 days or more as to principal or interest
    payments                                            509     273     199     178    265
  Loans not included above which are "troubled
    debt restructurings" as defined in SFAS No. 15        -       -       -       -      -
  Other impaired loans                                4,433       -       -       -      -
------------------------------------------------------------------------------------------
      Total nonperforming loans                      $7,372  $2,668  $1,766  $1,003  $ 995
==========================================================================================
</TABLE>

For  the year ended December 31, 2000, the gross interest income that would have
been  recorded  in  the period had the above nonperforming loans been current in
accordance  with  their  original  terms and had been outstanding throughout the
year  was  approximately  $488,000.  The  amount of interest income on the above
nonperforming  loans that was included in net income for the year ended December
31,  2000  was  approximately  $115,000.

The  accrual of interest on loans is discontinued when, in management's opinion,
the  borrower  may  be unable to meet payments as they become due.  All interest
accrued  but  not  collected  for  loans that are placed on nonaccrual status or
charged off is reversed against interest income.  The Interest on these loans is
subsequently  accounted  for  on  a  cash-basis  or  cost-recovery  method until
qualifying for a return to accrual status.  Loans are returned to accrual status
when  all  the  principal  and  interest  amounts  contractually due are brought
current  and  future  payments  are  reasonably  assured.


                                       19
<PAGE>
Included  as  other  impaired  loans  in  the schedule of nonperforming loans at
December  31, 2000, are loans to one borrower totaling approximately $4,433,000.
These loans are conditionally guaranteed by the U. S. Department of Agriculture.
However,  these  loans  are  considered  by  management  to be impaired loans as
defined  in  SFAS  No.  114, because the loans have deteriorated to the point of
loss  and  management is relying on the USDA's guaranty to avoid further losses.
During  the  fourth  quarter  of  2000,  management charged-off the unguaranteed
balances  and established a reserve for interest accrued but uncollected through
year  end.

A  potential  problem  loan  is  any  loan  which  is  not  disclosed  above  as
nonperforming, but where known information about possible credit problems of the
borrower  causes  management  to  have  serious doubts as to the ability of such
borrower  to  comply  with the present loan repayment terms.  As of December 31,
2000,  excluding  those  loans  classified  as  nonperforming,  there  were  no
significant  loans  that  management  considered  as  potential  problem  loans.

SUMMARY  OF  LOAN  LOSS  EXPERIENCE

Analysis  of  the  Allowance  for  Loan  Losses

The  following  table  summarizes the activity in the allowance for loan losses,
the  average  balance  of  loans  outstanding,  and  the  ratio  of  net  losses
experienced  for  each  of  the  last  five  years.

<TABLE>
<CAPTION>
For the Years Ended December 31, (in thousands)           2000       1999       1998       1997       1996
-------------------------------------------------------------------------------------------------------------
<S>                                                     <C>        <C>        <C>        <C>        <C>
Balance at beginning of year                            $  5,037   $  5,172   $  4,996   $  4,570   $  4,209
Charge-offs:
  Commercial, financial and agricultural                     680        444        207         97         56
  Real estate - construction                                 110         13          -          -          -
  Real estate - mortgage (commercial and residential)        393        191         45         36         89
  Installment loans to individuals and other loans           401        568        571        314        171
-------------------------------------------------------------------------------------------------------------
                                                           1,584      1,216        823        447        316
-------------------------------------------------------------------------------------------------------------
Recoveries:
  Commercial, financial and agricultural                      59         10         16         14          2
  Real estate - construction                                   -          -          -          -          -
  Real estate - mortgage (commercial and residential)         72          -         22         16          -
  Installment loans to individuals and other loans            51         86         58         50         42
-------------------------------------------------------------------------------------------------------------
                                                             182         96         96         80         44
-------------------------------------------------------------------------------------------------------------
  Net charge-offs                                          1,402      1,120        727        367        272
-------------------------------------------------------------------------------------------------------------
Additions provided to the allowance
  charged to operations                                    4,099        985        903        793        633
Allowance for loan losses of acquired bank                   451          -          -          -          -
-------------------------------------------------------------------------------------------------------------
Balance at end of year                                  $  8,185   $  5,037   $  5,172   $  4,996   $  4,570
=============================================================================================================

Average balance of loans outstanding                    $534,340   $467,149   $425,210   $390,496   $358,378
=============================================================================================================

Ratio of net charge-offs during the year to average
  loans outstanding during the year                         0.26%      0.24%      0.17%      0.09%      0.08%
=============================================================================================================
</TABLE>


Allocation  of  the  Allowance  for  Loan  Losses

The Banks have allocated the allowance for credit losses according to the amount
deemed  to  be  reasonably  necessary  at  each  year  end  to  provide  for the
possibility of losses being incurred within the categories of loans set forth in
the  table  below,  based on management's evaluation of the loan portfolio.  The
allocation  of  the  allowance to each category is not necessarily indicative of
future losses and does not restrict the use of the allowance to absorb losses in
any  other  category.


                                       20
<PAGE>
The  components  of  the  allowance  for credit losses for each of the past five
years  are  presented  below.

<TABLE>
<CAPTION>
As of December 31,            2000                1999                1998               1997                1996
--------------------------------------------------------------------------------------------------------------------------
                                Percent of          Percent of          Percent of          Percent of          Percent of
                                  Loans in            Loans in            Loans in            Loans in            Loans in
                                  Category            Category            Category            Category            Category
                                  to Total            to Total            to Total            to Total            to Total
                        Amount       Loans  Amount       Loans  Amount       Loans  Amount       Loans  Amount       Loans
--------------------------------------------------------------------------------------------------------------------------
                                                              (Dollars In Thousands)
<S>                     <C>      <C>        <C>     <C>         <C>     <C>         <C>      <C>        <C>     <C>
Commercial, financial
  and agricultural      $  579       16.5%  $  687       13.7%  $  742       14.3%  $  958       19.2%  $  666       13.1%
Real estate -
  construction             712        6.9%     324        6.4%     265        5.1%     237        4.7%     202        4.2%
Real estate -
  mortgage               2,333       64.7%   3,380       67.1%   3,498       67.7%   3,190       63.9%   3,074       69.5%
Installment loans to
  Individuals              780       11.9%     646       12.8%     667       12.9%     611       12.2%     628       13.2%
Unallocated              3,781                   -                   -                   -                   -
--------------------------------------------------------------------------------------------------------------------------
  Total                 $8,185      100.0%  $5,037       00.0%  $5,172      100.0%  $4,996      100.0%  $4,570      100.0%
==========================================================================================================================
</TABLE>

The allowance for loan losses as a percentage of nonperforming loans was 111.03%
at  December  31,  2000,  compared  to 188.79% at December 31, 1999.  Management
considers  the current level of the allowance for loan losses adequate to absorb
losses  from loans in the portfolio.  Management's determination of the adequacy
of  the  allowance  for  loan  losses,  which  is  based on the factors and risk
identification  procedures  previously  discussed, requires the use of judgments
and  estimations  that  may  change  in  the future.  Unfavorable changes in the
factors  used  by  management to determine the adequacy of the allowance, or the
availability of new information, could cause the allowance for loan losses to be
increased  or  decreased  in  future  periods.

DEPOSITS

The  following  table  summarizes  average deposits and related weighted average
rates  for  each  of  the  three  years  presented.

<TABLE>
<CAPTION>
  For the Year Ended December 31,          2000                1999              1998
--------------------------------------------------------------------------------------------
                                               Average            Average            Average
                                     Amount       Rate    Amount     Rate    Amount     Rate
--------------------------------------------------------------------------------------------
<S>                                 <C>       <C>       <C>       <C>      <C>       <C>
                                                       (Dollars In Thousands)
  Noninterest-bearing demand        $ 66,957        -   $ 64,000       -   $ 70,956       -
  Interest-bearing demand            116,661     2.88%   111,642    2.67%   102,390    3.01%
  Savings                             28,723     2.52%    30,267    2.66%    29,358    3.09%
  Time                               335,935     5.99%   294,673    5.47%   285,618    5.84%
--------------------------------------------------------------------------------------------
    Total                           $548,276     4.44%  $500,582    3.98%  $488,322    4.23%
--------------------------------------------------------------------------------------------
</TABLE>

The  maturities of time deposits of $100,000 or more as of December 31, 2000 are
summarized  below.

                                   Amount (in thousands)
  ------------------------------------------------------
  Three months or less                  $         25,900
  Over three through six months                   24,598
  Over six through twelve months                  50,294
  Over twelve months                              35,994
  ------------------------------------------------------
     Total                              $        136,786
  ======================================================

BORROWINGS

PAB  utilizes  external funding sources to fund growth and operations, including
advances  from  the  Federal  Home  Loan  Bank of Atlanta, Georgia (the "FHLB"),
Federal  funds  purchased  and  a line of credit.  The most significant of these
sources of funds during 2000 was the FHLB advances, which averaged $56.7 million
during  2000.  The  advances  outstanding  at  December  31,  2000 totaled $58.7
million  with  a  weighted-average  stated  interest  rate of 6.41%.  For a more
detailed  discussion of the FHLB advances and other borrowings of PAB, see Notes
8  and  9  to  the  Consolidated  Financial  Statements  included  herein.


                                       21
<PAGE>
LIQUIDITY  AND  CAPITAL  RESOURCES

Liquidity  is  an important factor in the financial condition of PAB and affects
PAB's ability to meet the borrowing needs and deposit withdrawal requirements of
its  customers.  Assets,  consisting  principally  of  loans  and  investment
securities,  are  funded  by  customer  deposits,  borrowed  funds, and retained
earnings.

The  investment  portfolio  has  been one of PAB's primary sources of liquidity.
Maturities of securities provide a constant flow of funds that are available for
cash needs.  Contractual investment securities that mature within one year total
$24.5  million.  However,  mortgage-backed  securities  and securities with call
provisions create cash flows earlier than the contractual maturities.  Estimates
of  prepayments  on  mortgage-backed  securities  and call provisions on Federal
agency  and  state  and  municipals  increase  the forecasted cash flow from the
investment  portfolio.  Maturities  in  the loan portfolio also provide a steady
flow  of  funds.  In  addition,  PAB's  liquidity  continues to be enhanced by a
relatively  stable core deposit base and the availability of additional advances
from  the  FHLB.  At  December 31, 2000, PAB's liquidity ratio was 20.1% and its
dependency  ratio  was  12.9%.

PAB's  liquidity  from  investments  is  somewhat  limited  since the Banks have
pledged  certain  investments  to  secure  public  deposits,  certain  borrowing
arrangements, and for other purposes.  At December 31, 2000, approximately 61.2%
of  PAB's  investments  were  pledged  as  collateral  to  others.

The  Consolidated  Financial  Statements  do not reflect various commitments and
contingent  liabilities  that  arise  in  the  normal course of business.  These
off-balance sheet financial instruments include commitments to extend credit and
standby  letters  of  credit.  Such  financial  instruments  are included in the
financial  statements  when  funds  are  distributed  or  the instruments become
payable.  At  December 31, 2000, the Banks had outstanding commitments to extend
credit through open lines of credit of approximately $58,371,000 and outstanding
standby  letters  of  credit  of  approximately  $1,083,000.  For  more detailed
disclosure  on the commitments and contingent liabilities of PAB, see Note 19 to
the  Consolidated  Financial  Statements  included  herein.

At  December  31,  2000,  PAB  had  outstanding  commitments  to  complete  the
construction of two bank branch offices, for the installation and training costs
of  a  new  loan  platform  system,  and for the conversion of Friendship's data
processing  systems.  Management  plans  to  fund  these  expenditures, totaling
approximately  $2.1  million,  with cash provided from operations in 2001.  Cash
flows  from  operations  were  $11.3  million  in  2000.

Stockholders'  Equity

PAB  maintains  a ratio of stockholders' equity to total assets that is adequate
relative  to  industry  standards.  PAB's ratio of stockholders' equity to total
assets  was  8.9%  at December 31, 2000, compared to 10.5% at December 31, 1999.
PAB  and  its  subsidiary  banks  are  required  to comply with capital adequacy
standards  established  by  the  Federal  Reserve and the FDIC.  See the section
titled  "Capital  Adequacy"  under  Supervision and Regulation in Item 1 of this
document  for  more  information  on  the regulatory capital adequacy standards.

The  following  table  summarizes  PAB's capital ratios at December 31, 2000 and
1999.  For more detailed disclosure on the capital ratios of PAB, see Note 21 to
the  Consolidated  Financial  Statements  included  herein.

                                                                        Minimum
                                                                     Regulatory
                                                     2000   1999    Requirement
-------------------------------------------------------------------------------
  Total Capital to Risk Weighted Assets              12.5%  15.0%          8.0%
  Tier 1 Capital to Risk Weighted Assets             11.1%  14.0%          4.0%
  Tier 1 Capital to Average Assets (Leverage Ratio)   8.7%  11.8%          4.0%
-------------------------------------------------------------------------------


                                       22
<PAGE>
RESULTS  OF  OPERATIONS

NET  INTEREST  INCOME

Net  interest income for 2000, on a tax equivalent basis increased $2.3 million,
or  8.4%,  from  1999.  This increase can be attributed to the $67.2 million, or
14.4%,  increase  in  average  loans outstanding.  The average balance sheet for
2000  grew $65.0 million due to strong loan demand and the entry into new growth
markets.  PAB  funded  this  loan  growth  by  liquidating investments, offering
promotional rate time deposits, and borrowing short-term advances from the FHLB.
During  2000,  PAB's  cost  of  funds  increased  by  55  basis  points.

Net  interest income for 1999, on a tax equivalent basis increased $1.6 million,
or  6.4%  from  1998.  This  increase can be attributed to the $22.6 million, or
4.1%,  increase  in  average interest earning assets.  The average balance sheet
for  1999 grew $32.2 million, or 5.4%, due to loan demand in the Bank's markets.
The  net  interest  margin  increased  as  PAB's  cost  of  funds  decreased.

The table below illustrates the changes in the net interest margin over the past
three  years.

<TABLE>
<CAPTION>
  For  the  Year  Ended  December  31,        2000                   1999                    1998
  ----------------------------------------------------------------------------------------------------------
                                      Interest   Percent of   Interest   Percent of   Interest   Percent of
                                       Income/      Earning    Income/      Earning    Income/      Earning
                                       Expense       Assets    Expense       Assets    Expense       Assets
  ----------------------------------------------------------------------------------------------------------
                                                             (Dollars In Thousands)
<S>                                   <C>        <C>          <C>        <C>          <C>        <C>
  Interest income                     $  57,526        8.98%  $  49,495        8.58%  $  48,385        8.73%
  Tax-equivalent adjustment                 116        0.01%        129        0.02%        162        0.03%
  ----------------------------------------------------------------------------------------------------------
  Interest income, taxable equivalent    57,642        8.99%     49,624        8.60%     48,547        8.76%
  Interest expense                       28,674        4.47%     22,906        3.97%     23,439        4.23%
  ----------------------------------------------------------------------------------------------------------
  Net interest income,
    taxable equivalent                $  28,968        4.52%  $  26,718        4.63%  $  25,108        4.53%
  ==========================================================================================================

  Average Earning Assets              $ 640,889               $ 576,729               $ 554,127
  ==========================================================================================================
</TABLE>

PROVISION  FOR  LOAN  LOSSES

The  provision  for loan losses is the charge to operating earnings necessary to
maintain  an  adequate  allowance  for  loan losses.  Through the provision, PAB
maintains  an  allowance for loan losses that management believes is adequate to
absorb  losses inherent in the loan portfolio.  However, 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
procedures,  periodically review the Banks' allowance for loan losses.  Based on
their  judgments  about  information  available  to  them  at  the time of their
examination, such agencies may require the Banks to recognize additions to their
allowance  for  loan  losses.

On  a  monthly  basis,  management  analyzes  the  allowance  for  loan  losses,
nonperforming  loans,  and  net  charge-offs  to  assess  the  adequacy  of  the
allowance.  At  December 31, 2000, the allowance as a percent of total loans was
1.41%,  compared  to  1.02%  at  December  31,  1999.

