UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-QSB

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

                  For the Quarterly Period Ended March 31, 2001

                                       OR

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

                        For the Transition Period from to

                        Commission file number 333-69973

                     First Capital Bank Holding Corporation
                -------------------------------------------------
             (Exact name of registrant as specified in its charter)

         Florida                                      59-3532208
   (State of Incorporation)                (I.R.S. Employer Identification No.)

   1891 South 14th Street
   Fernandina Beach, Florida                                32035
   (Address of principal executive offices)               (Zip Code)

                      904-321-0400
                   (Telephone Number)


                                 Not Applicable
                          (Former name, former address
                             and former fiscal year,
                          if changed since last report)

Check whether the issuer: (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.

                                    YES XX NO


      State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: 1,000,000 shares of common
stock, $.01 par value per share, issued and outstanding as of May 11, 2001.

      Transitional Small Business Disclosure Format (check one):  YES     NO  XX
                                                                      --      --

<PAGE>


                     FIRST CAPITAL BANK HOLDING CORPORATION

<TABLE>
<CAPTION>

PART I.  FINANCIAL STATEMENTS
-----------------------------

<S>                                                                                                         <C>
      Item 1.      Financial Statements

                   Balance Sheets at March 31, 2001(unaudited) and December 31, 2000 (audited)                  3

                   Statements of Operations and Comprehensive Income (Loss) (unaudited) for
                     the Three Months Ended March 31, 2001 and 2000                                             4

                   Statements of Cash Flows (unaudited) for the Three
                     Months Ended March 31, 2001 and 2000                                                       5

                   Notes to Consolidated Financial Statements (unaudited)                                       6

      Item 2.      Management's Discussion and Analysis of or Plan of Operation                                 8

PART II.  OTHER INFORMATION
---------------------------


      Item 1.      Legal Proceedings                                                                            10

      Item 2.      Changes in Securities and Use of Proceeds                                                    10

      Item 3.      Defaults Upon Senior Securities                                                              10

      Item 4.      Submission of Matters to a Vote of Security Holders                                          10

      Item 5.      Other Information                                                                            10

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


</TABLE>

                                       2
<PAGE>


                     First Capital Bank Holding Corporation

                                 Balance Sheets

                      March 31, 2001 and December 31, 2000
                                   (Unaudited)

                                     Assets
<TABLE>
<CAPTION>

                                                                                         March 31,       December 31,
                                                                                           2001             2000
                                                                                           ----             ----

<S>                                                                                    <C>                <C>
  Cash                                                                                 $ 2,182,128        $ 1,757,693
  Federal funds sold                                                                     5,770,878          2,988,000
  Interest bearing deposits with other banks                                                    -             250,000
                                                                                       -----------        -----------


               Total cash and cash equivalents                                           7,953,006          4,995,693

   Interest bearing deposits with other banks                                              250,000              -
   Investments available for sale                                                       14,514,216         14,024,540
   Other investments                                                                       356,200            277,000
   Loans, net                                                                           22,308,355         20,424,636
   Premises and equipment, net                                                           1,627,106          1,601,281
   Other assets                                                                            421,838            534,608
                                                                                       -----------        -----------

  Total assets                                                                          47,430,721         41,857,758
                                                                                       ===========        ===========

                      Liabilities and Stockholders' Equity

  Deposits:
       Noninterest bearing                                                               4,643,124          3,642,534
       Interest bearing                                                                 33,049,254         28,671,882
                                                                                       -----------        -----------

              Total deposits                                                            37,692,378         32,314,416

   Other liabilities                                                                        78,254             53,107
                                                                                       -----------        -----------

              Total liabilities                                                         37,770,632         32,367,523
                                                                                       -----------        -----------

   Preferred stock, par value $.01, 1,000,000 shares authorized;
         no shares issued or outstanding                                                         -                  -
   Common stock, par value $.01, 10,000,000 shares authorized;
         1,000,000 shares issued and outstanding                                            10,000             10,000
   Additional paid-in capital                                                            9,708,858          9,708,858
   Accumulated deficit                                                                   (267,880)           (330,746)
   Other comprehensive income                                                              209,111            102,123
                                                                                       -----------        -----------

              Total stockholders' equity                                                 9,660,089          9,490,235
                                                                                       -----------        -----------

  Total liabilities and stockholders' equity                                           $47,430,721        $41,857,758
                                                                                       ===========        ===========

</TABLE>

See accompanying notes to financial statements.

