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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



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FORM 10-Q



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Quarterly Report Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

For the Quarterly Period Ended
September 30, 2007

Commission File Number 000-50091



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BANK OF FLORIDA CORPORATION

A Florida Corporation



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IRS Employer Identification No. 59-3535315

1185 Immokalee Road

Naples, Florida 34110

(239) 254-2100



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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 whether the Registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of accelerated filer and large accelerated filer in Rule 12b-2
of the Exchange Act).

Large accelerated filer ̈Accelerated filer  x    Non-accelerated filer ̈

Indicate by check mark whether the Registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).    Yes ̈No  x

The number of shares outstanding of the Registrants common stock, as of October 31, 2007 was 12,779,020 shares of $.01 par value common stock.



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##### Table of Contents

BANK OF FLORIDA CORPORATION AND SUBSIDIARIES

Index



|           |  |                                                                                                                     |  |     
|---------- |  | ------------------------------------------------------------------------------------------------------------------- |  | ----
|           |  |                                                                                                                     |  | Page
|PART I.    |  | Financial Information                                                                                               |  |     
|           |  |                                                                                                                    
|Item 1.    |  | Financial Statements (Unaudited)                                                                                    |  |     
|           |  |                                                                                                                    
|           |  | Condensed Consolidated Balance Sheets September 30, 2007 and December 31, 2006                                      |  | 1   
|           |  |                                                                                                                    
|           |  | Condensed Consolidated Statements of Income - Three and Nine-months ended September 30, 2007 and 2006               |  | 2   
|           |  |                                                                                                                    
|           |  | Condensed Consolidated Statements of Stockholders Equity - Nine-months ended September 30, 2007                    |  | 3   
|           |  |                                                                                                                    
|           |  | Condensed Consolidated Statements of Comprehensive Income - Three and Nine-months ended September 30, 2007 and 2006 |  | 3   
|           |  |                                                                                                                    
|           |  | Condensed Consolidated Statements of Cash Flows - Nine months ended September 30, 2007 and 2006                     |  | 4   
|           |  |                                                                                                                    
|           |  | Notes to the Condensed Consolidated Financial Statements                                                            |  | 6   
|           |  |                                                                                                                    
|           |  | Selected Quarterly Consolidated Financial Data                                                                      |  | 14  
|           |  |                                                                                                                    
|Item 2.    |  | Managements Discussion and Analysis of Financial Condition and Results of Operation                                |  |     
|           |  |                                                                                                                    
|           |  | Overview                                                                                                            |  | 15  
|           |  |                                                                                                                    
|           |  | Critical Accounting Policies                                                                                        |  | 15  
|           |  |                                                                                                                    
|           |  | Executive Summary                                                                                                   |  | 16  
|           |  |                                                                                                                    
|           |  | Analysis of Financial Condition                                                                                     |  | 16  
|           |  |                                                                                                                    
|           |  | Analysis of Results of Operations                                                                                   |  | 18  
|           |  |                                                                                                                    
|           |  | Liquidity and Capital Resources                                                                                     |  | 19  
|           |  |                                                                                                                    
|Item 3.    |  | Quantitative and Qualitative Disclosures about Market Risk                                                          |  | 21  
|           |  |                                                                                                                    
|Item 4.    |  | Controls and Procedures                                                                                             |  | 21  
|           |  |                                                                                                                    
|PART II.   |  | Other Information                                                                                                   |  |     
|           |  |                                                                                                                    
|Item 1.    |  | Legal Proceedings                                                                                                   |  | 22  
|           |  |                                                                                                                    
|Item 6.    |  | Exhibits                                                                                                            |  | 22  
|           | 
|Signatures |  | 25                                                                                                                 



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##### Table of Contents

BANK OF FLORIDA CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

September 30, 2007 and December 31, 2006

(In Thousands, except share and per share data)