During the fourth quarter of 2000, management elected to make a special one-time
provision  of  $1.75  million  to  the  Bank's  allowance  for  loan  losses.
Uncertainties  about  a  rapidly  slowing  economy  and a growing loan portfolio
spurred  the timing of management's decision.  In addition, PAB converted Baxley
from  a  federal  savings  bank  to  a  state  commercial  bank.  In doing so, a
conversion  provision  of  $300,000  was  made to bring their allowance for loan
losses to that of comparable commercial banks.  Before the conversion provision,
Baxley's  allowance as a percent of total loans was 0.79%.  After the conversion
provision,  the  ratio  was  1.09%.

The  ratio of nonperforming loans to total loans was 1.27% and 0.54% at December
31, 2000 and 1999, respectively. Included in nonperforming loans at December 31,
2000,  were  loans  to one borrower totaling approximately $4.4 million that are
conditionally  guaranteed  by  the USDA. Excluding these loans, this ratio would
have  been  0.51%.


Net  charge-offs  as a percent of average loans remained fairly low at 0.26% and
0.24%  for  the  years  ended  December  31,  2000  and  1999,  respectively.


                                       23
<PAGE>
NONINTEREST  INCOME

The following table summarizes noninterest income for PAB during the three years
ended  December  31,  2000.

<TABLE>
<CAPTION>
  For  the  Year  Ended  December  31,      2000                     1999                      1998
  ---------------------------------------------------------------------------------------------------
                                                       Percent                   Percent
                                                        Change                    Change
                                           Amount   2000 vs. 1999    Amount   1999 vs. 1998   Amount
  ---------------------------------------------------------------------------------------------------
                                                             (Dollars In Thousands)
<S>                                       <C>       <C>             <C>       <C>             <C>
  Service charges on deposit accounts     $ 3,881       6.9%        $ 3,630        10.6%      $ 3,281
  Mortgage origination fees                   439     -22.8%            569       -21.5%          725
  Insurance commissions and fees              302      37.3%            220        -6.4%          235
  Brokerage commissions and fees              125         -               -           -             -
  Other commissions and fees                  238      88.9%            126       -40.8%          213
  Securities transactions, net                (24)     29.4%            (34)     -409.1%           11
  Equity in earnings of Empire                563     -17.3%            681        85.1%          368
  Gain (loss) on disposal of assets          (154)  -1500.0%             11       -89.5%          105
  Earnings on bank-owned life insurance       140     -74.1%            541       416.7%          105
  Other                                       246     -22.2%            316        41.7%          223
  ---------------------------------------------------------------------------------------------------
     Total Noninterest Income             $ 5,756      -5.0%        $ 6,060        15.1%      $ 5,266
  ===================================================================================================
</TABLE>

The  majority  of  the decrease in 2000 was due to a decrease in the earnings on
bank-owned  life  insurance  policies  of  $401,000  and  a $154,000 loss on the
disposal  of  assets.  In  1999,  PAB  collected  $511,000  in split-dollar life
insurance  benefits on the untimely death of one of its senior banking officers.
In  2000,  PAB  disposed  of  two former bank properties and miscellaneous other
assets  for  a  net  loss.

Revenues  from  mortgage  originations  continued to decline during 2000, from a
high  in  1998  of  $725,000,  to  only  $439,000 in 2000.  The decline in these
revenues  is  due  to  an  increase  in mortgage rates during 1999 and 2000 that
slowed  the  demand  for  mortgage refinancings as well as increased competition
locally  and  over  the  Internet  that  has  lead  to more competitive pricing.

PAB's  equity  in  the net earnings of Empire, an unconsolidated subsidiary (see
Note  6  of  the Consolidated Financial Statements), also decreased $118,000, or
17.3%,  as  the  result  of  weaker commercial loan demand and tighter liquidity
levels  of  its  bank  customers  as  compared  to  1999.

The  $125,000  in  brokerage  commissions during 2000 were generated through PAB
Financial  Services,  which  did  not  began  operations  until  late  1999.

NONINTEREST  EXPENSE

The  following  table  summarizes  noninterest expenses for PAB during the three
years  ended  December  31,  2000.

<TABLE>
<CAPTION>
  For  the  Year  Ended  December  31,      2000                     1999                      1998
  ---------------------------------------------------------------------------------------------------
                                                       Percent                   Percent
                                                        Change                    Change
                                           Amount   2000 vs. 1999    Amount   1999 vs. 1998   Amount
  ---------------------------------------------------------------------------------------------------
                                                         (Dollars In Thousands)
<S>                                      <C>      <C>             <C>      <C>               <C>
  Salaries and wages                     $ 9,259        11.8%     $ 8,278         12.4%      $ 7,364
  Employee benefits                        2,256         1.7%       2,219         26.0%        1,761
  Net occupancy expense of premises        1,165        18.5%         983         11.7%          880
  Furniture and equipment expense          1,732        20.2%       1,441          1.7%        1,417
  Amortization of intangible assets          360         0.8%         357            -           357
  Advertising and business development       526        37.1%         384          8.6%          353
  Supplies and printing                      631        23.2%         512         -6.4%          547
  Postage and courier                        459        -1.7%         467         20.4%          388
  Legal and accounting fees                  470         9.9%         427         -7.7%          463
  Outside consulting fees                    437        90.8%         229         24.4%          184
  Director and committee fees                568        18.2%         481         13.2%          424
  Merger and acquisition costs                49       -90.8%         535        -13.7%          620
  Conversion costs                           833           -            -            -             -
  Other                                    3,129        17.9%       2,653          7.6%        2,466
  --------------------------------------------------------------------------------------------------
    Total Noninterest Expense            $21,874        15.3%     $18,966         10.1%      $17,224
  ==================================================================================================
</TABLE>


                                       24
<PAGE>
Salaries  and  employee  benefits  increased  a  combined $1.0 million, or 9.7%,
during  2000  due to normal annual salary increases and the hiring of additional
staff  for new branches and the holding company office in the second half of the
year.  Excluding  Friendship,  the number of full-time equivalent employees grew
7.9%,  from  266  at  December  31,  1999  to  287  at  December  31,  2000.

Net  occupancy  and  furniture  and  equipment  expenses  increased  a  combined
$473,000, or 19.5%, as the holding company office and two new bank branches were
placed  in  service  during the year.  In addition, depreciation and maintenance
costs  increased  during  the  fourth  quarter  as a result of the conversion to
approximately  $2.5  million  in  new  equipment  and  software.

Fees  paid to outside consulting firms increased $208,000, or 90.8%, during 2000
as  a result of special consultation engagements for management and the Board on
strategic  planning,  human  resources,  compensation,  data  processing  and
operational issues.  Several of these engagements correspond with the conversion
and  consolidation  projects.

The  total  of all other noninterest expenses increased $1.4 million in 2000, or
24.9%  compared  to 1999.  This increase was due primarily to $833,000 in direct
conversion  costs.  Merger costs decreased $485,000 as the costs associated with
the  acquisition  in  2000  was  pushed down to the acquired bank under purchase
accounting  rules.  Merger costs in 1999 and 1998 were expensed to operations as
incurred  since  those acquisitions were accounted using the pooling of interest
method.  The increase in other costs was primarily the result of the significant
growth  of  PAB  during  the  year  and  additional conversion related costs not
separately  identifiable.

INCOME  TAXES

PAB  experienced  pre-tax  operating  earnings  of  $8.6 million for 2000, which
resulted  in  a  tax  provision  of  $2.9  million.  The effective rate of 33.7%
increased  from  an  effective  rate  of 31.5% in 1999.  For more information on
income  taxes,  see  Note  10  of the Consolidated Financial Statements included
herein.

FOURTH  QUARTER  RESULTS

PAB  had  a  net loss of $583,000, or $0.06 per share, for the fourth quarter of
2000,  compared  to  $0.23  per share in the fourth quarter of 1999.  Previously
mentioned  nonrecurring  charges for conversion costs, additional provisions for
loan  losses, and a reserve for uncollected interest during the quarter were the
primary  cause for the operating loss.  PAB also incurred additional expenses in
opening  two  branches  during  the  quarter.

The  net  interest  margin  was  4.22%,  which compared to fourth quarter 1999's
4.62%.  The  average yield on earning assets rose from 8.62% in 1999 to 9.12% in
2000,  however the average rate on interest-bearing liabilities increased nearly
a  full  percentage  point  from  4.61%  in  1999 to 5.60% in 2000.  The rise in
interest  expense during the period was primarily due to higher rates during the
period  in  comparison  to  1999.

IMPACT  OF  INFLATION

Inflation  impacts the growth in total assets in the banking industry and causes
a  need  to  increase equity capital at higher than normal rates to meet capital
adequacy  requirements.  PAB  copes  with  the  effects  of  inflation  through
effectively managing its interest rate sensitivity gap position, by periodically
reviewing  and  adjusting its pricing of services to consider current costs, and
through  managing  its  dividend  payout policy relative to its level of income.

RECENT  ACCOUNTING  PRONOUNCEMENTS

In management's opinion, there are no recent accounting pronouncements that have
had  a  material impact on PAB's earnings or financial position as of or for the
year  ended December 31, 2000. For more detailed disclosure on recent accounting
developments,  see  Note  1  to  the  Consolidated Financial Statements included
herein.


                                       25
<PAGE>
ITEM  7A.  QUANTITATIVE  AND  QUALITATIVE  DISCLOSURES  ABOUT  MARKET  RISK

PAB is exposed to U.S. dollar interest rate changes and accordingly, PAB manages
exposure  by  considering  the possible changes in the net interest margin.  PAB
does  not  have  any trading instruments nor does it classify any portion of the
investment  portfolio  as  held for trading.  PAB does not engage in any hedging
activities or enter into any derivative instruments with a higher degree of risk
than  mortgage-backed  securities,  which  are  commonly  held  pass  through
securities.  Finally,  PAB  has  no material direct exposure to foreign currency
exchange  rate  risk,  commodity  price  risk,  and  other  market  risks.

Interest  rates  play  a  major  part  in the net interest income of a financial
institution.  The  sensitivity to rate changes is known as "interest rate risk."
The  repricing  of  interest earning assets and interest-bearing liabilities can
influence  the changes in net interest income.  As part of PAB's asset/liability
management program, the timing of repriced assets and liabilities is referred to
as  Gap  management.  It is PAB's policy to maintain a Gap ratio in the one-year
time  horizon  of  .80  to  1.20.  The  table  below  has  two  measures of Gap,
regulatory  and  management  adjusted.  The  Regulatory  Gap  considers  only
contractual  maturities  or  repricings.  The  management adjusted Gap considers
such  things  as  prepayments  on certain interest rate sensitive assets and the
circumstances under which core deposits are repriced.  Although interest-bearing
transaction  accounts  are  available  to  reprice  in  the  three-month window,
historical  experiences  show  these deposits more stable over the course of one
year.  The  management adjusted Gap indicates PAB is somewhat asset sensitive in
relation  to  changes  in  market  interest  rates.  Being asset sensitive would
result  in  net  interest  income  increasing  in  a rising rate environment and
decreasing  in  a  declining  rate  environment.

PAB  uses  simulation  analysis to monitor changes in net interest income due to
changes in market interest rates.  The simulation of rising, declining, and flat
interest  rate  scenarios  allow  management to monitor and adjust interest rate
sensitivity to minimize the impact of market interest rate swings.  The analysis
of  the impact on net interest income over a twelve-month period is subjected to
a  gradual  150 basis point increase or decrease in market rates on net interest
income  and  is  monitored on a quarterly basis.  As of year end, the simulation
model  projected net interest income would increase 0.9% if rates gradually rise
by  150 basis points over the next year.  On the other hand, the model projected
net  interest  income  to  decrease 3.2% if rates gradually decline by 150 basis
points  over the next year.  PAB's policy states that net interest income cannot
change  over  +/-  5%  using  this  analysis and presently, PAB is within policy
guidelines.

  CUMULATIVE  GAP  ANALYSIS

  Regulatory  Defined
                                    3-Month    6-Month    1-Year
------------------------------------------------------------------
                                         (Dollars in thousands)

  Rate Sensitive Assets (RSA)       $245,785  $289,741   $374,635
  Rate Sensitive Liabilities (RSL)   228,011   307,799    457,414
------------------------------------------------------------------
  RSA minus RSL (Gap)               $ 17,774  $(18,058)  $(82,779)

  Gap Ratio (RSA/RSL)                   1.08      0.94       0.82


  Management Adjusted
                                     3-Month   6-Month     1-Year
------------------------------------------------------------------
                                         (Dollars in thousands)

  Rate Sensitive Assets (RSA)       $245,785  $289,741   $374,635
  Rate Sensitive Liabilities (RSL)   155,783   250,016    414,078
------------------------------------------------------------------
  RSA minus RSL (Gap)               $ 90,002  $ 39,725   $(39,443)

  Gap Ratio (RSA/RSL)                   1.58      1.16       0.90


                                       26
<PAGE>
ITEM  8.  FINANCIAL  STATEMENTS  AND  SUPPLEMENTARY  DATA

QUARTERLY  FINANCIAL  SUMMARY  FOR  2000  AND  1999

The  quarterly  information  reported  previously  on Form 10-Q for the quarters
indicated  below  has been restated to reflect the 1999 Baxley merger, which was
accounted  for  as  a  pooling  of  interests.  Management has also made certain
reclassification  changes  in  order  to  be consistent with the classifications
adopted  with  the  current  year  presentation.

<TABLE>
<CAPTION>
                                                 Quarterly Period Ended
                                       March 31   June 30   September 30    December 31
----------------------------------------------------------------------------------------
                                             (In Thousands, Except Per Share Data)
<S>                                    <C>        <C>       <C>            <C>

Year Ended December 31, 2000:
  Interest income                      $  13,473  $ 13,882  $      14,673  $     15,498
  Interest expense                         6,223     6,569          7,544         8,338
----------------------------------------------------------------------------------------
    Net interest income                    7,250     7,313          7,129         7,160
  Provision for loan losses                  391       337            367         3,004
----------------------------------------------------------------------------------------
    Net interest income
      after provision for
      loan losses                          6,859     6,976          6,762         4,156
  Other income                             1,340     1,328          1,576         1,512
  Other expenses                           5,036     5,261          4,991         6,586
----------------------------------------------------------------------------------------
    Income (loss) before
      income taxes                         3,163     3,043          3,347          (918)
  Income tax (benefit)                     1,038     1,034          1,172          (335)
----------------------------------------------------------------------------------------
    Net income (loss)                  $   2,125  $  2,009  $       2,175  $       (583)
========================================================================================

  Basic earnings (loss) per share      $    0.22  $   0.21  $        0.23  $      (0.06)
  Diluted earnings (loss) per share    $    0.22  $   0.21  $        0.23  $      (0.06)


Year Ended December 31, 1999:
  Interest income                      $  11,889  $ 12,190  $      12,450  $     12,966
  Interest expense                         5,702     5,574          5,597         6,033
----------------------------------------------------------------------------------------
    Net interest income                    6,187     6,616          6,853         6,933
  Provisions for loan losses                 162       198            224           401
----------------------------------------------------------------------------------------
    Net interest income
      after provision for
      loan losses                          6,025     6,418          6,629         6,532
  Other income                             1,510     1,362          1,393         1,795
  Other expenses                           4,518     4,516          4,661         5,271
----------------------------------------------------------------------------------------
    Income before income taxes             3,017     3,264          3,361         3,056
  Income taxes                               974     1,132          1,099           800
----------------------------------------------------------------------------------------
    Net income                         $   2,043  $  2,132  $       2,262  $      2,256
========================================================================================

  Basic earnings per share             $    0.21  $   0.22  $        0.24  $       0.23
  Diluted earnings per share           $    0.21  $   0.22  $        0.23  $       0.23
</TABLE>


                                       27
<PAGE>
MANAGEMENT'S  RESPONSIBILITY  FOR  FINANCIAL  REPORTING

The  management  of  PAB  is  responsible  for  the preparation of the financial
statements,  related  financial data and other information in this Annual Report
on  Form  10-K.  The  financial  statements  are  prepared  in  accordance  with
generally  accepted  accounting  principles  and  include  amounts  based  on
management's  estimates  and  judgment where appropriate.  Financial information
appearing  throughout  this  Annual  Report  on Form 10-K is consistent with the
financial  statements.