                                       3

<PAGE>
                     First Capital Bank Holding Corporation

            Statements of Operations and Comprehensive Income (Loss)

<TABLE>
<CAPTION>
               For the Three Months Ended March 31, 2001 and 2000
                                   (Unaudited)
                                                                                              2001             2000
                                                                                              ----             ----

Interest income:
<S>                                                                                        <C>               <C>
    Interest and fees on loans                                                             $ 553,791         $208,669
    Interest income on federal funds sold                                                     32,413           23,342
    Interest income on investment securities                                                 301,026          188,971
    Interest income on deposits in other banks                                                 4,232            8,360
                                                                                         -----------      -----------
           Total interest income                                                             891,462          429,342
                                                                                         -----------      -----------

Interest expense:
    Interest bearing deposits                                                                329,328          126,635
    Other                                                                                     12,310              296
                                                                                         -----------      -----------
           Total interest expense                                                            341,638          126,931
                                                                                         -----------      -----------

           Net interest income                                                               549,824          302,411

Provision for loan losses                                                                     42,000           52,500
                                                                                         -----------      -----------

     Net interest income after provision
        for loan losses                                                                      507,824          249,911
                                                                                         -----------      -----------

Noninterest income
    Service charges on deposit accounts                                                       24,009            7,925
    Gain on sale of loans                                                                    104,402           44,548
    Other                                                                                      6,791            4,149
                                                                                         -----------      -----------

                  Total noninterest income                                                   135,202           56,622
                                                                                         -----------      -----------

Noninterest expenses:
    Salaries and employee benefits                                                           305,965          181,666
    Occupancy                                                                                 71,768           50,034
    Other                                                                                    170,427          104,440
                                                                                         -----------      -----------

           Total noninterest expenses                                                        548,160          336,140
                                                                                         -----------      -----------

           Net income (loss) before provision for income taxes                                94,866          (29,607)
                                                                                         -----------      -----------

Provision for income taxes                                                                    32,000                -
                                                                                         -----------      -----------


Net income (loss)                                                                        $    62,866      $   (29,607)
                                                                                         ===========      ===========

           Net income (loss) per share                                                   $       .06      $      (.03)
                                                                                         ===========      ===========

Other comprehensive income, net of tax:
    Unrealized losses arising during the period, net of taxes (benefit)
         of $106,699 and ($25,502)                                                          $209,111      $   (49,503)
                                                                                         -----------      -----------

    Comprehensive income (loss)                                                            $ 271,977      $   (79,110)
                                                                                         ===========      ===========

 Shares outstanding                                                                        1,000,000        1,000,000
                                                                                         ===========      ===========
</TABLE>

See accompanying notes to financial statements.

                                       4
<PAGE>


                     First Capital Bank Holding Corporation

                             Statement of Cash Flows
<TABLE>
<CAPTION>


               For the Three Months Ended March 31, 2001 and 2000
                                   (Unaudited)


                                                                                                 2001             2000
                                                                                                 ----             ----


<S>                                                                                           <C>               <C>
Cash flows from operating activities:
     Net income (loss)                                                                        $  62,866         $(29,607)
     Adjustments to reconcile net loss to net cash used in
         operating activities:
             Depreciation, amortization and accretion                                           (4,927)           23,667
             Provision for loan losses                                                           42,000           52,500
                     Gain on sale of loans                                                     (104,402)         (44,548)
             Decrease (increase) in other assets                                                 58,680         (107,755)
             Increase in other liabilities                                                       25,147           15,758
                                                                                            -----------      -----------

                  Net cash provided (used) in operating activities                               79,364          (89,985)
                                                                                            -----------      -----------