|                                                                                                                                                                                       |  |                   |           |   |                  |   |         |  
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ----------------- | --------- | - | ---------------- | - | ------- | -
|                                                                                                                                                                                       |  | September 30,2007 |           |   | December 31,2006 |  
|                                                                                                                                                                                       |  | (Unaudited)       |           |   |                  |  
|ASSETS                                                                                                                                                                                 |  |                   |           |   |                  |   |         |  
|Cash and due from banks                                                                                                                                                                |  | $                 | 15,462    |   |                  | $ | 17,770  |  
|Interest-bearing deposits due from other banks                                                                                                                                         |  |                   | 218       |   |                  |   | 3,491   |  
|Federal funds sold                                                                                                                                                                     |  |                   | 1,995     |   |                  |   | 6,483   |  
|                                                                                                                                                                                       |  |                   |           |   |                  |   |         |  
|TOTAL CASH AND CASH EQUIVALENTS                                                                                                                                                        |  |                   | 17,675    |   |                  |   | 27,744  |  
|                                                                                                                                                                                       |  |                  
|Securities held to maturity                                                                                                                                                            |  |                   | 2,985     |   |                  |   | 25      |  
|Securities available for sale                                                                                                                                                          |  |                   | 37,829    |   |                  |   | 41,699  |  
|Loans held for sale                                                                                                                                                                    |  |                   | 14,572    |   |                  |   | 1,103   |  
|                                                                                                                                                                                       |  |                  
|Loans held for investment                                                                                                                                                              |  |                   | 1,137,691 |   |                  |   | 782,507 |  
|Less: Allowance for loan losses                                                                                                                                                        |  |                   | 11,754    |   |                  |   | 7,833   |  
|                                                                                                                                                                                       |  |                   |           |   |                  |   |         |  
|NET LOANS HELD FOR INVESTMENT                                                                                                                                                          |  |                   | 1,125,937 |   |                  |   | 774,674 |  
|                                                                                                                                                                                       |  |                  
|Restricted securities, Federal Home Loan Bank stock, at cost                                                                                                                           |  |                   | 7,506     |   |                  |   | 3,319   |  
|Premises and equipment                                                                                                                                                                 |  |                   | 27,397    |   |                  |   | 7,304   |  
|Accrued interest receivable                                                                                                                                                            |  |                   | 6,054     |   |                  |   | 4,416   |  
|Cash surrender value of life insurance                                                                                                                                                 |  |                   | 3,347     |   |                  |   | 3,249   |  
|Deferred tax asset                                                                                                                                                                     |  |                   | 4,755     |   |                  |   | 3,589   |  
|Goodwill                                                                                                                                                                               |  |                   | 60,915    |   |                  |   | 11,325  |  
|Intangible asset                                                                                                                                                                       |  |                   | 3,536     |   |                  |   | 2,506   |  
|Other assets                                                                                                                                                                           |  |                   | 10,907    |   |                  |   | 2,149   |  
|                                                                                                                                                                                       |  |                   |           |   |                  |   |         |  
|TOTAL ASSETS                                                                                                                                                                           |  | $                 | 1,323,415 |   |                  | $ | 883,102 |  
|                                                                                                                                                                                       |  |                   |           |   |                  |   |         |  
|                                                                                                                                                                                       |  |                  
|LIABILITIES AND STOCKHOLDERS EQUITY                                                                                                                                                   |  |                   |           |   |                  |   |         |  
|                                                                                                                                                                                       |  |                  
|Deposits                                                                                                                                                                               |  | $                 | 985,149   |   |                  | $ | 691,180 |  
|Subordinated debt                                                                                                                                                                      |  |                   | 119,294   |   |                  |   | 42,500  |  
|Federal home loan bank advances                                                                                                                                                        |  |                   | 16,000    |   |                  |   | 11,000  |  
|Accrued interest payable                                                                                                                                                               |  |                   | 1,774     |   |                  |   | 972     |  
|Accrued expenses and other liabilities                                                                                                                                                 |  |                   | 2,436     |   |                  |   | 1,945   |  
|                                                                                                                                                                                       |  |                   |           |   |                  |   |         |  
|TOTAL LIABILITIES                                                                                                                                                                      |  |                   | 1,124,653 |   |                  |   | 747,597 |  
|                                                                                                                                                                                       |  |                   |           |   |                  |   |         |  
|                                                                                                                                                                                       |  |                  
|Stockholders Equity:                                                                                                                                                                  |  |                   |           |   |                  |   |         |  
|Undesignated Preferred stock, par value $.01 per share, 1,000,000 shares authorized, no shares issued and outstanding at September 30,
2007 and December 31, 2006, respectively        |  |                   |          |   |                  |   |        |  
|Common stock, par value $.01 per share, 20,000,000 shares authorized, 12,779,020 and 9,575,153 shares issued and outstanding at
September 30, 2007 and December 31, 2006, respectively |  |                   | 129       |   |                  |   | 96      |  
|Additional paid-in capital                                                                                                                                                             |  |                   | 199,478   |   |                  |   | 139,854 |  
|Accumulated deficit                                                                                                                                                                    |  |                   | (839      | ) |                  |   | (4,551  | )
|Accumulated other comprehensive income (loss)                                                                                                                                          |  |                   | (6        | ) |                  |   | 106     |  
|                                                                                                                                                                                       |  |                   |           |   |                  |   |         |  
|TOTAL STOCKHOLDERS EQUITY                                                                                                                                                             |  |                   | 198,762   |   |                  |   | 135,505 |  
|                                                                                                                                                                                       |  |                   |           |   |                  |   |         |  
|TOTAL LIABILITIES AND STOCKHOLDERS EQUITY                                                                                                                                             |  | $                 | 1,323,415 |   |                  | $ | 883,102 |  
|                                                                                                                                                                                       |  |                   |           |   |                  |   |         |  