PAB's  accounting  system,  which  records,  summarizes  and  reports  financial
transactions,  is  supported  by  an  internal  control structure which provides
reasonable  assurance  that  assets  are  safeguarded  and that transactions are
recorded  in  accordance  with  PAB's  policies  and  established  accounting
procedures.  As  an  integral  part  of  the  internal  control  structure,  PAB
maintains  a professional staff of internal auditors who monitor compliance with
and  assess  the  effectiveness  of  the  internal  control  structure.

The  Audit  Committee  of  PAB's  Board of Directors, composed solely of outside
directors,  meets  regularly  with  PAB's  management,  internal  auditors  and
independent  public  accountants  to  review  matters  relating  to  financial
reporting,  internal control structure and the nature, extent and results of the
audit effort.  The independent public accountants and the internal auditors have
access  to  the  Audit  Committee  with  or  without  management  present.

The  financial  statements have been audited by Stewart, Fowler & Stalvey, P.C.,
independent  public  accountants,  who  render  an  independent  opinion  on
management's  financial  statements.  Their  appointment  was recommended by the
Audit  Committee,  approved  by  the  Board  of  Directors  and  ratified by the
stockholders.  Their  examination provides an objective assessment of the degree
to  which  PAB's  management  meets  its responsibility for financial reporting.
Their opinion on the financial statements is based on auditing procedures, which
include  reviewing  the  internal  control structure to determine the timing and
scope  of  audit  procedures  and  performing selected tests of transactions and
records  as  they  deem appropriated.  These auditing procedures are designed to
provide a reasonable level of assurance that the financial statements are fairly
presented  in  all  material  respects.

     R.  Bradford  Burnette       Michael  E.  Ricketson        Jay  Torbert
     Chairman  and                Chief Financial Officer       Controller
     Chief Executive Officer


                                       28
<PAGE>
                          INDEPENDENT AUDITOR'S REPORT


Board of Directors and Stockholders
PAB Bankshares, Inc. and Subsidiaries

We  have  audited  the  accompanying consolidated statements of condition of PAB
Bankshares,  Inc. and its Subsidiaries as of December 31, 2000 and 1999, and the
related  consolidated  statements of income, comprehensive income, stockholders'
equity  and  cash  flows for the years then ended.  These consolidated financial
statements  are  the  responsibility  of  the  Company's  management.  Our
responsibility  is  to  express  an  opinion  on  these  consolidated  financial
statements  based on our audits.  We did not audit the statement of condition as
of  December  31,  2000  of Friendship Community Bank, a wholly-owned subsidiary
which statement reflects total assets constituting 6.2% as of December 31, 2000,
of  the  related consolidated total assets.  That statement was audited by other
auditors  whose  report has been furnished to us, and our opinion, insofar as it
relates  to  the amounts included for Friendship Community Bank, is based solely
on  the  report  of  the  other  auditors.

We conducted our audit in accordance with generally accepted auditing standards.
Those  standards require that we plan and perform the audit to obtain reasonable
assurance  about  whether  the  consolidated  financial  statements  are free of
material  misstatement.  As  audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the consolidated 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 audits and the report of the other
auditors  provide  a  reasonable  basis  for  our  opinion.

In  our  opinion,  based on our audits and the report of the other auditors, the
consolidated  financial  statements  referred  to  above  present fairly, in all
material  respects,  the  financial  position  of  PAB  Bankshares, Inc. and its
Subsidiaries  as  of  December  31,  2000  and  1999,  and  the results of their
operations  and  their  cash  flows  for the years then ended in conformity with
generally  accepted  accounting  principles.

We  previously  audited  and  reported on the consolidated statements of income,
comprehensive  income,  stockholders'  equity  and cash flows of PAB Bankshares,
Inc.  and  its Subsidiaries for the year ended December 31, 1998, prior to their
restatement  for  the  1999  pooling  of  interests.  The  contribution  of  PAB
Bankshares,  Inc. and Subsidiaries to revenues and net income for the year ended
December  31,  1998  represented  84% and 83% of the respective restated totals.
Separate  financial  statements  of  the  other  companies  included in the 1998
restated  consolidated statements of income, comprehensive income, stockholders'
equity,  and  cash  flows  were  audited  and  reported  on  separately by other
auditors.  We  also  audited  the  combination  of the accompanying consolidated
statements  of  income,  retained  earnings,  and  cash flows for the year ended
December  31, 1998, after restatement for the 1999 pooling of interests.  In our
opinion,  such  consolidated statements have been properly combined on the basis
described  in  Note  1  of  the  notes to the consolidated financial statements.




/s/  Stewart,  Fowler  &  Stalvey,  P.C.
----------------------------------------


Valdosta,  Georgia
January  26,  2001


                                       29
<PAGE>
               REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
               --------------------------------------------------




Shareholders
Friendship  Community  Bank
Ocala,  Florida

     We  have  audited  the  accompanying balance sheets of Friendship Community
Bank as of December 31, 2000 and 1999, and the related statements of operations,
shareholders'  equity, and cash flows for the years then ended.  These financial
statements  are the responsibility of the Bank's management.  Our responsibility
is  to  express  an  opinion  on these financial statements based on our audits.

     We  conducted  our  audits  in  accordance with generally accepted auditing
standards.  These 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  audits  provide  a  reasonable  basis  for  our opinion.

     In  our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Friendship Community Bank as
of  December  31, 2000 and 1999, and for the years then ended in conformity with
generally  accepted  accounting  principles.



                                  /s/  Osburn,  Henning  and  Company
                                  -----------------------------------
                                  OSBURN,  HENNING  AND  COMPANY


Orlando,  Florida
January 12, 2001


                                       30
<PAGE>
<TABLE>
<CAPTION>
                             PAB BANKSHARES, INC. AND SUBSIDIARIES
                             CONSOLIDATED STATEMENTS OF CONDITION
                                  DECEMBER 31, 2000 AND 1999
----------------------------------------------------------------------------------------------

                                                                           2000           1999
                                                                  -------------  -------------
<S>                                                               <C>            <C>
ASSETS
  Cash and due from banks                                         $ 29,697,335   $ 31,524,206
  Interest-bearing deposits in other banks                          13,414,020     11,715,628
  Federal funds sold                                                43,415,000     21,405,000
  Investment securities                                             84,924,830     78,925,871

  Loans                                                            580,736,533    494,417,167
  Allowance for loan losses                                         (8,184,641)    (5,037,074)
                                                                  -------------  -------------
      Net loans                                                    572,551,892    489,380,093
                                                                  -------------  -------------

  Premises and equipment                                            22,380,725     16,378,883
  Goodwill and other intangible assets                               6,450,742      2,357,098
  Investment in unconsolidated subsidiary                               57,639         40,391
  Cash value of bank-owned life insurance policies                   9,041,355      3,429,167
  Foreclosed assets                                                    566,518        762,667
  Other assets                                                      12,406,513      9,049,689
                                                                  -------------  -------------

      Total assets                                                $794,906,569   $664,968,693
                                                                  =============  =============

LIABILITIES AND STOCKHOLDERS' EQUITY
  Deposits:
    Noninterest-bearing                                           $ 70,679,023   $ 64,915,579
    Interest-bearing                                               566,500,715    451,288,404
                                                                  -------------  -------------
        Total deposits                                             637,179,738    516,203,983
                                                                  -------------  -------------

  Federal funds purchased and securities sold under
    agreements to repurchase                                        12,165,591     13,828,094
  Advances from the Federal Home Loan Bank                          58,701,282     60,112,240
  Other borrowings                                                   7,667,280              -
  Other liabilities                                                  8,412,198      5,213,116
                                                                  -------------  -------------
        Total liabilities                                          724,126,089    595,357,433
                                                                  -------------  -------------

  Stockholders' equity:
    Preferred stock, no par value, 1,500,000 shares authorized,
      no shares issued                                                       -              -
    Common stock, no par value, 98,500,000 shares authorized,
      9,501,947 and 9,617,406 shares issued                          1,217,065      1,217,065
  Additional paid-in capital                                        29,754,284     31,236,921
  Retained earnings                                                 38,939,722     37,336,119
  Accumulated other comprehensive income (loss)                        869,409       (178,845)
                                                                  -------------  -------------
        Total stockholders' equity                                  70,780,480     69,611,260
                                                                  -------------  -------------

        Total liabilities and stockholders' equity                $794,906,569   $664,968,693
                                                                  =============  =============
</TABLE>


See  accompanying  notes  to  consolidated  financial  statements.


                                       31
<PAGE>
<TABLE>
<CAPTION>
                               PAB  BANKSHARES,  INC.  AND  SUBSIDIARIES
                                 CONSOLIDATED  STATEMENTS  OF  INCOME
                         YEARS  ENDED  DECEMBER  31,  2000,  1999  AND  1998

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

                                                                      2000          1999         1998
                                                              ------------  ------------  -----------
<S>                                                           <C>           <C>           <C>

INTEREST INCOME
  Interest and fees on loans                                  $51,045,640   $43,165,734   $41,289,920
  Interest and dividends on investment securities:
    Taxable                                                     4,028,030     4,849,344     4,921,212
    Nontaxable                                                    226,732       249,259       315,524
  Other interest income                                         2,225,325     1,230,786     1,857,929
                                                              ------------  ------------  -----------
        Total interest income                                  57,525,727    49,495,123    48,384,585
                                                              ------------  ------------  -----------

INTEREST EXPENSE
  Interest on deposits                                         24,209,959    19,914,138    20,669,846
  Interest on federal funds purchased and securities sold
    under agreements to repurchase                                668,246       484,993       225,840
  Interest on Federal Home Loan Bank advances                   3,796,126     2,507,423     2,391,277
  Interest on other borrowings                                          -             -       151,582
                                                              ------------  ------------  -----------
        Total interest expense                                 28,674,331    22,906,554    23,438,545
                                                              ------------  ------------  -----------

        Net interest income                                    28,851,396    26,588,569    24,946,040

Provision for loan losses                                       4,098,663       985,188       903,404
                                                              ------------  ------------  -----------
        Net interest income after provision for loan losses    24,752,733    25,603,381    24,042,636
                                                              ------------  ------------  -----------

OTHER INCOME
  Service charges on deposit accounts                           3,880,560     3,629,687     3,280,408
  Other fee income                                              1,105,167       914,987     1,173,280
  Securities transactions, net                                    (23,630)      (33,629)       11,313
  Equity in earnings of unconsolidated subsidiary                 562,979       680,578       368,064
  Other noninterest income                                        231,290       868,477       432,604
                                                              ------------  ------------  -----------
        Total other income                                      5,756,366     6,060,100     5,265,669
                                                              ------------  ------------  -----------

OTHER EXPENSES
  Salaries and employee benefits                               11,515,415    10,496,961     9,124,567
  Occupancy expense of premises                                 1,164,663       982,977       879,907
  Furniture and equipment expense                               1,731,930     1,440,998     1,416,560
  Amortization of goodwill and other intangibles                  359,520       356,664       356,664
  Other noninterest expense                                     7,102,166     5,687,951     5,445,881
                                                              ------------  ------------  -----------
        Total other expenses                                   21,873,694    18,965,551    17,223,579
                                                              ------------  ------------  -----------

        Income before income tax expense                        8,635,405    12,697,930    12,084,726
Income tax expense                                              2,908,808     4,005,054     4,097,924
                                                              ------------  ------------  -----------

        Net income                                            $ 5,726,597   $ 8,692,876   $ 7,986,802
                                                              ============  ============  ===========

Earnings per common share:
  Basic                                                       $      0.60   $      0.90   $      0.83
                                                              ============  ============  ===========
  Diluted                                                     $      0.60   $      0.89   $      0.81
                                                              ============  ============  ===========
</TABLE>

See accompanying notes to consolidated financial statements.


                                       32
<PAGE>
<TABLE>
<CAPTION>
                           PAB BANKSHARES, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
                       YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998

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

                                                           2000          1999          1998
                                                     -----------  ------------  ------------
<S>                                                  <C>          <C>           <C>

Net income                                           $ 5,726,597  $ 8,692,876   $ 7,986,802

Other comprehensive income (loss):
  Unrealized holding gains (losses) arising during
    the period, net of tax of $531,975;
    ($979,902); and $367,902                           1,032,658   (1,616,553)      606,898
  Reclassification adjustment for (gains) losses
    included in net income, net of tax of $8,034;
    $12,692 and ($4,270)                                  15,596       20,937        (7,043)
                                                     -----------  ------------  ------------
                                                       1,048,254   (1,595,616)      599,855
                                                     -----------  ------------  ------------

        Comprehensive income                         $ 6,774,851  $ 7,097,260   $ 8,586,657
                                                     ===========  ============  ============
</TABLE>


See  accompanying  notes  to  consolidated  financial  statements.


                                       33
<PAGE>
<TABLE>
<CAPTION>
                                          PAB BANKSHARES, INC. AND SUBSIDIARIES
                                     CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                                      YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998

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

                                                                                  ACCUMULATED
                                 COMMON  STOCK       ADDITIONAL                         OTHER
                           -----------------------      PAID-IN      RETAINED    COMPREHENSIVE   TREASURY
                             SHARES     PAR VALUE       CAPITAL      EARNINGS    INCOME (LOSS)      STOCK         TOTAL
                           ----------  -----------  ------------  ------------  --------------  ----------  ------------
<S>                        <C>         <C>          <C>           <C>           <C>             <C>         <C>
Balance,
  December 31, 1997        6,763,626   $1,263,745   $31,590,231   $27,075,387   $     816,916   $(983,189)  $59,763,090
Net income                         -            -             -     7,986,802               -           -     7,986,802
Other comprehensive
  income                           -            -             -             -         599,855           -       599,855
Two-for-one stock split    2,830,693            -             -             -               -           -             -
Cash dividends declared,
  $.275 per share                  -            -             -    (1,997,476)              -           -    (1,997,476)
Cash dividends declared
  by pooled companies              -            -             -      (730,444)              -           -      (730,444)
Stock issued by
  pooled companies                 -            -       338,197             -               -           -       338,197
Stock issued to directors
  in lieu of fees              7,808            -        81,240             -               -           -        81,240
Stock issued through
  dividend reinvestment
  plan                         1,650            -        19,685             -               -           -        19,685
Stock options exercised          250            -         2,515             -               -           -         2,515
Retirement of
  treasury stock                   -      (46,680)     (936,509)            -               -     983,189             -
                           ----------  -----------  ------------  ------------  --------------  ----------  ------------
Balance,
  December 31, 1998        9,604,027    1,217,065    31,095,359    32,334,269       1,416,771           -    66,063,464
Net income                         -            -             -     8,692,876               -           -     8,692,876
Other comprehensive
  loss                             -            -             -             -      (1,595,616)          -    (1,595,616)
Cash dividends declared,
  $.3875 per share                 -            -             -    (3,339,028)              -           -    (3,339,028)
Cash dividends declared
  by pooled companies              -            -             -      (341,918)              -           -      (341,918)
Dividends on preferred
  stock of subsidiaries            -            -             -       (10,080)              -           -       (10,080)
Stock issued to directors
  in lieu of fees              9,503            -       114,630             -               -           -       114,630
Stock options exercised        3,876            -        26,932             -               -           -        26,932
                           ----------  -----------  ------------  ------------  --------------  ----------  ------------
Balance,
  December 31, 1999        9,617,406    1,217,065    31,236,921    37,336,119        (178,845)          -    69,611,260
Net income                         -            -             -     5,726,597               -           -     5,726,597
Other comprehensive
  income                           -            -             -             -       1,048,254           -     1,048,254
Cash dividends declared,
  $.4325 per share                 -            -             -    (4,122,994)              -           -    (4,122,994)
Stock acquired and
  cancelled under stock
  repurchase plan           (119,616)           -    (1,512,152)            -               -           -    (1,512,152)
Stock options exercised        4,157            -        29,515             -               -           -        29,515
                           ----------  -----------  ------------  ------------  --------------  ----------  ------------
Balance,
  December 31, 2000        9,501,947   $1,217,065   $29,754,284   $38,939,722   $     869,409   $       -   $70,780,480
                           ==========  ===========  ============  ============  ==============  ==========  ============
</TABLE>


See  accompanying  notes  to  consolidated  financial  statements.