Cash flows from investing activities:
     Proceeds invested in certificates of deposits in other banks                              (250,000)               -
     Proceeds from paydowns, calls and maturities of
        securities available for sale                                                         3,720,660                -
     Purchase of other investments                                                              (79,200)               -
     Purchase of investment securities available for sale                                    (3,999,592)      (1,260,610)
     Net changes in loans                                                                    (3,013,242)      (5,303,701)
       Proceeds from sale of loans                                                            1,191,925          950,867
     Purchase of premises and equipment                                                         (70,564)          (8,332)


                  Net cash used in investing activities                                      (2,500,013)      (5,621,776)
                                                                                            -----------      -----------

Net cash provided by financing activities:
     Increase in deposits                                                                     5,377,962        9,266,668
                                                                                            -----------      -----------

Net increase in cash                                                                          2,957,313        3,554,907

Cash and cash equivalents at the beginning of the period                                      4,995,693        2,927,088
                                                                                            -----------      -----------

Cash and cash equivalents at the end of the period                                          $ 7,953,006       $6,481,995
                                                                                            ===========       ==========

Supplemental cash flow information:
     Interest paid                                                                          $   371,599       $  123,036
                                                                                            ===========       ==========


</TABLE>

See accompanying notes to financial statements.

                                       5

<PAGE>


                     First Capital Bank Holding Corporation

                          Notes to Financial Statements
                                   (Unaudited)

(1)      Organization

      First Capital Bank Holding Corporation (the "Company") was incorporated
      for the purpose of becoming a bank holding company. On July 26, 1999, the
      Company acquired 100% of the outstanding common stock of First National
      Bank of Nassau County (the "Bank"), which operates in the Fernandina
      Beach, Florida area. The Bank is chartered and regulated by the Office of
      the Comptroller of Currency and the Federal Deposit Insurance Corporation.
      The Bank commenced operations on July 26, 1999.

      The interim financial statements included herein are unaudited but reflect
      all adjustments which, in the opinion of management, are necessary for a
      fair presentation of the financial position and results of operations for
      the interim period presented. All such adjustments are of a normal
      recurring nature. The results of operations for the quarter ended March
      31, 2001 are not necessarily indicative of the results of a full year's
      operations.

(2)      Basis of Presentation

      The consolidated financial statements include the accounts of the Company
      and the Bank. All intercompany accounts and transactions have been
      eliminated in consolidation.

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

(3)      Summary of Significant Accounting Policies

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

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

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

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


                                       6
<PAGE>


                     First Capital Bank Holding Corporation

                    Notes to Financial Statements, continued

(3)      Summary of Significant Accounting Policies, continued

      Loans and Allowance for Loan Losses, continued
      Loans are stated at principal amount outstanding, net of the allowance for
      loan losses. Unearned interest on discounted loans is recognized as income
      over the term of the loans using a method which approximates a level
      yield. Interest on other loans is calculated by using the simple interest
      method on daily balances of the principal amount outstanding.

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

      The allowance for loan losses is established through a provision for loan
      losses charged to expense. Loans are charged against the allowance for
      loan losses when management believes that the collectibility of the
      principal is unlikely. The allowance represents an amount which, in
      management's judgment, will be adequate to absorb probable losses on
      existing loans that may become uncollectible.

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

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

      Premises and Equipment
      Premises and equipment are stated at cost less accumulated depreciation.
      Major additions and improvements are capitalized while maintenance and
      repairs that do not improve or extend the useful lives of the assets are
      expensed. When assets are retired or otherwise disposed of, the cost and
      related accumulated depreciation are removed from the accounts, and any
      gain or loss is reflected in earnings for the period.

      Depreciation expense on furniture, fixtures and equipment is computed
      using the straight-line method over 5 to 7 years.

      Income Taxes
      The Company accounts for deferred income taxes using the liability
      approach, and when this approach results in a net deferred tax asset,
      management evaluates the likelihood of being able to realize that asset.
      When management determines that some or all of the net deferred tax asset
      is not realizable, a valuation allowance is recorded for that amount. At
      March 31, 2001, the Company's only significant deferred tax attribute was
      its net operating loss since inception, and this deferred tax asset has
      been fully reserved.

(4)      Preferred Stock

      Shares of preferred stock may be issued from time to time in one or more
      series as established by resolution of the Board of Directors of the
      Company. Each resolution shall include the number of shares issued,
      preferences, special rights and limitations as determined by the Board.