See accompanying notes to condensed consolidated financial statements.



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##### Table of Contents

BANK OF FLORIDA CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

For the Three and Nine-Months Ended September 30, 2007 and 2006

(In Thousands, except share and per share data, unaudited)



|                                                    |  |                                 |        |                                |      |   |        |  |      |        |  |   |       
|--------------------------------------------------- |  | ------------------------------- | ------ | ------------------------------ | ---- | - | ------ |  | ---- | ------ |  | - | ------
|                                                    |  | Three-months endedSeptember 30, |        | Nine-months endedSeptember 30,
|                                                    |  | 2007                            |        |                                | 2006 |   | 2007   |  | 2006
|INTEREST INCOME                                     |  |                                 |        |                                |      |   |        |  |      |        |  |   |       
|                                                    |  |                                 |        |                               
|Interest and fees on loans                          |  | $                               | 22,971 |                                |      | $ | 13,151 |  | $    | 59,394 |  | $ | 33,582
|Interest on securities and other                    |  |                                 | 687    |                                |      |   | 622    |  |      | 1,977  |  |   | 1,147 
|Interest on federal funds sold                      |  |                                 | 69     |                                |      |   | 526    |  |      | 339    |  |   | 1,374 
|                                                    |  |                                 |        |                                |      |   |        |  |      |        |  |   |       
|TOTAL INTEREST INCOME                               |  |                                 | 23,727 |                                |      |   | 14,299 |  |      | 61,710 |  |   | 36,103
|                                                    |  |                                 |        |                                |      |   |        |  |      |        |  |   |       
|INTEREST EXPENSE                                    |  |                                 |        |                                |      |   |        |  |      |        |  |   |       
|                                                    |  |                                 |        |                               
|Interest on deposits                                |  |                                 | 9,623  |                                |      |   | 5,277  |  |      | 24,979 |  |   | 12,921
|Interest on subordinated debt                       |  |                                 | 1,185  |                                |      |   | 213    |  |      | 1,669  |  |   | 597   
|Interest on Federal Home Loan Bank advances         |  |                                 | 965    |                                |      |   | 477    |  |      | 2,842  |  |   | 698   
|                                                    |  |                                 |        |                                |      |   |        |  |      |        |  |   |       
|TOTAL INTEREST EXPENSE                              |  |                                 | 11,773 |                                |      |   | 5,967  |  |      | 29,490 |  |   | 14,216
|                                                    |  |                                 |        |                                |      |   |        |  |      |        |  |   |       
|NET INTEREST INCOME                                 |  |                                 | 11,954 |                                |      |   | 8,332  |  |      | 32,220 |  |   | 21,887
|                                                    |  |                                 |        |                               
|PROVISION FOR LOAN LOSSES                           |  |                                 | 336    |                                |      |   | 840    |  |      | 1,536  |  |   | 2,102 
|                                                    |  |                                 |        |                                |      |   |        |  |      |        |  |   |       
|NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES |  |                                 | 11,618 |                                |      |   | 7,492  |  |      | 30,684 |  |   | 19,785
|                                                    |  |                                 |        |                                |      |   |        |  |      |        |  |   |       
|NONINTEREST INCOME                                  |  |                                 |        |                                |      |   |        |  |      |        |  |   |       
|Service charges and fees                            |  |                                 | 475    |                                |      |   | 331    |  |      | 1,467  |  |   | 878   
|Trust fees                                          |  |                                 | 790    |                                |      |   | 659    |  |      | 2,228  |  |   | 1,936 