                                       34
<PAGE>
<TABLE>
<CAPTION>
                                PAB BANKSHARES, INC. AND SUBSIDIARIES
                                CONSOLIDATED STATEMENTS OF CASH FLOWS
                            YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998

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

                                                                   2000           1999           1998
                                                          -------------  -------------  -------------
<S>                                                       <C>            <C>            <C>

CASH FLOWS FROM OPERATING ACTIVITIES
  Net income                                                $ 5,726,597    $ 8,692,876    $ 7,986,802
  Adjustments to reconcile net income to net cash
    provided by operating activities:
    Depreciation, amortization and accretion, net             2,019,426      1,842,249      1,452,125
    Provision for loan losses                                 4,098,663        985,188        903,404
    Provision for deferred taxes                               (968,127)      (184,024)      (108,625)
    Net realized (gain) loss on securities transactions          23,630         33,629        (11,313)
    Net (gain) loss on disposal of assets                       153,817       (10,889)       (105,016)
    Equity in earnings of unconsolidated subsidiary            (562,979)      (680,578)      (368,064)
    Dividends received from unconsolidated subsidiary           500,000        675,000        400,000
    Other noncash items, net                                       -              -           (28,537)
    Increase in cash value of bank-owned life insurance        (139,958)      (540,695)      (104,634)
    Increase in interest receivable                            (969,909)      (604,525)      (344,727)
    Increase (decrease) in interest payable                     774,898        251,976        (62,383)
    (Increase) decrease in taxes receivable                    (892,703)       207,543              -
    Increase (decrease) in taxes payable                       (340,497)       340,497        (71,693)
    Net change in other assets and other liabilities          1,856,494       (264,212)       (76,501)
                                                          --------------  -------------  -------------
        Net cash provided by operating activities            11,279,352     10,744,035      9,460,838
                                                          --------------  -------------  -------------

CASH FLOWS FROM INVESTING ACTIVITIES
  (Increase) decrease in interest-bearing deposits
    in other banks                                           (1,477,548)       197,536       (928,000)
  Increase in Federal funds sold                            (11,935,000)    (5,000,000)      (157,000)
  Activities on securities available for sale:
    Purchases                                                (4,167,444)   (16,695,894)   (55,613,823)
    Proceeds from sales and calls                               560,133     12,842,700     20,576,316
    Proceeds from maturities and paydowns                    11,707,704     22,714,619     23,337,448
  Proceeds from maturities of securities held to maturity             -              -      1,050,000
  Net increase in loans                                     (65,053,345)   (55,344,190)   (31,495,210)
  Purchase of premises and equipment                         (7,437,686)    (2,343,484)    (3,537,656)
  Proceeds from disposal of assets                              924,785         16,318        331,794
  Purchase of bank-owned life insurance polices              (6,265,261)             -              -
  Proceeds from life insurance benefits                         511,031              -              -
  Net cash received in purchase acquisition of Friendship     1,526,565              -              -
                                                           -------------  -------------  -------------
      Net cash used in investing activities                 (81,106,066)   (43,612,395)   (46,436,131)
                                                           -------------  -------------  -------------

CASH FLOWS FROM FINANCING ACTIVITIES
  Net increase in deposits                                   76,610,058     12,116,855     31,530,967
  Net increase (decrease) in Federal funds purchased
    and securities sold under repurchase agreements          (1,662,503)     7,664,829      5,158,411
  Advances from the Federal Home Loan Bank                   27,770,000     33,027,000     19,136,000
  Payments on Federal Home Loan Bank advances               (29,180,958)   (11,972,483)   (14,073,950)
  Dividends paid                                             (4,054,117)    (3,367,049)    (2,069,078)
  Dividends paid by pooled companies                                -         (452,214)      (519,309)
  Proceeds from the exercise of stock options                    29,515         26,932          2,515
  Acquisition of stock under stock repurchase plans          (1,512,152)             -              -
  Proceeds from the issuance of preferred stock in
    REIT subsidiaries                                                 -        126,000              -
  Proceeds form the issuance of stock by pooled companies             -              -        338,197
                                                           -------------  -------------  -------------
      Net cash provided by financing activities              67,999,843     37,169,870     39,503,753
                                                           -------------  -------------  -------------
</TABLE>


                                       35
<PAGE>
<TABLE>
<CAPTION>
                                  PAB BANKSHARES, INC. AND SUBSIDIARIES
                                  CONSOLIDATED STATEMENTS OF CASH FLOWS
                              YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998

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

                                                                         2000          1999         1998
                                                                 ------------  ------------  -----------
<S>                                                              <C>           <C>           <C>

Net increase (decrease) in cash and due from banks                (1,826,871)    4,301,510     2,528,460

Cash and due from banks at beginning of period                    31,524,206    27,222,696    24,694,236
                                                                 ------------  ------------  -----------

Cash and due from banks at end of period                         $29,697,335   $31,524,206   $27,222,696
                                                                 ============  ============  ===========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW
  INFORMATION:
  Cash paid during the period for:
    Interest                                                     $27,899,433   $22,654,578   $23,500,928
                                                                 ============  ============  ===========
    Taxes                                                        $ 4,626,725   $ 4,262,579   $ 4,443,569
                                                                 ============  ============  ===========

NONCASH INVESTING AND FINANCING TRANSACTIONS:
  Increase (decrease) in unrealized gains on
    securities available for sale                                $ 1,597,178   $(2,514,112)  $   909,933
                                                                 ============  ============  ===========
  Purchase price and debt incurred on acquisition of Friendship  $ 7,667,280   $         -   $         -
                                                                 ============  ============  ===========
  Stock issued to directors in lieu of fees                      $         -   $   114,630   $   100,925
                                                                 ============  ============  ===========
</TABLE>


See  accompanying  notes  to  consolidated  financial  statements.


                                       36
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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


NOTE  1.  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

     NATURE  OF  BUSINESS

     PAB  Bankshares,  Inc,  (the Company) is a multi-bank holding company whose
     business  is primarily conducted by its subsidiary banks (the Banks) listed
     below.  Through  the  Banks, the Company offers a broad range of commercial
     and  consumer  banking  products  and  services to customers located in the
     market  areas  served by the Banks. At December 31, 2000, the Company had a
     market  presence  across southern Georgia, south-metro Atlanta, and central
     Florida.  The  Company  and  the  Banks  are  subject to the regulations of
     certain  Federal  and state agencies and are periodically examined by those
     regulatory  agencies.

<TABLE>
<CAPTION>
     BANK SUBSIDIARY                               BANKING LOCATIONS(# OF OFFICES)
     ---------------                               -------------------------------
<S>                                                <C>
     The Park Avenue Bank                          Valdosta, Lowndes County, Georgia (3)
                                                   Lake Park, Lowndes County, Georgia (1)
                                                   McDonough, Henry County, Georgia (1)
     Farmers & Merchants Bank (99.91% owned)       Adel, Cook County, Georgia (1)
     First Community Bank of Southwest Georgia     Bainbridge, Decatur County, Georgia (3)
                                                   Cairo, Grady County, Georgia (1)
     Eagle Bank and Trust                          Statesboro, Bulloch County, Georgia (2)
     Baxley Federal Bank                           Baxley, Appling County, Georgia (1)
                                                   Hazlehurst, Jeff Davis County, Georgia (1)
     Friendship Community Bank                     Ocala, Marion County, Florida (2)
</TABLE>

     In  addition to the Banks, the Company owns an investment advisory services
     subsidiary,  PAB  Financial  Services,  LLC  of  Valdosta,  Georgia  (PAB
     Financial).  Through  PAB Financial, the Company is able to offer brokerage
     and  investment  services  to  its  customers.

     Although  the  Company  provides  products  and services under two distinct
     regulatory-defined  operations (i.e. banking and nonbanking), the Company's
     nonbanking  operations  are  not  currently  considered  by  management  as
     material  for  separate segment reporting under the provisions of Statement
     of  Financial  Accounting  Standards  (SFAS)  No.  131.

     At  the close of business on December 29, 2000, the Company consummated its
     merger  with  Friendship  Community Bank (Friendship). This transaction was
     accounted  for  under  the  purchase  method  of  accounting  for  business
     combinations.  Further details on this transaction are presented in Note 2,
     Business  Combinations.

     BASIS  OF  PRESENTATION

     The  accounting  and reporting policies of the Company conform to generally
     accepted  accounting  principles and general practices within the financial
     services  industry.  In  preparing  the financial statements, management is
     required to make estimates and assumptions that affect the reported amounts
     of  assets and liabilities as of the date of the statement of condition and
     revenues  and  expenses  for  the  period. Actual results could differ from
     those  estimates.  Material  estimates that are particularly susceptible to
     significant  change  in  the  near  term relate to the determination of the
     allowance  for loan losses, and the valuation of foreclosed real estate and
     deferred  tax  assets.

     The Company's consolidated financial statements include the accounts of the
     Company and its subsidiaries. All significant intercompany transactions and
     accounts  have  been  eliminated  in  consolidation.

     Certain  items  in  the consolidated financial statements as of and for the
     years  ended December 31, 1999 and 1998 have been reclassified, with no net
     effect on total assets, total stockholders' equity, or net income, in order
     to  be  consistent  with  the classifications adopted with the current year
     presentation.


                                       37
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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


NOTE  1.  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

     The  principles  that  significantly  affect the determination of financial
     position,  results  of  operations  and  cash  flows  are summarized below.

     CASH  AND  DUE  FROM  BANKS

          For purposes of reporting cash flows, cash and due from banks includes
          cash  on  hand  and  amounts  due  from banks (including cash items in
          process  of  clearing). Cash flows from loans originated by the Banks,
          deposits,  interest-bearing  deposits  and Federal funds purchased and
          sold  are  reported  net.

          The  Company  maintains  amounts  due  from banks which, at times, may
          exceed  Federally  insured limits. The Company has not experienced any
          losses  in  such  accounts.

     SECURITIES

          Securities  are classified based on management's intention on the date
          of purchase. Securities which management has the intent and ability to
          hold  to  maturity  are classified as held to maturity and reported at
          amortized  cost.  All  other  debt  and equity securities with readily
          determinable  fair  values  are  classified  as available for sale and
          carried  at  fair value with unrealized gains and losses excluded from
          earnings  and  reported  in  other  comprehensive  income, net of tax.
          Restricted  and other equity securities without a readily determinable
          fair  value  are  carried  at  cost  and  periodically  evaluated  for
          impairment.  Included  in  restricted  equity securities is the Banks'
          investment  in  Federal Home Loan Bank (FHLB) stock. FHLB stock can be
          sold  only  at its par value and only to the FHLB or to another member
          institution.

          Purchase  premiums  and  discounts  are  recognized in interest income
          using  the  interest method over the terms of the securities. Declines
          in the fair value of securities below their cost that are deemed to be
          other  than  temporary  are  reflected in earnings as realized losses.
          Gains  and  losses on the sale of securities are recorded on the trade
          date  and  are  determined  using  the specific identification method.

     LOANS

          Loans  are  reported  at  their  outstanding  principal  balances less
          unearned  income and the allowance for loan losses. Unearned income is
          recognized  over  the  terms  of  the loans using the interest method.
          Interest income is accrued based on the principal balance outstanding.

          In general, loan origination fees and certain direct origination costs
          are  recognized  at  the time the loan is recorded. For some long-term
          mortgage  loans,  the  loan  origination  fees  and  certain  direct
          origination  costs are deferred and recognized as an adjustment of the
          related  loan  yield  using the interest method over the life of those
          loans. The results of operations are not materially different than the
          results that would have been obtained had all loan fees and costs been
          accounted  for  in  accordance  with  generally  accepted  accounting
          principles.

          The accrual of interest on loans is discontinued when, in management's
          opinion,  the  borrower  may be unable to meet payments as they become
          due.  All interest accrued but not collected for loans that are placed
          on  nonaccrual  status  or  charged  off  is reversed against interest
          income. The Interest on these loans is subsequently accounted for on a
          cash-basis  or  cost-recovery  method until qualifying for a return to
          accrual  status.  Loans  are  returned  to accrual status when all the
          principal  and  interest amounts contractually due are brought current
          and  future  payments  are  reasonably  assured.


                                       38
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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


NOTE  1.  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

     LOANS  (Continued)

          A  loan  is considered impaired when, based on current information and
          events,  it is probable that the Company will be unable to collect the
          scheduled  payments of principal or interest when due according to the
          contractual  terms  of  the  loan  agreement.  Factors  considered  by
          management  in  determining  impairment  include  payment  status,
          collateral  value,  and  the  probability  of  collecting  scheduled
          principal  and  interest  payments  when  due.  Loans  that experience
          insignificant  payment delays and payment shortfalls generally are not
          classified  as  impaired.  Management  determines  the significance of
          payment  delays and payment shortfalls on a case-by-case basis, taking
          into  consideration  all of the circumstances surrounding the loan and
          the  borrower,  including the length of the delay, the reasons for the
          delay,  the  borrower's  prior  payment  record, and the amount of the
          shortfall in relation to the principal and interest owed. Individually
          identified  impaired  loans are measured based on the present value of
          expected future cash flows discounted at the loan's effective interest
          rate,  the  loan's  obtainable  market price, or the fair value of the
          collateral  if  the  loan  is  collateral  dependant. Larger groups of
          smaller  balance  homogeneous  loans  are  collectively  evaluated for
          impairment.

     ALLOWANCE  FOR  LOAN  LOSSES

          The  allowance  for loan losses is established as losses are estimated
          to  have  occurred  through  a  provision  for  loan losses charged to
          earnings.  Loan  losses  are  charged  against  the  allowance  when
          management  believes  the  uncollectibility  of  a  loan  balance  is
          confirmed.  Subsequent  recoveries,  if  any,  are  credited  to  the
          allowance.

          The  allowance  for  loan  losses  is  evaluated on a regular basis by
          management  and  is  based  upon  management's  periodic review of the
          collectibility  of  the  loans  in light of historical experience, the
          nature  and  volume of the loan portfolio, adverse situations that may
          affect  the  borrower's  repayment  ability,  estimated  value  of any
          underlying  collateral  and  prevailing  economic  conditions.  This
          evaluation  is inherently subjective as it requires estimates that are
          susceptible  to  significant  revisions  as  more  information becomes
          available.  In  addition,  regulatory agencies, as an integral part of
          their  examination process, periodically review the allowance for loan
          losses,  and  may  require  additions  to the allowance based on their
          judgment  about  information  available  to  them at the time of their
          examinations.

     PREMISES  AND  EQUIPMENT

          Land  is carried at cost. Buildings and equipment are carried at cost,
          less  accumulated  depreciation  computed  on the straight-line method
          over  the  estimated  useful  lives  of  the  assets.

     GOODWILL  AND  OTHER  INTANGIBLE  ASSETS

          Goodwill,  arising  from  excess  of purchase price over net assets of
          acquired  businesses,  is  being amortized on the straight-line method
          over  periods  ranging from fifteen to twenty-five years. Core deposit
          intangibles  are  being  amortized  over  a  period  of ten years. The
          Company's  intangible  assets are periodically reviewed to ensure that
          there  have  been  no  events  or  circumstances  to indicate that the
          unamortized  recorded  amounts  are  impaired.


                                       39
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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


NOTE  1.  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

     INVESTMENT  IN  UNCONSOLIDATED  SUBSIDIARY

          First  Community  Bank of Southwest Georgia owns a 50% equity interest
          in Empire Financial Services, Inc. of Milledgeville, Georgia (Empire),
          a  commercial  mortgage  origination  and  servicing organization that
          serves various financial institutions, including the Banks, throughout
          the southeastern United States. This investment is accounted for under
          the  equity method. The investment in Empire exceeded the bank's share
          of  the  underlying net assets by $42,872 at December 31, 2000, and is
          being  amortized  on  the straight-line method over twenty-five years.

     FORECLOSED  ASSETS

          Foreclosed  assets  represent  real estate properties and other assets
          acquired  through,  or  in  lieu  of,  loan  foreclosure  or  other
          proceedings.  Foreclosed  assets are to be sold and are carried at the
          lower  of  the  recorded  amount  of the loan or the fair value of the
          property,  less  estimated  disposal  costs.  Management  periodically
          performs  valuations,  and  any  changes  in  the carrying amounts are
          recognized  as  charges  against  the  Company's  earnings.