                                       7

<PAGE>


                     First Capital Bank Holding Corporation

                    Notes to Financial Statements, continued

(5)      Commitments

      The Company entered into an employment agreement with its President and
      Chief Executive Officer, providing for an initial term of five years
      commencing August 15, 1998. The agreement provides for a base salary, an
      incentive bonus based on five percent of the Company's pre-tax earnings,
      and annual stock options which vest equally over five years at $10 per
      share equal to the lesser of 30,000 shares or five percent of the number
      of shares sold in the initial public offering. Additionally, the Company
      is to maintain a $1,000,000 key man life insurance policy, with $500,000
      payable to the Company and $500,000 payable to the President's family. The
      agreement further provides for other prerequisites, and subjects the
      President to certain noncompete restrictions.


Item 2.         Management's Discussion and Analysis or Plan of Operation

                           FORWARD-LOOKING STATEMENTS

The following is a discussion of our financial condition as of and for the
period ended March 31, 2001 compared to December 31, 2000 and the results of
operations for the three months ended March 31, 2001 and 2000. The discussion
should be read in conjunction with our condensed consolidated financial
statements and accompanying footnotes appearing in this report.

This report contains "forward-looking statements" relating to, without
limitation, future economic performance, plans and objectives of management for
future operations, and projections of revenues and other financial items that
are based on the beliefs of our management, as well as assumptions made by and
information currently available to our management. The words "expect,"
"anticipate," and "believe," as well as similar expressions, are intended to
identify forward-looking statements. Our actual results may differ materially
from the results discussed in the forward-looking statements, and our operating
performance each quarter is subject to various risks and uncertainties that are
discussed in detail in our filings with the Securities and Exchange Commission,
including the "Risk Factors" section in our Registration Statement (Registration
Number 333-69973) as filed with and declared effective by the Securities and
Exchange Commission.

Financial Condition

     As of March 31, 2001, we had total assets of $47,430,721, an increase of
13% over December 31, 2000. Significant contributors to the asset growth
included increases in cash and cash equivalents of $2,957,313, or 59%, and
increases in loans of $1,883,719, or 9%. The growth in these assets was funded
by increased deposits. When compared to December 31, 2000, deposits for the
three months ended March 31, 2001 increased $5,377,962, or 17%.

     As of March 31, 2001, the Bank's loan to deposit ratio was 59%. Our long
term target for the loan to deposit ratio is 80%. The interest rates paid on
interest bearing deposits and the service charge rates for deposit services are
comparable to local market rates. We are making a concerted effort to develop
quality loan business in the local market and to manage the deposit growth
consistent with expected loan demand.

     The deposit mix at March 31, 2001 was as follows: $4,643,124 (12% of total
deposits) in noninterest bearing demand deposit; $25,043,553 (67% of total
deposits) in interest checking accounts; $406,138 (1% of total deposits) in
savings accounts; and $7,599,563 (20% of total deposits) in time deposits. As
the Bank continues to grow, we expect the deposit mix to become more heavily
weighted towards the higher costing time deposits, thus increasing the average
cost of funds and reducing the Bank's net interest margin.

     While the Bank continues to build its loan portfolio, excess funds are
invested in short to intermediate term government and mortgage-backed
securities. At March 31, 2001, all securities were classified as available for
sale totaling $14,514,216. The current investment portfolio strategy is
primarily to provide liquidity for funding loans and initial operating
expenditures and secondarily for earnings enhancement. Accordingly, no
investment securities have final maturities greater than five years and all are
pledgeable to raise funding through secured borrowing or repurchase agreements.


                                       8
<PAGE>



Item 2.  Management's Discussion and Analysis or Plan of Operation, continued

     We had an accumulated deficit of $267,880 as of March 31, 2001. During the
first three months of 2001, we had net income of $62,866. Prior to commencing
operations in July 1999, the losses were a result of expenses incurred in
connection with activities related to our organization.