|Gain (loss) on sale of loans, net                   |  |                                 | (2     | )                              |      |   | 72     |  |      | 128    |  |   | 354   
|                                                    |  |                                 |        |                                |      |   |        |  |      |        |  |   |       
|TOTAL NONINTEREST INCOME                            |  |                                 | 1,263  |                                |      |   | 1,062  |  |      | 3,823  |  |   | 3,168 
|                                                    |  |                                 |        |                                |      |   |        |  |      |        |  |   |       
|NONINTEREST EXPENSES                                |  |                                 |        |                                |      |   |        |  |      |        |  |   |       
|Salaries and employee benefits                      |  |                                 | 5,401  |                                |      |   | 4,236  |  |      | 15,425 |  |   | 11,266
|Occupancy                                           |  |                                 | 1,522  |                                |      |   | 1,032  |  |      | 4,046  |  |   | 2,863 
|Equipment rental, depreciation and maintenance      |  |                                 | 643    |                                |      |   | 421    |  |      | 1,612  |  |   | 1,163 
|Data processing                                     |  |                                 | 689    |                                |      |   | 495    |  |      | 1,907  |  |   | 1,408 
|Stationary, postage and office supplies             |  |                                 | 274    |                                |      |   | 176    |  |      | 648    |  |   | 478   
|Professional fees                                   |  |                                 | 280    |                                |      |   | 145    |  |      | 1,043  |  |   | 559   
|Advertising, marketing and public relations         |  |                                 | 460    |                                |      |   | 190    |  |      | 1,065  |  |   | 592   
|Other                                               |  |                                 | 951    |                                |      |   | 723    |  |      | 2,574  |  |   | 1,894 
|                                                    |  |                                 |        |                                |      |   |        |  |      |        |  |   |       
|TOTAL NONINTEREST EXPENSES                          |  |                                 | 10,220 |                                |      |   | 7,418  |  |      | 28,320 |  |   | 20,223
|                                                    |  |                                 |        |                                |      |   |        |  |      |        |  |   |       
|INCOME BEFORE INCOME TAXES                          |  |                                 | 2,661  |                                |      |   | 1,136  |  |      | 6,187  |  |   | 2,730 
|                                                    |  |                                 |        |                               
|Income taxes                                        |  |                                 | 1,054  |                                |      |   | 447    |  |      | 2,475  |  |   | 1,087 
|                                                    |  |                                 |        |                                |      |   |        |  |      |        |  |   |       
|NET INCOME                                          |  | $                               | 1,607  |                                |      | $ | 689    |  | $    | 3,712  |  | $ | 1,643 
|                                                    |  |                                 |        |                                |      |   |        |  |      |        |  |   |       
|NET INCOME PER SHARE: BASIC                         |  | $                               | 0.13   |                                |      | $ | 0.08   |  | $    | 0.32   |  | $ | 0.22  
|                                                    |  |                                 |        |                                |      |   |        |  |      |        |  |   |       
|NET INCOME PER SHARE: DILUTED                       |  | $                               | 0.12   |                                |      | $ | 0.07   |  | $    | 0.32   |  | $ | 0.21  
|                                                    |  |                                 |        |                                |      |   |        |  |      |        |  |   |       
|DIVIDENDS PER SHARE                                 |  | $                               |       |                                |      | $ |       |  | $    |       |  | $ |      
|                                                    |  |                                 |        |                                |      |   |        |  |      |        |  |   |       

See accompanying notes to condensed consolidated financial statements.



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##### Table of Contents

BANK OF FLORIDA CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY

Nine-Months Ended September 30, 2007 (unaudited)

(In Thousands, except share and share data;)