     INCOME  TAXES

          Income  tax  expense  consists  of current and deferred taxes. Current
          income tax provisions approximate taxes to be paid or refunded for the
          applicable year. Deferred tax assets and liabilities are recognized on
          the  temporary differences between the bases of assets and liabilities
          as  measured  by tax laws and their bases as reported in the financial
          statements. Deferred tax expense or benefit is then recognized for the
          change  in  deferred  tax  assets  or  liabilities  between  periods.

          Recognition  of  deferred  tax  assets  and  liabilities  is  based on
          management's  belief  that  it  is  more  likely than not that the tax
          benefit  associated  with certain temporary differences, tax operating
          loss  carryforwards,  and  tax  credits  will be realized. A valuation
          allowance  is  recorded  for  those deferred tax items for which it is
          more  likely  than  not  that  realization  will  not  occur.

          The  Company  and  its  subsidiaries  file  a  consolidated income tax
          return.  Each  subsidiary  provides  for  income  taxes  based  on its
          contribution  to  income  taxes  (benefits) of the consolidated group.

     REAL  ESTATE  INVESTMENT  TRUSTS

          In 1999, the Company formed two real estate investment trusts (REIT's)
          and  two  intermediate  REIT  holding companies as subsidiaries of The
          Park  Avenue  Bank  and First Community Bank of Southwest Georgia. The
          REIT's  were  established  to realize state income tax benefits and to
          provide  the  two  banks  with  ready  access  to  capital  markets if
          additional  capital  were  needed.  The  REIT  holding  companies were
          established to provide assistance in managing the Company's investment
          in  the REIT's. To comply with Federal tax law, a minority interest in
          the non-voting, cumulative preferred stock of the REIT's was issued to
          certain  directors,  officers  and  employees  of  the  Company.  The
          preferred  stock  pays  an  8%  annual  dividend.  The  total minority
          interest  of  the REIT's included in other liabilities was $126,000 as
          of  December  31,  2000  and  1999.

     INCOME  AND  EXPENSE  RECOGNITION

          Items  of  income  and  expense  (including  advertising  costs)  are
          recognized  using  the  accrual  basis  of accounting, except for some
          immaterial  amounts  that  are  recognized  when  received  or  paid.


                                       40
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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


NOTE  1.  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

     EARNINGS  PER  SHARE

          Basic earnings per common share are computed by dividing net income by
          the  weighted-average  number  of  shares of common stock outstanding.
          Diluted  earnings per common share are computed by dividing net income
          minus  the  income effect of potential common shares that are dilutive
          by  the  sum  of the weighted-average number of shares of common stock
          outstanding  and potential common shares. All per share data for prior
          years  have been adjusted to reflect two-for-one stock splits on March
          10,  1998  and  May  31,  1996.

     COMPREHENSIVE  INCOME

          SFAS  No.  130  describes  comprehensive  income  as  the total of all
          components  of  comprehensive  income  including  net  income.  Other
          comprehensive  income  refers  to revenues, expenses, gains and losses
          that,  under generally accepted accounting principles, are included in
          comprehensive  income  but  excluded  from  net income. Currently, the
          Company's  other comprehensive income consists of unrealized gains and
          losses  on  available  for  sale  securities.

     RECENT  ACCOUNTING  DEVELOPMENTS

          In  June  1998,  the  Financial  Accounting Standards Board (the FASB)
          issued  SFAS  No.  133,  "Accounting  for  Derivative  Instruments and
          Hedging  Activities."  SFAS  No.  133  standardizes the accounting for
          derivative  instruments,  including  certain  derivative  instruments
          embedded  in other contracts. The standard requires all derivatives to
          be  measured  at  fair  value  and  recognized  as  either  assets  or
          liabilities on the statement of condition. Under certain conditions, a
          derivative  may  be specifically designated as a hedge. Accounting for
          the  changes in fair value of a derivative depends on the intended use
          of the derivative and the resulting designation. For the Company, SFAS
          No.  133  is effective January 1, 2001. On adoption, the provisions of
          SFAS  No.  133  must  be  applied  prospectively.  Management does not
          anticipate  that  the  provisions of SFAS No. 133 will have a material
          impact  on  the  Company's  earnings  or  financial  position.

          In  September  2000,  the  FASB  issued  SFAS No. 140, "Accounting for
          Transfers  and  Servicing  of  Financial Assets and Extinguishments of
          Liabilities,"  which  replaces  SFAS  No.  125.  SFAS No. 140 provides
          accounting  and  reporting  standards  for  securitizations  and other
          transfers  of  financial  assets  and  collateral  based on consistent
          application  of  a  financial  components  approach  that  focuses  on
          control. Under this approach, after a transfer of financial assets, an
          entity  recognizes  the financial and servicing assets it controls and
          the  liabilities  it  has incurred, derecognizes financial assets when
          control  has  been  surrendered,  and  derecognizes  liabilities  when
          extinguished.  Certain  disclosure  requirements  of SFAS No. 140 were
          effective  immediately  and  have  been  adopted by the Company. Other
          portions  become  effective for transactions occurring after March 31,
          2001.  Management  does  not  anticipate  that the adoption of the new
          provisions  of  SFAS  No.  140  will  have  a  material  impact on the
          Company's  earnings  or  financial  position.

          In  February  2001,  the  FASB issued for public comment its tentative
          decisions announced in December 2000 on the accounting for goodwill in
          a  limited  revised  Exposure  Draft,  "Business  Combinations  and
          Intangible  Assets  -  Accounting  for  Goodwill". If the statement is
          adopted  as  proposed,  the  use  of the pooling of interest method of
          accounting  for  business combinations initiated after the statement's
          effective  date would be prohibited. In addition, goodwill acquired in
          business  combinations  would  no  longer  be  amortized  using  a
          straight-line  method  over  an  estimated  life, but instead would be
          capitalized  and  reviewed for impairment when events or circumstances
          occur  indicating  that  impairment  might  exist. The statement would
          apply to any goodwill subsequently acquired as well as to the existing
          unamortized goodwill recorded on the Company's statement of condition.
          Management  is evaluating the effect that the proposed statement might
          have  on  the  Company's  earnings  and  financial  position.


                                       41
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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


NOTE  2.  BUSINESS  COMBINATIONS

     At  the close of business on December 29, 2000, the Company consummated its
     merger  with  Friendship  Community Bank (Friendship). This transaction was
     accounted  for  under  the  purchase  method  of  accounting  for  business
     combinations.  In  an  all  cash  transaction, the Company acquired 100% of
     Friendship's  common stock outstanding for $7,667,280. The excess cost over
     the  net  assets  acquired of Friendship amounted to $4,407,434 and will be
     amortized  using  the  straight-line  method  over a twenty-year period. In
     completing  the  transaction,  Friendship  recorded  contingent liabilities
     totaling approximately $300,000, net of tax, for the cost to convert to the
     Company's  data  processing  system  and  the  cost  of buying out existing
     contracts  for  an  employment agreement with the bank president and a data
     processing  agreement  with  a  third  party  service  provider.


     The  following chart summarizes the assets acquired and liabilities assumed
     in  connection  with  the  Friendship  business  combination.

          Cash  and  due  from  banks                       $     1,526,565
          Interest-bearing  deposits  with  other  banks            220,844
          Federal  funds  sold                                   10,075,000
          Investment  securities                                 12,596,913
          Loans,  net                                            22,020,968
          Other  assets                                           2,223,554
          Deposits                                               44,365,697
          Other  liabilities                                      1,038,301

     Since  this transaction became effective after the last business day of the
     year,  none  of  the results of operations for Friendship are included with
     the  Company's  consolidated  statements  of  income  for  the  years ended
     December  31,  2000,  1999  and  1998.  The  following  unaudited  summary
     information  presents the consolidated results of operations of the Company
     on  a  pro  forma  basis,  as if Friendship had been acquired on January 1,
     1999.  The  pro  forma summary information does not necessarily reflect the
     results  of  operations  that  would have occurred, if the acquisitions had
     occurred at the beginning of the periods presented, or of the results which
     may  occur  in  the  future.

                                                  2000         1999
                                           -----------  -----------
            Interest income                $60,672,394  $52,162,104
            Interest expense                30,060,828   24,009,812
                                           -----------  -----------
              Net interest income           30,611,566   28,152,292
            Provision for loan losses        4,134,663      994,188
            Noninterest income               6,030,674    6,278,384
            Noninterest expense             23,545,687   20,423,555
                                           -----------  -----------
              Income before income taxes     8,961,890   13,012,933
            Income tax expense               3,034,476    4,108,653
                                           -----------  -----------
              Net income                   $ 5,927,414  $ 8,904,280
                                           ===========  ===========

            Net income per share           $      0.62  $      0.93
                                           ===========  ===========
            Net income per share, diluted  $      0.62  $      0.91
                                           ===========  ===========


                                       42
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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


NOTE  3.  SECURITIES

     The amortized cost and approximate fair values of investments in securities
     available  for  sale  as  of  December  31,  2000 and 1999 were as follows:

<TABLE>
<CAPTION>
                                                                       GROSS       GROSS
                                                     AMORTIZED    UNREALIZED   UNREALIZED          FAIR
                                                          COST         GAINS       LOSSES         VALUE
                                                    -----------  -----------  ------------  -----------
<S>                                                 <C>          <C>          <C>           <C>
     December 31, 2000:
          U. S. Government and agency
              securities                            $51,248,673  $    44,522  $  (260,411)  $51,032,784
          State and municipal securities              4,964,322       21,610      (18,410)    4,967,522
          Mortgage-backed securities                 21,272,769       72,954     (220,961)   21,124,762
          Marketable equity securities                2,074,331    1,881,268     (203,246)    3,752,353
          Restricted and other equity securities      4,047,409            -            -     4,047,409
                                                    -----------  -----------  ------------  -----------
                                                    $83,607,504  $ 2,020,354  $  (703,028)  $84,924,830
                                                    ===========  ===========  ============  ===========

     December 31, 1999:
          U. S. Government and agency
              securities                            $45,948,497  $    13,584  $  (804,383)  $45,157,698
          State and municipal securities              5,508,114       20,986      (42,829)    5,486,271
          Mortgage-backed securities                 21,594,772        9,101     (487,153)   21,116,720
          Marketable equity securities                1,488,506    1,240,932     (230,090)    2,499,348
          Restricted and other equity securities      4,665,834            -            -     4,665,834
                                                    -----------  -----------  ------------  -----------
                                                    $79,205,723  $ 1,284,603  $(1,564,455)  $78,925,871
                                                    ===========  ===========  ============  ===========
</TABLE>

     Included in restricted and other equity securities at December 31, 2000 and
     1999,  is the Banks' investment in FHLB stock of $3,737,200 and $3,854,800,
     respectively.

     The  amortized  cost  and  fair value of debt securities as of December 31,
     2000  by  contractual  maturity are shown below. Maturities may differ from
     contractual  maturities in mortgage-backed securities because the mortgages
     underlying  the  securities  may be called or repaid without any penalties.
     Equity  securities  have a perpetual life and no stated maturity. Therefore
     mortgage-backed  securities,  marketable  equity securities, and restricted
     equity  securities  are  not  included  in  the  maturity categories in the
     following  maturity  summary.

                                                     AMORTIZED         FAIR
                                                          COST        VALUE
                                                    -----------  -----------
            Due in one year or less                 $23,459,803  $23,359,381
            Due from one year to five years          25,058,187   24,960,013
            Due from five to ten years                6,651,172    6,651,403
            Due after ten years                       1,043,833    1,029,509
            Mortgage-backed securities               21,272,769   21,124,762
            Marketable equity securities              2,074,331    3,752,353
            Restricted and other equity securities    4,047,409    4,047,409
                                                    -----------  -----------
                                                    $83,607,504  $84,924,830
                                                    ===========  ===========

     Securities  with  a  carrying  value  of  approximately  $51,976,000  and
     $42,195,000  at  December  31, 2000 and 1999, respectively, were pledged to
     secure  public  deposits,  certain  borrowing  arrangements,  and for other
     purposes.


                                       43
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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

NOTE  3.  SECURITIES  (CONTINUED)

     Gains  and losses on sales, calls, and paydowns of securities available for
     sale  for  the  years ended December 31, 2000, 1999 and 1998 consist of the
     following:

<TABLE>
<CAPTION>
                                                          2000       1999       1998
                                                     ---------  ---------  ---------
<S>                                                  <C>        <C>        <C>
            Gross gains on securities transactions   $  2,886   $  7,827   $ 42,524
            Gross losses on securities transactions   (26,516)   (41,456)   (31,211)
                                                     ---------  ---------  ---------
              Net realized gain (loss) on
                securities transactions              $(23,630)  $(33,629)  $ 11,313
                                                     =========  =========  =========
</TABLE>


NOTE  4.  LOANS  AND  ALLOWANCE  FOR  LOAN  LOSSES

     The composition of the loan portfolio as of December 31, 2000 and 1999 were
     as  follows:

<TABLE>
<CAPTION>
                                                                          2000           1999
                                                                 -------------  -------------
<S>                                                              <C>            <C>
            Commercial and financial                             $ 72,942,398   $ 59,328,217
            Agricultural                                           23,063,510      8,197,422
            Real estate - construction                             40,129,922     31,858,224
            Real estate - mortgage (commercial and residential)   376,000,100    332,007,520
            Installment loans to individuals and other loans       68,879,438     63,423,507
                                                                 -------------  -------------
                                                                  581,015,368    494,814,890
            Unearned income, net                                     (278,835)      (397,723)
                                                                 -------------  -------------
                                                                  580,736,533    494,417,167
            Allowance for loan losses                              (8,184,641)    (5,037,074)
                                                                 -------------  -------------
                                                                 $572,551,892   $489,380,093
                                                                 =============  =============
</TABLE>

     At  December  31,  2000 and 1999, the total recorded investment in impaired
     loans  amounted  to  approximately $6,451,000 and $2,395,000, respectively.
     These  loans  had  a  related  allowance  for  loan losses of approximately
     $1,303,000  and  $369,000  at December 31, 2000 and 1999, respectively. The
     average  recorded  investment  in impaired loans during 2000, 1999 and 1998
     was  approximately  $2,486,000,  $1,981,000  and  $1,196,000, respectively.
     Interest  income recognized on impaired loans for cash payments received in
     2000,  1999  and  1998  was  approximately  $115,000, $117,000 and $19,000,
     respectively.  Included  in  total impaired loans at December 31, 2000, are
     loans conditionally guaranteed by the USDA of approximately $4,433,000. The
     other  loans  reported  as  impaired  are  loans  for  which the accrual of
     interest  had  been  discontinued  by  management.

     The Company has granted loans to certain directors, executive officers, and
     related  entities of the Company and the Banks. The interest rates on these
     loans  were  substantially  the same as rates prevailing at the time of the
     transactions  and  repayment  terms  are  customary  for the types of loans
     involved.

     Changes  in related party loans for the year ended December 31, 2000 are as
     follows:

            Balance, beginning of year                      $ 13,352,489
            Advances                                          23,982,892
            Repayments                                       (20,495,508)
            Transactions due to changes in related parties     2,268,233
                                                            -------------
            Balance, end of year                            $ 19,108,106
                                                            =============


                                       44
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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

NOTE  4.  LOANS  AND  ALLOWANCE  FOR  LOAN  LOSSES  (CONTINUED)

     Changes  in  the allowance for loan losses for the years ended December 31,
     2000,  1999  and  1998  consist  of  the  following:

<TABLE>
<CAPTION>
                                                        2000          1999         1998
                                                ------------  ------------  -----------
<S>                                             <C>           <C>           <C>
            Balance, beginning of year          $ 5,037,074   $ 5,171,905   $4,996,243
              Provision charged to operations     4,098,663       985,188      903,404
              Loans charged-off                  (1,583,833)   (1,216,662)    (823,013)
              Recoveries                            182,292        96,643       95,271
              Purchase acquisition of Friendship    450,445             -            -
                                                ------------  ------------  -----------
            Balance, end of year                $ 8,184,641   $ 5,037,074   $5,171,905
                                                ============  ============  ===========
</TABLE>

NOTE  5.  PREMISES  AND  EQUIPMENT

     Major classifications of premises and equipment as of December 31, 2000 and
     1999  were  as  follows:

                                                       2000          1999
                                               ------------  ------------
            Land                               $ 4,610,555   $ 3,880,781
            Buildings and improvements          14,407,290    10,830,098
            Furniture, fixtures and equipment    9,648,889     8,396,055
            Former banking facilities                    -       530,760
            Construction in progress               486,236     1,059,008
                                               ------------  ------------
                                                29,152,970    24,696,702
            Less accumulated depreciation       (6,772,245)   (8,317,819)
                                               ------------  ------------
                                               $22,380,725   $16,378,883
                                               ============  ============

     Depreciation expense amounted to $1,588,796, $1,412,249, and $1,185,923 for
     the  years  ended  December  31,  2000,  1999,  and  1998,  respectively.