Results of Operations

     Net interest income for the three months ended March 31, 2001 was $549,824,
compared to $302,411 for the three months ended March 31, 2000. We had interest
expense on interest bearing deposits of $329,328 for the three months ended
March 31, 2001, as compared to $126,635 for the same period in 2000. Total
interest income in the first quarter of 2001 was $891,462 compared to $429,342
in the first quarter of 2000. Interest income includes interest income and fees
on loans totaling $553,791 for the three months ended March 31, 2001 and
$208,669 for the same period in 2000. Interest income also includes interest
income on investments of $301,026 and $188,971 for the three months ended March
31, 2001 and 2000, respectively. Interest income as a percentage of total
interest income increased to 62% at March 31, 2001, as compared to 48% for the
same period last year. This increase is due to our efforts to invest our funds
in higher rate high quality loans instead of investment securities.

     The provision for loan losses for the three months ended was $42,000 and
$52,500 for the three months ended March 31, 2001 and 2000, respectively.
Because the Bank's loan portfolio is relatively new, the Bank has limited
historical data about loan losses on its portfolio on which to base projections
for future losses. Until more substantial evidence about potential losses is
developed, we believe the Bank should establish an allowance for loan losses
between 1.15% and 1.5% of total loans. At March 31, 2001, the allowance for loan
losses was $300,000, compared to $258,000 at December 31, 2000, which
represented 1.33% and 1.25% of total loans, respectively.

     Noninterest income for the three months ended was $135,202 and $56,622 for
the three months ended March 31, 2001 and 2000, respectively. This increase
consists primarily of gains on sales of Small Business Administration and
mortgage loans. Total proceeds associated with these sales were $1,191,925 and
$950,867, respectively.

     Noninterest expense for the three months ended was $548,160 and $336,140
for the three months ended March 31, 2001 and 2000, respectively. Salaries and
benefits for the three months ended March 31, 2001 and 2000 totaled $305,965 and
$181,666, respectively. The increase is primarily due to additional employees
being hired to start up the wholesale mortgage division. The remainder of the
expenses relate primarily to operational costs for data processing, ATM
processing and advertising.

     The combination of the above factors resulted in net income for the three
months ended March 31, 2001 of $62,866 as compared to a net loss of $29,607 for
the same period in 2000.

     We continue to believe that the local market presents good opportunities
for business development to support a growing and profitable community bank. We
expect earnings from loans and investments and other banking services as well as
steady deposit growth to provide sufficient liquidity for both the short and
long term. The Bank intends to manage its loan growth such that deposit flows
will provide funding for all loans as well as cash reserves for working capital
and short to intermediate term, liquid investments.

Liquidity

     The Bank has established short-term federal funds purchase lines of credit
with its correspondent banks which total $6,450,000. These lines are unsecured
and are designed to provide the Bank with short-term liquidity. These lines may
be revoked at any time by the correspondent banks and are available to the Bank
simply as an accommodation for short-term (two weeks or less) liquidity needs.
Additionally, the Bank has investments available for sale of $14,514,216, cash
and cash equivalents of $7,953,006, and interest bearing deposits with other
banks of $250,000 to fund operations and loan growth.

         Currently, we limit investments to highly liquid overnight investments
in correspondent banks and bank-qualified securities. For the foreseeable
future, the Bank will consider its investment portfolio primarily as a source
for liquidity and secondarily as a source for earnings.


                                       9

<PAGE>


PART II.  OTHER INFORMATION

Item 1.    Legal Proceedings

           There are no material pending legal proceedings to which we are a
           party or of which any of our property is the subject.

Item 2.    Changes in Securities

           None.

Item 3.    Defaults Upon Senior Securities and Use of Proceeds

           None.

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

           None.

Item 5.    Other Information

            None.

Item 6.    Exhibits and Reports on Form 8-K

(a)      Exhibits:  None.

(b)      Reports on Form 8-K -- No reports on Form 8-K were filed during the
         quarter ended March 31, 2001.


                                       10

<PAGE>


                                   SIGNATURES


      Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.





                                          FIRST CAPITAL BANK HOLDING CORPORATION



Date:     May 11, 2001                    By:  /s/ Michael G. Sanchez
                                          --------------------------------------
                                          Michael G. Sanchez
                                          Chief Executive Officer



Date:     May 11, 2001                    By:  /s/ Timothy S. Ayers
                                          --------------------------------------
                                          Timothy S. Ayers
                                          Chief Financial Officer



                                       11