|                                                                          |  |              |  |                           |     |  |                    |         |                                         |   |        |   |  |   |      |   |  |   |         |  
|------------------------------------------------------------------------- |  | ------------ |  | ------------------------- | --- |  | ------------------ | ------- | --------------------------------------- | - | ------ | - |  | - | ---- | - |  | - | ------- | -
|                                                                          |  | Common Stock |  | Additional Paid-InCapital |     |  |                    |         | Accumulated ComprehensiveIncome /(Loss) |   |        |   | 
|                                                                          |  | SharesIssued |  | Amount                    |     |  | AccumulatedDeficit |         |                                         |   | Total  |  
|Balance as of December 31, 2006                                           |  | 9,575,153    |  | $                         | 96  |  | $                  | 139,854 |                                         | $ | (4,551 | ) |  | $ | 106  |   |  | $ | 135,505 |  
|Net income                                                                |  |             |  |                           |    |  |                    |        |                                         |   | 3,712  |   |  |   |     |   |  |   | 3,712   |  
|Exercise of stock options & warrants                                      |  | 160,589      |  |                           | 2   |  |                    | 1,513   |                                         |   |       |   |  |   |     |   |  |   | 1,515   |  
|Tax benefit from stock options exercised                                  |  |             |  |                           |    |  |                    | 397     |                                         |   |       |   |  |   |     |   |  |   | 397     |  
|Adjustments to additional paid-in-capital from stock compensation expense |  |             |  |                           |    |  |                    | 269     |                                         |   |       |   |  |   |     |   |  |   | 269     |  
|Common stock issued in acquisition                                        |  | 3,043,282    |  |                           | 31  |  |                    | 57,445  |                                         |   |       |   |  |   |     |   |  |   | 57,476  |  
|Changes in fair value on available for sale securities, net of tax        |  |             |  |                           |    |  |                    |        |                                         |   |       |   |  |   | (112 | ) |  |   | (112    | )
|                                                                          |  |              |  |                           |     |  |                    |         |                                         |   |        |   |  |   |      |   |  |   |         |  
|Balance, September 30, 2007                                               |  | 12,779,020   |  |                           | 129 |  |                    | 199,478 |                                         |   | (839   | ) |  |   | (6   | ) |  |   | 198,762 |  
|                                                                          |  |              |  |                           |     |  |                    |         |                                         |   |        |   |  |   |      |   |  |   |         |  

BANK OF FLORIDA CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands) (unaudited)



|                                                                                 |  |                                 |       |                                |   |      |  |   |       |   |  |   |      
|-------------------------------------------------------------------------------- |  | ------------------------------- | ----- | ------------------------------ | - | ---- |  | - | ----- | - |  | - | -----
|                                                                                 |  | Three-months endedSeptember 30, |       | Nine-months endedSeptember 30,
|                                                                                 |  | 2007                            |       | 2006                           |   | 2007 |  |   | 2006 
|Net income                                                                       |  | $                               | 1,607 |                                | $ | 689  |  | $ | 3,712 |   |  | $ | 1,643
|Other comprehensive income -                                                     |  |                                 |       |                                |   |      |  |   |       |   |  |   |      
|Unrealized gains (losses) on available-for-sale securities:                      |  |                                 |       |                                |   |      |  |   |       |   |  |   |      
|Unrealized holding gains (losses) arising during the                             |  |                                 |       |                                |   |      |  |   |       |   |  |   |      
|Period, net of income taxes (benefit) of $308, $104, ($67) and $45, respectively |  |                                 | 514   |                                |   | 173  |  |   | (112  | ) |  |   | 75   
|                                                                                 |  |                                 |       |                                |   |      |  |   |       |   |  |   |      
|Comprehensive income                                                             |  | $                               | 2,121 |                                | $ | 862  |  | $ | 3,600 |   |  | $ | 1,718
|                                                                                 |  |                                 |       |                                |   |      |  |   |       |   |  |   |      

See accompanying notes to condensed consolidated financial statements.



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##### Table of Contents

BANK OF FLORIDA CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the Nine-Months Ended September 30, 2007 and 2006

(In Thousands)