     With  the  exception  of the main banking office of Friendship, the Company
     owns  and  operates  all  of  its banking offices. The Friendship office is
     under  a five-year operating lease that requires the Company to pay $57,775
     plus  an  annual  index  adjustment, per year until expiration in May 2003.

     At  December  31,  2000,  the  Company had two branch banking offices under
     construction.  The  Company  is committed to complete these projects during
     2001  for  a  total  cost  (excluding  land)  of  approximately $2,125,000.


NOTE  6.  INVESTMENT  IN  UNCONSOLIDATED  SUBSIDIARY

     Following  is  a summary of unaudited financial information of Empire as of
     December  31,  2000  and  1999 and for the twelve months ended December 31,
     2000,  1999 and 1998. Empire maintains its books on a fiscal year different
     from  the  Company.

                                     2000        1999
                               ----------  ----------
            Total assets       $1,998,140  $1,129,050
            Total liabilities  $1,664,634  $1,021,984


                                       45
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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


NOTE  6.  INVESTMENT  IN  UNCONSOLIDATED  SUBSIDIARY  (CONTINUED)

                                 2000        1999        1998
                           ----------  ----------  ----------
            Total revenue  $3,618,235  $3,324,728  $2,999,317
            Net income     $1,226,439  $1,122,766  $1,039,334

     To  facilitate  the  timely closing of its books and preparation of monthly
     financial  information,  the  Company  follows  a  consistent  practice  of
     accruing  its  share of Empire earnings one month in arrears. For the years
     ended  December  31,  2000,  1999  and 1998, an additional amount of Empire
     earnings  of  approximately  $88,000, $59,000 and $150,000 was subsequently
     recorded  in  January  2001,  2000  and  1999,  respectively.


NOTE  7.  DEPOSITS

     A  summary  of  interest-bearing  deposits  by  major  classification as of
     December  31,  2000  and  1999  follows.


                                             2000          1999
                                     ------------  ------------
            Interest-bearing demand  $125,714,275  $119,240,933
            Savings                    32,859,370    27,666,315
            Time, $100,000 and over   136,786,504   102,389,335
            Other time                271,140,566   201,991,821
                                     ------------  ------------
                                     $566,500,715  $451,288,404
                                     ============  ============

     A  summary  of interest expense on deposits by major category for the years
     ended  December  31,  2000,  1999  and  1998  follows.

                                            2000         1999         1998
                                     -----------  -----------  -----------
            Interest-bearing demand  $ 3,357,422  $ 2,977,692  $ 3,083,732
            Savings                      724,968      805,384      906,294
            Time                      20,127,569   16,131,062   16,679,820
                                     -----------  -----------  -----------
                                     $24,209,959  $19,914,138  $20,669,846
                                     ===========  ===========  ===========

     The  scheduled  maturities  of  time  deposits at December 31, 2000 follow:

              YEAR        AMOUNT
            ------  ------------
            2001    $304,136,467
            2002      70,202,946
            2003      14,208,519
            2004       6,946,858
            2005      11,703,795
            Later        728,485
                    ------------
                    $407,927,070
                    ============


                                       46
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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


NOTE  8.  ADVANCES  FROM  THE  FEDERAL  HOME  LOAN  BANK

     Listed  below  is a summary of the advances from the Federal Home Loan Bank
     of  Atlanta,  Georgia  (FHLB)  as  of  December  31,  2000  and  1999.


<TABLE>
<CAPTION>
                                                                          2000         1999
                                                                       -----------  -----------
<S>                                                                    <C>          <C>
            Advances with interest at adjustable rates,
              ranging from 6.10% to 6.79% at December 31, 2000,
              due at various dates from May 2003 to
              September 2009.                                          $ 5,541,580  $ 7,600,000

            Amortizing advances with interest at fixed rates,
              ranging from 5.20% to 7.24% at December 31, 2000,
              due in varying amounts and at various intervals through
              August 2010.                                               5,239,702    7,012,240

            Advances with interest at fixed rates, ranging from 5.69%
              to 7.28% at December 31, 2000, due at various dates
              from May 2001 to March 2003.                              20,820,000   19,200,000

            Advances with interest at fixed rates, ranging from 5.46%
              to 6.77% at December 31, 2000, convertible to
              variable rates at the option of the FHLB, due at
              various dates from March 2003 to March 2010.              27,100,000   26,300,000
                                                                       -----------  -----------
                                                                       $58,701,282  $60,112,240
                                                                       ===========  ===========
</TABLE>

     The Banks have pledged qualifying residential real estate mortgage loans as
     collateral  on  the  advances  from  the  FHLB.

     The scheduled maturities of the advances from the FHLB at December 31, 2000
     follow.

             YEAR        AMOUNT
            ------  -----------
            2001    $21,172,102
            2002      2,283,773
            2003     12,756,503
            2004        505,059
            2005      3,030,288
            Later    18,953,557
                    -----------
                    $58,701,282
                    ===========

NOTE  9.  OTHER  BORROWINGS

     At  December  31,  2000,  the  Company  owed  $7,667,280  to  the  former
     stockholders  of  Friendship  (see  Note  2.)  In January 2001, the Company
     intends  to  use the line of credit described below to finance 100% of this
     acquisition.

     On  August  31,  2000,  the  Company obtained a 3-year, $15 million line of
     credit  with  The  Bankers  Bank  of  Atlanta,  Georgia, for the purpose of
     providing operating capital and to finance potential purchase acquisitions.
     The  Company  had  not  drawn  on  the line of credit by December 31, 2000.
     Interest on the line of credit is due quarterly at the one-month LIBOR rate
     plus 1.75%, or 8.311% at December 31, 2000. Principal is due at maturity on
     August  30,  2003,  however,  at the option of the Company, the outstanding
     principal  due at maturity could then be converted to a ten-year amortizing
     note.


                                       47
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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

NOTE  10.  INCOME  TAXES

     The income tax expense for the years ended December 31, 2000, 1999 and 1998
     consists  of  the  following:

                             2000         1999         1998
                      -----------  -----------  -----------
            Current   $3,876,935   $4,189,078   $4,206,549
            Deferred    (968,127)    (184,024)    (108,625)
                      -----------  -----------  -----------
                      $2,908,808   $4,005,054   $4,097,924
                      ===========  ===========  ===========

     The  Company's  income  tax  expense  differs  from the amounts computed by
     applying  the  Federal  income  tax statutory rates to income before income
     taxes. A reconciliation of the differences for the years ended December 31,
     2000,  1999  and  1999  follows.

<TABLE>
<CAPTION>
                                                             2000         1999         1998
                                                       -----------  -----------  -----------
<S>                                                    <C>          <C>          <C>
            Tax at statutory rate                      $2,936,038   $4,317,296   $4,108,807
              Increase (decrease) resulting from:
                State income tax, net of Federal
                  tax benefit                                   -      172,459      293,553
                Tax exempt interest and dividend
                  exclusion                              (270,909)    (358,884)    (330,206)
                Amortization of goodwill                   43,755       43,746       43,746
                Increase in cash value of bank-
                  owned life insurance policies           (46,177)    (196,283)     (38,984)
                Deferred tax adjustment                   159,422            -            -
                Prior year accrual differences            123,174            -            -
                Other items, net                          (36,495)      26,720       21,008
                                                       -----------  -----------  -----------
                  Income tax expense                   $2,908,808   $4,005,054   $4,097,924
                                                       ===========  ===========  ===========
</TABLE>

     The  components  of  deferred  income taxes included in other assets on the
     statements  of  condition  at  December  31,  2000 and 1999 are as follows:

<TABLE>
<CAPTION>
                                                                      2000        1999
                                                                ----------  ----------
<S>                                                             <C>         <C>
            Deferred tax assets:
              Allowance for loan losses                         $2,524,297  $1,593,140
              Purchase accounting adjustments                      525,954           -
              Deferred compensation                                218,788     294,807
              Reserve for uncollectible interest                   109,820           -
              Unrealized loss on securities available for sale           -     100,360
              Other                                                      -      34,237
                                                                ----------  ----------
                                                                 3,378,859   2,022,544
                                                                ----------  ----------

            Deferred tax liabilities:
              Premises and equipment                               577,652     648,807
              Deferred loan origination cost                       187,965     166,775
              Unrealized gain on securities available for sale     413,755           -
              Core deposit intangible                                6,520      35,711
              Other                                                 12,446           -
                                                                ----------  ----------
                                                                 1,198,338     851,293
                                                                ----------  ----------

                Net deferred tax assets                         $2,180,521  $1,171,251
                                                                ==========  ==========
</TABLE>


                                       48
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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


NOTE  11.  EMPLOYEE  BENEFIT  PLANS

     The  Company  provides an employee 401(k) profit sharing plan for qualified
     employees.  The  401(k) plan allows a participant to defer a portion of his
     compensation  and  provides  that  the  Company will match a portion of the
     deferred  compensation.  The  plan  also  provides  for  nonelective  and
     discretionary  profit  sharing  contributions  to  be  made  at  the  sole
     discretion  of  the  Board  of  Directors.  Approximately  3.5%  of  the
     participants' eligible compensation was accrued as the discretionary profit
     sharing  contributions for 2000, 1999 and 1998. All full-time and part-time
     employees  are  eligible  to participate in the plan provided they have met
     the  eligibility requirements. Generally, a participant must have completed
     twelve  months  of  employment  with  a  minimum  of 1,000 hours. Aggregate
     expense  under  the  plan  charged to operations during 2000, 1999 and 1998
     amounted  to  approximately $595,000, $433,000, and $338,000, respectively.

NOTE  12.  DEFERRED  COMPENSATION  PLANS

     The  Company and the Banks have entered into separate deferred compensation
     arrangements  with  certain  executive officers. The plans call for certain
     amounts  payable  at retirement, death or disability. The estimated present
     value  of  the  deferred  compensation  is being accrued over the remaining
     expected term of active employment. The Banks have purchased life insurance
     policies  that  they  intend  to  use  to finance this liability. Aggregate
     expense  under the deferred compensation plans charged to operations during
     2000,  1999  and  1998  were approximately $177,000, $382,000 and $127,000,
     respectively.

NOTE  13.  OTHER  INCOME  AND  EXPENSES

     A  summary  of  significant  other  fee  income  included  in the Company's
     statements  of  income for the years ended December 31, 2000, 1999 and 1998
     follows.

                                                  2000      1999        1998
                                            ----------  --------  ----------
            Mortgage origination fees       $  439,327  $569,121  $  725,439
            Insurance commissions and fees     302,277   219,893     234,679
            Brokerage commissions and fees     125,241         -           -
            Other fee income                   238,322   125,973     213,162
                                            ----------  --------  ----------
            Total other fee income          $1,105,167  $914,987  $1,173,280
                                            ==========  ========  ==========

     A summary of significant other noninterest income included in the Company's
     statements  of  income for the years ended December 31, 2000, 1999 and 1998
     follows.

<TABLE>
<CAPTION>
                                                         2000      1999      1998
                                                   ----------  --------  --------
<S>                                                <C>         <C>       <C>
            Earnings on bank-owned life insurance  $ 139,958   $540,695  $104,634
            Gain (loss) on disposal of assets       (153,817)    10,889   105,016
            Other noninterest income                 245,149    316,893   222,954
                                                   ----------  --------  --------
            Total other noninterest income         $ 231,290   $868,477  $432,604
                                                   ==========  ========  ========
</TABLE>


                                       49
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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


NOTE  13.  OTHER  INCOME  AND  EXPENSES  (CONTINUED)

     A  summary  of  significant  other  noninterest  expense  included  in  the
     Company's  statements of income for the years ended December 31, 2000, 1999
     and  1998  follows.

<TABLE>
<CAPTION>
                                                        2000        1999        1998
                                                  ----------  ----------  ----------
<S>                                               <C>         <C>         <C>

            Advertising and business development  $  526,016  $  383,687  $  353,310
            Supplies and printing                    630,892     512,247     547,060
            Postage and courier                      459,059     467,113     388,080
            Legal and accounting fees                469,549     427,428     463,252
            Outside consulting fees                  436,647     228,875     184,002
            Director and committee fees              568,296     480,640     424,513
            Merger and acquisition costs              49,292     534,523     619,658
            Conversion costs                         833,139           -           -
            Other noninterest expenses             3,129,276   2,653,438   2,466,006
                                                  ----------  ----------  ----------
            Total other noninterest expense       $7,102,166  $5,687,951  $5,445,881
                                                  ==========  ==========  ==========
</TABLE>


NOTE  14.  EARNINGS  PER  COMMON  SHARE

     The  following  is  a  reconciliation of net income (the numerator) and the
     weighted  average  shares outstanding (the denominator) used in determining
     basic and diluted earnings per share for the years ended December 31, 2000,
     1999  and  1998.

<TABLE>
<CAPTION>
                                                       2000        1999        1998
                                                  ----------  ----------  ----------
<S>                                               <C>         <C>         <C>
            Basic earnings per share:
              Net income                          $5,726,597  $8,692,876  $7,986,802
                                                  ----------  ----------  ----------
              Weighted average common shares
                outstanding                        9,528,387   9,612,634   9,602,946
                                                  ----------  ----------  ----------

                Earnings per common share         $     0.60  $     0.90  $     0.83
                                                  ==========  ==========  ==========

            Diluted earnings per share:
              Net income                          $5,726,597  $8,692,876  $7,986,802
                                                  ----------  ----------  ----------
              Weighted average common shares
                outstanding                        9,528,387   9,612,634   9,602,946
                Effect of dilutive stock options      70,403     136,528     210,879
                                                  ----------  ----------  ----------
                Weighted average diluted common
                  shares outstanding               9,598,790   9,749,162   9,813,825
                                                  ----------  ----------  ----------

              Earnings per common share           $     0.60  $     0.89  $     0.81
                                                  ==========  ==========  ==========
</TABLE>


NOTE  15.  DIRECTORS  DEFERRED  STOCK  PURCHASE  PLAN

     In  1994,  the Company's stockholders approved the Directors Deferred Stock
     Purchase  Plan  (the  Director Plan), which provides that a director of the
     Company  or  any  subsidiary may elect to receive shares of common stock of
     the  Company  in  lieu  of  the  cash  compensation  otherwise  payable  as
     director's fees for services rendered as a member of the Board of Directors
     or  any  committee  thereof.  The  Director  Plan  expired in January 1999.


                                       50
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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


NOTE  16.  DIVIDEND  REINVESTMENT  AND  COMMON  STOCK  PURCHASE  PLAN

     In 1993, the Board of Directors approved a dividend reinvestment and common
     stock  purchase  plan.  The plan is designed to provide stockholders with a
     simple  and convenient means to reinvest cash dividends and make additional
     cash  purchases  of the Company's common stock. The Company acquires shares
     in  the  open market as needed to fill orders for dividend reinvestment and
     stock purchases in the plan rather than issuing additional shares of common
     stock.

NOTE  17.  STOCK  OPTION  PLANS

     The  Company  has  two  fixed stock option plans under which it has granted
     options to its employees and directors to purchase common stock at the fair
     market  price on the date of grant. Both plans provide for "incentive stock
     options" and "non-qualified stock options". The incentive stock options are
     intended  to  qualify  under  Section  422 of the Internal Revenue Code for
     favorable  tax  treatment.  Under  the 1994 Employee Stock Option Plan, the
     Company's  stockholders  authorized  the  Board of Directors to grant up to
     400,000  stock  options to employees of the Company as part of an incentive
     plan  to  attract  and  retain key personnel in the Company. Under the 1999
     Stock  Option  Plan,  the  Company's  stockholders  authorized the Board of
     Directors  to  grant  up  to 600,000 stock options to directors, employees,
     consultants  and  advisors  of  the  Company.