|                                                                                                 |  |                                             |             |   |      |   |          |  
|------------------------------------------------------------------------------------------------ |  | ------------------------------------------- | ----------- | - | ---- | - | -------- | -
|                                                                                                 |  | (unaudited) Nine-Months Ended September 30, |            
|                                                                                                 |  | 2007                                        |             |   | 2006 |  
|CASH FLOWS FROM OPERATING ACTIVITIES                                                             |  |                                             |             |   |      |   |          |  
|Net income                                                                                       |  | $                                           | 3,712       |   |      | $ | 1,643    |  
|Adjustments to reconcile net income to net cash (used in) provided by operating activities:      |  |                                             |             |   |      |   |          |  
|Depreciation and amortization                                                                    |  |                                             | 1,467       |   |      |   | 1,061    |  
|Provision for loan losses                                                                        |  |                                             | 1,536       |   |      |   | 2,102    |  
|Accretion of deferred loan fees and costs, net                                                   |  |                                             | (956        | ) |      |   | (656     | )
|Amortization of premiums and discounts on investments, net                                       |  |                                             | (84         | ) |      |   | (13      | )
|Gain on sale of loans held for sale, net                                                         |  |                                             | (128        | ) |      |   | (354     | )
|Proceeds from sale of loans held for sale                                                        |  |                                             | 47,819      |   |      |   | 70,202   |  
|Originations of loans held for sale                                                              |  |                                             | (61,160     | ) |      |   | (70,889  | )
|Amortization of intangible assets                                                                |  |                                             | 369         |   |      |   | 29       |  
|Increase in accrued interest receivable                                                          |  |                                             | (603        | ) |      |   | (970     | )
|Deferred income taxes                                                                            |  |                                             | 144         |   |      |   | 928      |  
|Increase in bank-owned life insurance                                                            |  |                                             | (98         | ) |      |   | (89      | )
|Increase in other assets                                                                         |  |                                             | (8,577      | ) |      |   | (2,181   | )
|Stock compensation expense                                                                       |  |                                             | 269         |   |      |   | 221      |  
|Increase in accrued interest payable                                                             |  |                                             | 305         |   |      |   | 397      |  
|(Decrease) Increase in accrued expenses and other liabilities                                    |  |                                             | (3,911      | ) |      |   | 1,903    |  
|                                                                                                 |  |                                             |             |   |      |   |          |  
|NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES                                              |  |                                             | (19,896     | ) |      |   | 3,334    |  
|                                                                                                 |  |                                             |             |   |      |   |          |  
|CASH FLOWS FROM INVESTING ACTIVITIES                                                             |  |                                             |             |   |      |   |          |  
|Net increase in loans held for investment                                                        |  |                                             | (139,391    | ) |      |   | (179,786 | )
|Proceeds from maturing securities and principal payments on available-for-sale securities        |  |                                             | 6,570       |   |      |   | 23,442   |  
|Excess of assets acquired over liabilities assumed, net of cash acquired in Business acquisition |  |                                             | 11,798      |   |      |   | 670      |  
|Purchase of securities available-for-sale                                                        |  |                                             | (163        | ) |      |   | (23,691  | )
|Purchase of restricted securities, net                                                           |  |                                             | (3,656      | ) |      |   | (1,634   | )
|Sale of securities available-for-sale                                                            |  |                                             | 16,142      |   |      |   |         |  
|Purchase of premises and equipment, net                                                          |  |                                             | (5,137      | ) |      |   | (1,379   | )
|                                                                                                 |  |                                             |             |   |      |   |          |  
|NET CASH USED IN INVESTING ACTIVITIES                                                            |  |                                             | (113,837    | ) |      |   | (182,378 | )
|                                                                                                 |  |                                             |             |   |      |   |          |  
|CASH FLOWS FROM FINANCING ACTIVITIES                                                             |  |                                             |             |   |      |   |          |  
|Net increase in deposits                                                                         |  |                                             | 45,258      |   |      |   | 90,718   |  
|Takedown of Advances                                                                             |  |                                             | 603,215     |   |      |   | 86,000   |  
|Repayment of Advances                                                                            |  |                                             | (526,721    | ) |      |   | (58,000  | )
|Tax benefits from exercise of stock options and warrants                                         |  |                                             | 397         |   |      |   | 159      |  
|Net proceeds from issuance of common stock                                                       |  |                                             | 1,515       |   |      |   | 58,507   |  
|                                                                                                 |  |                                             |             |   |      |   |          |  
|NET CASH PROVIDED BY FINANCING ACTIVITIES                                                        |  |                                             | 123,664     |   |      |   | 177,384  |  
|                                                                                                 |  |                                             |             |   |      |   |          |  
|NET DECREASE IN CASH AND CASH EQUIVALENTS                                                        |  |                                             | (10,069     | ) |      |   | (1,660   | )
|CASH AND CASH EQUIVALENTS:                                                                       |  |                                             |             |   |      |   |          |  
|Beginning of period                                                                              |  |                                             | 27,744      |   |      |   | 50,117   |  
|                                                                                                 |  |                                             |             |   |      |   |          |  
|End of period                                                                                    |  | $                                           | 17,675      |   |      | $ | 48,457   |  
|                                                                                                 |  |                                             |             |   |      |   |          |  
|                                                                                                 | 
|                                                                                                 |  |                                             | (Continued) |  