     A  summary  of the status of the two fixed plans at December 31, 2000, 1999
     and  1998  and changes during the years ended on those dates is as follows:

<TABLE>
<CAPTION>
                                                          2000                    1999                  1998
                                         ----------------------  ----------------------  -------------------

                                                      WEIGHTED-              WEIGHTED-             WEIGHTED-
                                                        AVERAGE                AVERAGE               AVERAGE
                                                       EXERCISE               EXERCISE              EXERCISE
                                            NUMBER        PRICE     NUMBER       PRICE    NUMBER      PRICE
                                         -----------  ----------  ---------  ----------  --------  ----------
<S>                                      <C>          <C>         <C>        <C>         <C>       <C>
         Under option, beginning
            of year                         440,157   $    11.19   347,103   $     8.76  328,588   $     8.04
            Granted                          88,950        13.40   121,750        16.84   54,500        12.06
            Exercised                        (4,157)        7.10    (3,876)        6.95  (33,985)       10.03
            Forfeited                        (1,300)       16.09   (24,820)        9.21   (2,000)        8.59
                                         -----------  ----------  ---------  ----------  --------  ----------
         Under option, end of year          523,650   $    11.58   440,157   $    11.19  347,103   $     8.76
                                         ===========  ==========  =========  ==========  ========  ==========

         Exercisable at end of year         305,929   $    10.68   246,959   $    10.62  162,603   $     8.09
                                         ===========  ==========  =========  ==========  ========  ==========

         Weighted-average fair value
            per option of options
            granted during year                       $     4.53             $     6.59             $   3.71
                                                      ===========            ==========             =========
</TABLE>

     A  further  summary  of  the options outstanding at December 31, 2000 is as
     follows:

<TABLE>
<CAPTION>
                                  OPTIONS  OUTSTANDING        OPTIONS EXERCISABLE
                           ---------------------------------  -------------------
                                        WEIGHTED-   WEIGHTED-           WEIGHTED-
                                          AVERAGE    AVERAGE              AVERAGE
                RANGE  OF             CONTRACTUAL   EXERCISE             EXERCISE
          EXERCISE PRICES   NUMBER  LIFE IN YEARS      PRICE    NUMBER      PRICE
          ---------------  -------  --------------  --------  --------  ---------
<S>       <C>              <C>      <C>             <C>       <C>      <C>
         $ 6.25 -  9.63    129,000            5.19  $   6.28   110,400  $    6.25
          10.06 - 12.06    175,200            6.31     10.57   104,918      10.40
          13.31 - 15.88     95,400            8.49     13.52     6,401      14.09
          16.25 - 23.13    124,050            8.48     17.05    84,210      16.56
                           -------                            --------
                           523,650            6.94     11.58   305,929      10.68
                           =======                            ========
</TABLE>


                                       51
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                    NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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


NOTE  17.  STOCK  OPTION  PLANS  (CONTINUED)

     As  permitted  by  SFAS No. 123, "Accounting for Stock-Based Compensation",
     the  Company  recognizes  compensation  cost  for  stock-based  employee
     compensation  awards in accordance with APB Opinion No. 25, "Accounting for
     Stock  Issued  to  Employees".  The Company recognized no compensation cost
     under  the  fixed  stock option plan for the years ended December 31, 2000,
     1999,  and  1998.  If  the  Company  had  recognized  compensation  cost in
     accordance  with  SFAS No. 123, net income and net income per share for the
     years  ended  December  31,  2000, 1999 and 1998 would have been reduced as
     follows:


<TABLE>
<CAPTION>
                                                     2000                     1999                     1998
                                  -----------------------  -----------------------  -----------------------
                                                    BASIC                    BASIC                    BASIC
                                          NET    EARNINGS          NET    EARNINGS          NET    EARNINGS
                                       INCOME   PER SHARE       INCOME   PER SHARE       INCOME   PER SHARE
                                  -----------  ----------  -----------  ----------  -----------  ----------
<S>                               <C>          <C>         <C>          <C>         <C>          <C>
        As reported               $5,726,597   $     0.60  $8,692,876   $     0.90  $7,986,802   $     0.83
          Stock based
            compensation, net of
            related tax effect      (671,149)       -0.07    (741,218)       -0.07    (136,754)       -0.01
                                  -----------  ----------  -----------  ----------  -----------  ----------
        As adjusted               $5,055,448   $     0.53  $7,951,658   $     0.83  $7,850,048   $     0.82
                                  ===========  ==========  ===========  ==========  ===========  ==========


                                                     2000                     1999                    1998
                                  -----------------------  -----------------------  ----------------------
                                                  DILUTED                  DILUTED                  DILUTED
                                          NET    EARNINGS          NET    EARNINGS          NET    EARNINGS
                                       INCOME   PER SHARE       INCOME   PER SHARE       INCOME   PER SHARE
                                  -----------  ----------  -----------  ----------  -----------  ----------
<S>                               <C>          <C>         <C>          <C>         <C>          <C>

        As reported               $5,726,597   $     0.60  $8,692,876   $     0.89  $7,986,802   $     0.81
          Stock based
            compensation, net of
            related tax effect      (671,149)       -0.07    (741,218)       -0.07    (136,754)       -0.01
                                  -----------  ----------  -----------  ----------  -----------  ----------
        As adjusted               $5,055,448   $     0.53  $7,951,658   $     0.82  $7,850,048   $     0.80
                                  ===========  ==========  ===========  ==========  ===========  ==========
</TABLE>

     The fair value of each option grant is estimated on the date of grant using
     the  Black-Scholes  option-pricing  model  with  the following assumptions:

                                                 2000       1999       1998
                                               ---------  ---------  --------
            Risk-free interest rate                5.24%      5.39%     5.00%
            Expected life of the options        10 years   10 years   5 years
            Expected dividends (as a percent
              of the fair value of the stock)      4.69%      2.50%     1.37%
            Expected volatility                   45.62%     34.20%    30.00%


NOTE  18.  STOCK  REPURCHASE  PLAN

     In  June  1999,  the  Board  of  Directors approved a stock repurchase plan
     whereby  management  was  authorized  to  buy  back and cancel up to 75,000
     shares  of  the Company's common stock from the open market. In March 2000,
     the  Board  approved  to buy back and cancel an additional 50,000 shares of
     the  Company's common stock. During 2000, the Company acquired and canceled
     119,616 shares of common stock for a total cost of $1,512,152. A balance of
     5,384 shares was available in the plan for repurchase at December 31, 2000.


                                       52
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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


NOTE  19.  COMMITMENTS  AND  CONTINGENT  LIABILITIES

     The  consolidated  financial  statements do not reflect various commitments
     and  contingent  liabilities  that  arise in the normal course of business.
     These off-balance sheet financial instruments include commitments to extend
     credit  and  standby  letters  of  credit.  Such  financial instruments are
     included  in  the  financial  statements  when  funds  are disbursed or the
     instruments  become payable. These instruments involve, to varying degrees,
     elements  of  credit  risk,  interest  rate  risk  and  liquidity  risk.

     The Company's exposure to credit loss in the event of nonperformance 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 Company uses the same credit and collateral policies
     for  these  off-balance sheet  financial  instruments  as  it  does  for
     on-balance sheet  financial  instruments.  A  summary  of  the  Company's
     commitments  outstanding  as  of  December  31,  2000  and  1999  follows.

                                                 2000         1999
                                          -----------  -----------
            Commitments to extend credit  $58,371,000  $46,366,000
            Standby letters of credit     $ 1,083,000  $ 2,004,000

     Commitments to extend credit generally have fixed expiration dates or other
     termination  clauses  and  may  require payment of a fee. Since many of the
     commitments  are  expected  to  expire  without being drawn upon, the total
     commitment  amounts  do not necessarily represent future cash requirements.
     The  credit  risk  involved  in  issuing  these  financial  instruments  is
     essentially  the same as that involved in extending loans to customers. The
     Company evaluates each customer's creditworthiness on a case-by-case basis.
     The  amount of collateral obtained, if deemed necessary by the Company upon
     extension  of  credit,  is  based  on management's credit evaluation of the
     customer.  Collateral  held  varies  but  may  include  real  estate  and
     improvements, marketable securities, accounts receivable, crops, livestock,
     inventory,  equipment  and  personal  property.

     Standby letters of credit are conditional commitments issued by the Company
     to  guarantee  the  performance  of  a  customer  to  a  third party. Those
     guarantees  are  primarily  issued  to support public and private borrowing
     arrangements.  The  credit  risk  involved  in issuing letters of credit is
     essentially  the  same  as  that  involved  in extending loan facilities to
     customers.  Collateral  held  varies  as specified above and is required in
     instances  which  the  Company  deems  necessary.

     In  the normal course of business, the Company is involved in various legal
     proceedings.  In  the  opinion of management for the Company, any liability
     resulting from such proceedings would not have a material adverse effect on
     the  Company's  financial  statements.


NOTE  20.  CONCENTRATIONS  OF  CREDIT

     The  Banks make commercial, agricultural, residential and consumer loans to
     customers  primarily  in southern Georgia, south-metro Atlanta, and central
     Florida.  A  substantial  portion  of the Company's customers' abilities to
     honor  their  contracts  is  dependent  on  the  business  economy  in  the
     geographical  area  served  by  the  Banks.

     As  of December 31, 2000, approximately 74% of the Company's loan portfolio
     is  concentrated  in real estate loans. Substantial portions of these loans
     are secured by real estate in the Company's primary markets. In addition, a
     substantial  portion  of  the  real  estate  owned is located in those same
     markets.  Accordingly, the ultimate collectibility of a substantial portion
     of  the  Company's loan portfolio and the recovery of a substantial portion
     of  the  carrying amount of real estate owned are susceptible to changes in
     market  conditions  in  the  Company's  primary  markets.


                                       53
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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


NOTE  21.  REGULATORY  MATTERS

     The  Banks  are  subject to certain restrictions on the amount of dividends
     that  may  be  declared  without prior regulatory approval. At December 31,
     2000,  approximately  $3,915,000  of  the  Banks'  retained  earnings  was
     available  for  dividend  declaration  without  regulatory  approval.

     The  Company  and  the  Banks  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 capital
     adequacy  guidelines  and  the  regulatory  framework for prompt corrective
     action,  the  Banks  must  meet  specific  capital  guidelines that involve
     quantitative  measures  of  the  assets,  liabilities,  and  certain
     off-balance sheet  items  as  calculated  under  regulatory  accounting
     practices.  The  capital  amounts  and  classification  are also subject to
     qualitative  judgments by the regulators about components, risk weightings,
     and  other  factors. Prompt corrective action provisions are not applicable
     to  bank  holding  companies.

     Quantitative  measures established by regulation to ensure capital adequacy
     require the Company and the Banks to maintain minimum amounts and ratios of
     total  and  Tier I capital to risk-weighted assets and of Tier I capital to
     average  assets as set forth in the table below. Management believes, as of
     December  31,  2000,  the  Company  and the Banks meet all capital adequacy
     requirements  to  which  it  is  subject.

     As  of  December 31, 2000, the most recent notification from the regulatory
     authorities  categorized the Banks as well capitalized under the regulatory
     framework  for  prompt  corrective  action.  To  be  categorized  as  well
     capitalized,  the  Banks  must  maintain  minimum  total risk-based, Tier I
     risk-based, and Tier I leverage ratios as set forth in the table. There are
     no  conditions  or  events since that notification that management believes
     have  changed  the  Banks'  category.

     The  actual  capital  amounts and ratios for the Company and its lead bank,
     The  Park  Avenue  Bank,  are presented in the following table. All amounts
     have  been  rounded  to  the  nearest  thousand.

<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, 2000:
              Total Capital
                to Risk Weighted Assets:
                  Consolidated              $71,496,000   12.5%  $45,753,000    8.0%      - N/A -
                  The Park Avenue Bank      $22,965,000   10.4%  $17,661,000    8.0%  $22,076,000   10.0%

              Tier 1 Capital
                to Risk Weighted Assets:
                  Consolidated              $63,592,000   11.1%  $22,877,000    4.0%      - N/A -
                  The Park Avenue Bank      $20,425,000    9.3%  $ 8,830,000    4.0%  $13,246,000    6.0%

              Tier 1 Capital
                to Average Assets:
                  Consolidated              $63,592,000    8.7%  $29,250,000    4.0%      - N/A -
                  The Park Avenue Bank      $20,425,000    7.2%  $11,294,000    4.0%  $14,118,000    5.0%
</TABLE>


                                       54
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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

NOTE  21.  REGULATORY  MATTERS  (CONTINUED)

<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, 1999:
            Total Capital
              to Risk Weighted Assets:
                Consolidated                $72,600,000   15.0%  $38,720,000    8.0%      - N/A -
                The Park Avenue Bank        $20,450,000   10.9%  $14,948,000    8.0%  $18,685,000   10.0%

            Tier 1 Capital
              to Risk Weighted Assets:
                Consolidated                $67,563,000   14.0%  $19,304,000    4.0%      - N/A -
                The Park Avenue Bank        $18,419,000    9.9%  $ 7,474,000    4.0%  $11,211,000    6.0%

            Tier 1 Capital
              to Average Assets:
                Consolidated                $67,563,000   11.8%  $22,903,000    4.0%      - N/A -
                The Park Avenue Bank        $18,419,000    7.6%  $ 9,654,000    4.0%  $12,068,000    5.0%
</TABLE>


NOTE  22.  FAIR  VALUE  OF  FINANCIAL  INSTRUMENTS

     The  following  methods  and  assumptions  were  used  by  the  Company  in
     estimating  its  fair value disclosures for financial instruments. In cases
     where  quoted  market  prices  are  not available, fair values are based on
     estimates using discounted cash flow models. Those models are significantly
     affected  by  the  assumptions  used,  including  the  discount  rates  and
     estimates  of  future  cash  flows.  In that regard, the derived fair value
     estimates cannot be substantiated by comparison to independent markets and,
     in  many  cases,  could  not  be  realized  in  immediate settlement of the
     instrument.  The  use of different methodologies may have a material effect
     on  the  estimated  fair  value  amounts.  Also,  the  fair value estimates
     presented herein are based on pertinent information available to management
     as  of  December 31, 2000 and 1999. Such amounts have not been revalued for
     purposes  of  these  financial statements since those dates and, therefore,
     current  estimates  of fair value may differ significantly from the amounts
     presented  herein.

     The  following  methods  and  assumptions  were  used  by  the  Company  in
     estimating  fair  values  of  financial  instruments  as  disclosed herein:

     CASH, DUE FROM BANKS, INTEREST BEARING DEPOSITS, AND FEDERAL FUNDS SOLD
          The  carrying  amounts  of  cash,  due  from  banks,  interest-bearing
          deposits in other banks, and Federal funds sold approximate their fair
          value.


     INVESTMENT  SECURITIES
          Fair  values  for  securities  are  based on quoted market prices. The
          carrying values of equity securities with no readily determinable fair
          value  approximate  fair  values.

     LOANS
          For  variable-rate  loans  that  reprice  frequently  and  have  no
          significant  change  in credit risk, fair values are based on carrying
          values.  For  other  loans,  the  fair  values  are  estimated  using
          discounted  cash  flow  methods,  using interest rates currently being
          offered  for  loans  with similar terms to borrowers of similar credit
          quality. Fair values for impaired loans are estimated using discounted
          cash  flow  models  or  underlying  collateral  values.


                                       55
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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


NOTE  22.  FAIR  VALUE  OF  FINANCIAL  INSTRUMENTS  (CONTINUED)

     DEPOSITS
          The  carrying  amounts  of  demand  deposits  and  savings  deposits
          approximate their fair values. Fair values for fixed-rate certificates
          of  deposit  are  estimated  using  discounted cash flow models, using
          interest  rates  currently  being  offered  on  certificates.

     FEDERAL  FUNDS PURCHASED AND SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE
          The  carrying  amounts  of Federal funds purchased and securities sold
          under  agreements  to  repurchase  approximate  their  fair  value.

     ADVANCES  FROM  THE  FHLB  AND  OTHER  BORROWINGS
          For  variable-rate borrowings that reprice frequently, fair values are
          based  on  carrying values. For fixed-rate borrowings, the fair values
          are  estimated using discounted cash flow models, using interest rates
          currently  being  offered  for  borrowings  with  similar  terms.

     OFF-BALANCE  SHEET  INSTRUMENTS
          Fair  values  of the Company's off-balance sheet financial instruments
          are  based  on fees charged to enter into similar agreements. However,
          commitments  to  extend  credit  and  standby letters of credit do not
          represent  a  significant  value to the Company until such commitments
          are  funded.  The Company has determined that these instruments do not
          have a distinguishable fair value and no fair value has been assigned.

     The  approximate  carrying  value and estimated fair value of the Company's
     financial  instruments  as  of  December  31,  2000 and 1999 are summarized
     below.  All  amounts  have  been  rounded  to  the  nearest  thousand.

<TABLE>
<CAPTION>
                                                                      2000                        1999
                                                --------------------------  --------------------------
                                                    CARRYING          FAIR      CARRYING          FAIR
                                                      AMOUNT         VALUE        AMOUNT         VALUE
                                                ------------  ------------  ------------  ------------
<S>                                             <C>           <C>           <C>           <C>
          Cash and due from banks, interest-
            bearing deposits with other banks,
            and Federal funds sold              $ 86,526,000  $ 86,526,000  $ 64,645,000  $ 64,645,000
          Investment securities                   84,925,000    84,925,000    78,926,000    78,926,000
          Loans, net                             572,552,000   566,383,000   489,380,000   486,121,000
          Deposits                               637,180,000   638,990,000   516,204,000   517,331,000
          Federal funds purchased and
            securities sold under agreements
            to repurchase                         12,166,000    12,166,000    13,828,000    13,828,000
          Advances from the FHLB                  58,701,000    58,127,000    60,112,000    59,015,000
          Other borrowings                         7,667,000     7,667,000             -             -
</TABLE>


                                       56
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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

NOTE  23.  CONDENSED  FINANCIAL  INFORMATION  OF  PAB  BANKSHARES,  INC.
           (PARENT  COMPANY  ONLY)

     The  condensed  financial  statements  for  PAB  Bankshares,  Inc. follows.

<TABLE>
<CAPTION>
                              PAB BANKSHARES, INC.
                       CONDENDSED STATEMENTS OF CONDITION
                           DECEMBER 31, 2000 AND 1999


                                                           2000         1999
                                                        -----------  -----------
<S>                                                     <C>          <C>
Assets:
      Cash on deposit with subsidiary banks             $ 6,503,960  $13,050,358
      Investment securities                                 349,945      349,945
      Investment in subsidiaries                         66,470,737   54,700,646
      Premises and equipment                              4,309,587    1,232,783
      Other assets                                        2,607,148    1,625,800
                                                        -----------  -----------
            Total assets                                $80,241,377  $70,959,532
                                                        ===========  ===========

Liabilities and stockholders' equity:
      Other borrowings                                  $ 7,667,280  $         -
      Dividends payable                                   1,045,214      976,337
      Other liabilities                                     748,403      371,935
                                                        -----------  -----------
            Total liabilities                             9,460,897    1,348,272
                                                        -----------  -----------

      Stockholders' equity                               70,780,480   69,611,260
                                                        -----------  -----------

            Total liabilities and stockholders' equity  $80,241,377  $70,959,532
                                                        ===========  ===========
</TABLE>


<TABLE>
<CAPTION>
                                       PAB BANKSHARES, INC.
                                 CONDENDSED STATEMENTS OF INCOME
                          YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998


                                                                             2000          1999        1998
                                                                       -----------  ------------  ------------
<S>                                                                    <C>         <C>           <C>
Income:
      Dividends from subsidiaries                                      $ 4,930,706  $ 13,844,725   $ 7,883,342
      Interest income                                                      103,820        14,132        10,224
      Management and service fees                                        1,279,967     1,256,033       976,459
      Other income                                                          92,504        36,032        11,183
                                                                       -----------  ------------  ------------
            Total income                                                 6,406,997    15,150,922     8,881,208
                                                                       -----------  ------------  ------------

Expenses                                                                 4,800,038     3,131,068     2,925,795
                                                                       -----------  ------------  ------------
            Income before income tax benefit and equity in
              undistributed earnings (distributions in excess
              of earnings) of subsidiaries                               1,606,959    12,019,854     5,955,413
Income tax benefit                                                       1,258,615       680,336       733,975
                                                                       -----------  ------------  ------------
            Income before equity in undistributed earnings
              (distributions in excess of earnings) of
               subsidiaries                                              2,865,574    12,700,190     6,689,388
Equity in undistributed earnings (distributions in excess
      of earnings) of subsidiaries                                       2,861,023    (4,007,314)    1,297,414
                                                                       -----------  ------------  ------------
Net income                                                             $ 5,726,597  $  8,692,876   $ 7,986,802
                                                                       ===========  ============  ============
</TABLE>


                                       57
<PAGE>
                      PAB BANKSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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

NOTE  23.  CONDENSED  FINANCIAL  INFORMATION OF PAB BANKSHARES, INC. (CONTINUED)
           (PARENT  COMPANY  ONLY)

<TABLE>
<CAPTION>
                                       PAB BANKSHARES, INC.
                               CONDENDSED STATEMENTS OF CASH FLOWS
                          YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998


                                                                      2000          1999          1998
                                                                  ------------  ------------  ------------
<S>                                                               <C>           <C>           <C>
       Cash flows from operating activities:
          Net income                                              $ 5,726,597   $ 8,692,876   $ 7,986,802
          Adjustments to reconcile net income to net cash
            provided by operating activities:
            Depreciation and amortization                             422,579       267,321       245,021
            Deferred tax provision                                     78,065        (9,150)        6,539
            Gain on disposal of assets                                 (3,634)            -        (6,932)
            Distributions in excess of earnings (undistributed
              earnings) of subsidiaries                            (2,861,023)    4,007,314    (1,297,414)
            Increase in cash value of life insurance                  (66,159)       (7,988)       (2,181)
            Net change in other assets and liabilities               (764,398)      125,442      (394,048)
                                                                  ------------  ------------  ------------
                Net cash provided by operating activities           2,532,027    13,075,815     6,537,787
                                                                  ------------  ------------  ------------

        Cash flows from investing activities:
          Purchase of securities available for sale                         -      (349,945)            -
          Purchase of premises and equipment                       (3,501,165)     (924,171)     (733,914)
          Proceeds from disposal of assets                              9,494             -        17,600
          Investment in subsidiary                                    (50,000)      (50,000)            -
                                                                  ------------  ------------  ------------
               Net cash used in investing activities               (3,541,671)   (1,324,116)     (716,314)
                                                                  ------------  ------------  ------------

        Cash flows from financing activities:
          Repayment of notes payable                                        -             -    (2,184,000)
          Dividends paid                                           (4,054,117)   (3,025,131)   (2,141,687)
          Proceeds from issuance of stock                              29,515        26,932       340,712
          Acquisition of stock under the stock repurchase plan     (1,512,152)            -             -
                                                                  ------------  ------------  ------------
                Net cash used in financing activities              (5,536,754)   (2,998,199)   (3,984,975)
                                                                  ------------  ------------  ------------

          Net increase (decrease) in cash                          (6,546,398)    8,753,500     1,836,498

          Cash at beginning of year                                13,050,358     4,296,858     2,460,360
                                                                  ------------  ------------  ------------

          Cash at end of year                                     $ 6,503,960   $13,050,358   $ 4,296,858
                                                                  ============  ============  ============
</TABLE>


NOTE  24.  SUBSEQUENT  EVENTS

     In  January  2001, the Board of Directors authorized management to buy back
     and  cancel an additional 125,000 shares of the Company's common stock over
     the  next  twelve-month  period  under  the Company's stock repurchase plan
     (Note  18.)


                                       58
<PAGE>
ITEM  9.  CHANGES  IN  AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON
          ACCOUNTING  AND  FINANCIAL  DISCLOSURE

There  has  been  no  occurrence  requiring  a  response  to  this  Item.



PART  III

ITEM  10.  DIRECTORS  AND  EXECUTIVE  OFFICERS  OF  THE  REGISTRANT

The  information  appearing  under  the  headings  "Proposal  One:  Election  of
Directors,"  "Executive  Officers"  and  "Section  16(a)  Beneficial  Ownership
Reporting  Compliance"  in  the  definitive  Proxy  Statement  (the  "2001 Proxy
Statement")  relating  to  the  annual  meeting  of  shareholders  of  PAB,  is
incorporated  herein  by  reference.


ITEM  11.  EXECUTIVE  COMPENSATION

The information appearing under the heading "Executive Compensation" in the 2001
Proxy  Statement  is  incorporated  herein  by  reference.


ITEM  12.  SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS
            AND  MANAGEMENT

The information appearing under the heading "Principal Shareholders" in the 2001
Proxy  Statement  is  incorporated  herein  by  reference.


ITEM  13.  CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS

The  information  appearing  under  the  headings  "Executive  Compensation  -
Compensation  Committee  Interlocks  and  Insider  Participation"  and  "Certain
Relationships  and  Related  Transactions"  in  the  2001  Proxy  Statement  is
incorporated  herein  by  reference.



PART  IV

ITEM  14.  EXHIBITS,  FINANCIAL  STATEMENT  SCHEDULES,  AND
            REPORTS  ON  FORM  8-K

   (a) 1.  FINANCIAL  STATEMENTS.

               The  consolidated  financial  statements,  notes  thereto  and
               auditor's report thereon, filed as part hereof, are listed in the
               Index  to  Item  8  of  this  Report.

       2.  FINANCIAL  STATEMENT  SCHEDULES.

               All  schedules  have  been omitted as the required information is
               not  applicable.


                                       59
<PAGE>
       3.  EXHIBITS.

Exhibit No.     Description
-----------     -----------

2.1       Agreement and Plan of Merger, dated as of June 3, 1999, by and between
          Baxley  Federal Savings Bank and the Registrant, and joined into as of
          November  2,  1999  by  PAB Interim Association No. 1 (incorporated by
          reference  to  Exhibit 2(a) to the Registrant's Registration Statement
          No. 333-83907 on Form S-4 (No. 333-83907) filed with the Commission on
          July  28,  1999).

2.2       Agreement  and  Plan of Merger, dated as of September 15, 2000, by and
          between  Friendship Community Bank and the Registrant, and joined into
          by  FCB  Interim  Bank.

3.1       Amended  and  Restated  Articles  of  Incorporation  (incorporated  by
          reference  to  Exhibit 3(a) to the Registrant's Registration Statement
          on  Form  S-4 (No. 333-83907) filed with the Commission on October 14,
          1999).

3.2       Amended and Restated Bylaws (incorporated by reference to Exhibit 3(a)
          to the Registrant's Registration Statement on Form S-8 (No. 333-74819)
          filed  with  the  Commission  on  March  22,  1999).

10.1      Form  of  Employment  Agreement  with  Schedule  of  Parties and Terms
          (incorporated  by reference to Exhibit 10.1 to the Registrant's Annual
          Report  on  Form  10-K  for  the fiscal year ended December 31, 1999).

10.2.1    PAB  Bankshares, Inc. First Amendment to First Restated and Amended
          Dividend  Reinvestment and Common Stock Purchase Plan (incorporated by
          reference  to  Exhibit 28.2 to the Registrant's Registration Statement
          on  Form  S-3  (No.  33-74080)  filed  with the Commission on April 8,
          1997).

10.2.2    PAB  Bankshares,  Inc.  Third  Amended  and  Restated  Dividend
          Reinvestment and Common Stock Purchase Plan (incorporated by reference
          to Exhibit 28.1 to the Registrant's Registration Statement on Form S-3
          (No.  33-74080)  filed  with  the  Commission  on  September 1, 1998).

10.3      PAB  Bankshares,  Inc.  1994  Employee  Stock  Option Plan, as amended
          (incorporated  by reference to Exhibit 10.3 to the Registrant's Annual
          Report  on  Form  10-K  for  the fiscal year ended December 31, 1998).

10.4      PAB  Bankshares,  Inc.  1994  Directors  Deferred  Stock Purchase Plan
          (incorporated  by reference to Exhibit 10.4 to the Registrant's Annual
          Report  on  Form  10-K  for  the fiscal year ended December 31, 1998).

10.5      Form  of  Executive  Salary  Continuation  Agreement,  with  attached
          Schedule  of  Terms  (incorporated by reference to Exhibit 10.5 to the
          Registrant's  Annual  Report  on  Form  10-K for the fiscal year ended
          December  31,  1998).

10.6      PAB Bankshares, Inc. 1999 Stock Option Plan (incorporated by reference
          to  Exhibit  99 to the Registrant's Registration Statement on Form S-8
          (No.  333-89527)  filed  with  the  Commission  on  March  22,  1999).

21.1      Subsidiaries  of  the  Registrant.

23.1      Consent  of  Stewart,  Fowler  &  Stalvey,  P.C.

23.2      Consent  of  Osburn,  Henning  and  Company.

     (b)  REPORTS  ON  FORM  8-K.

          None.


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<PAGE>
SIGNATURES

Pursuant  to  the requirements of Section 13 or 15(d) of the Securities Exchange
Act  of  1934,  the  Registrant  has duly caused this report to be signed on its
behalf  by  the  undersigned,  thereunto  duly  authorized.

                                    PAB  BANKSHARES,  INC.

Date:  March 26, 2001
                                    By:  /s/  R.  Bradford  Burnette
                                         ---------------------------
                                         R.  Bradford  Burnette,
                                         Chairman and Chief Executive Officer

Signature                   Title                     Date
--------------------------  ------------------------  --------------

/s/ R. Bradford Burnette    Director, Chairman        March 26, 2001
--------------------------
R. Bradford Burnette        Chief Executive Officer

                            Director                  March 26, 2001
--------------------------
Walter W. Carroll, II

/s/ William S. Cowart       Director                  March 26, 2001
--------------------------
William S. Cowart

                            Director                  March 26, 2001
--------------------------
James L. Dewar, Sr.

/s/ James L. Dewar, Jr.     Director                  March 26, 2001
--------------------------
James L. Dewar, Jr.

/s/ Tracy A. Dixon          Director                  March 26, 2001
--------------------------
Tracy A. Dixon

/s/ Bill J. Jones           Director                  March 26, 2001
--------------------------
Bill J. Jones

/s/ Thompson Kurrie, Jr.    Director                  March 26, 2001
--------------------------
Thompson Kurrie, Jr.

/s/ James B. Lanier, Jr.    Director                  March 26, 2001
--------------------------
James B. Lanier, Jr.

/s/ Kennith D. McLeod       Director                  March 26, 2001
--------------------------
Kennith D. McLeod

/s/ Paul E. Parker          Director                  March 26, 2001
--------------------------
Paul E. Parker

/s/ Ferrell Scruggs, Sr.    Director                  March 26, 2001
--------------------------
Ferrell Scruggs, Sr.

/s/ D. Ramsay Simmons, Jr.  Director                  March 26, 2001
--------------------------
D. Ramsay Simmons, Jr.

/s/ John M. Simmons         Director                  March 26, 2001
--------------------------
John M. Simmons


                                       61
<PAGE>
/s/ Joe P. Singletary, Jr.  Director                  March 26, 2001
--------------------------
Joe P. Singletary, Jr.

/s/ Alvin R. Tuten, Jr.     Director                  March 26, 2001
--------------------------
Alvin R. Tuten, Jr.

/s/ C. Larry Wilkinson      Director, Executive Vice  March 26, 2001
--------------------------
C. Larry Wilkinson          President

/s/ Michael E. Ricketson    Executive Vice President  March 26, 2001
--------------------------
Michael E. Ricketson        Chief Financial Officer


                                       62
<PAGE>
                                  EXHIBIT INDEX
                                  -------------

Exhibit No.    Description
-----------    -----------

2.2            Agreement  and Plan of Merger, dated as of September 15, 2000, by
               and  between  Friendship  Community  Bank and the Registrant, and
               joined  into  by  FCB  Interim  Bank.

21.1           Subsidiaries  of  the  Registrant.

23.1           Consent  of  Stewart,  Fowler  &  Stalvey,  P.C.

23.2           Consent  of  Osburn,  Henning  and  Company.


                                       63
<PAGE>