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##### Table of Contents

BANK OF FLORIDA CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS, CONTINUED

For the Nine-Months Ended September 30, 2007 and 2006

(In Thousands)



|                                                                                               |  |                                             |         |   |      |   |       
|---------------------------------------------------------------------------------------------- |  | ------------------------------------------- | ------- | - | ---- | - | ------
|                                                                                               |  | (unaudited) Nine-Months Ended September 30,
|                                                                                               |  | 2007                                        |         |   | 2006
|SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION                                               |  |                                             |         |   |      |   |       
|Cash paid during the period for:                                                               |  |                                             |         |   |      |   |       
|Interest                                                                                       |  | $                                           | 28,688  |   |      | $ | 13,819
|                                                                                               |  |                                             |         |   |      |   |       
|Income Taxes                                                                                   |  | $                                           | 1,720   |   |      | $ | 100   
|                                                                                               |  |                                             |         |   |      |   |       
|Noncash Transactions:                                                                          |  |                                             |         |   |      |   |       
|Unrealized holding gain (loss) on securities available-for-sale, net of income taxes (benefit) |  | $                                           | (112    | ) |      | $ | 75    
|                                                                                               |  |                                             |         |   |      |   |       
|Acquisition of Financial Institution:                                                          |  |                                             |         |   |      |   |       
|Fair value of investment securities acquired                                                   |  | $                                           | 21,734  |   |      | $ | 23,556
|                                                                                               |  |                                             |         |   |      |   |       
|Fair value of premises and equipment acquired                                                  |  | $                                           | 16,423  |   |      | $ | 267   
|                                                                                               |  |                                             |         |   |      |   |       
|Fair value of loans acquired                                                                   |  | $                                           | 212,414 |   |      | $ | 60,602
|                                                                                               |  |                                             |         |   |      |   |       
|Core deposit intangible                                                                        |  | $                                           | 1,400   |   |      | $ | 1,732 
|                                                                                               |  |                                             |         |   |      |   |       
|Goodwill                                                                                       |  | $                                           | 49,509  |   |      | $ | 10,597
|                                                                                               |  |                                             |         |   |      |   |       
|Fair value of other assets acquired                                                            |  | $                                           | 3,073   |   |      | $ | 2,439 
|                                                                                               |  |                                             |         |   |      |   |       
|Fair value of deposit liabilities assumed                                                      |  | $                                           | 248,711 |   |      | $ | 74,645
|                                                                                               |  |                                             |         |   |      |   |       
|Fair value of FHLB advances and subordinated debentures assumed                                |  | $                                           | 5,300   |   |      | $ | 8,500 
|                                                                                               |  |                                             |         |   |      |   |       
|Fair value of other liabilities assumed                                                        |  | $                                           | 4,899   |   |      | $ | 749   
|                                                                                               |  |                                             |         |   |      |   |       
|Common stock issued                                                                            |  | $                                           | 57,476  |   |      | $ |      
|                                                                                               |  |                                             |         |   |      |   |       

See accompanying notes to condensed consolidated financial statements.



5



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##### Table of Contents

BANK OF FLORIDA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE
1Organization and Basis of Presentation

Basis of Presentation:

In the opinion of management, the accompanying unaudited interim condensed consolidated financial statements reflect all adjustments necessary (consisting
of normal recurring adjustments) to present fairly our financial position as of September 30, 2007 and December 31, 2006, and the results of operations for the three and nine-month periods ended September 30, 2007 and 2006, the cash
flows for the nine months ended September 30, 2007 and 2006, and the stockholders equity for the nine months ended September 30, 2007.

The consolidated financial statements of Bank of Florida Corporation (the Company) include the accounts of the Company and its wholly-owned subsidiaries, Bank of Florida  Southwest, Bank of
FloridaSoutheast, and Bank of Florida  Tampa Bay (collectively referred to as the Banks), and Bank of Florida Trust Company. All significant intercompany balances and transactions have been eliminated. The Company operates as
one reportable segment, Banking and Related Services. Prior period segment disclosures have been reclassified.

The assets under advice by
Bank of Florida Trust Company, as well as the obligations associated with those assets, are not included as part of the condensed consolidated financial statements of the Company.

The accounting and reporting policies of the Company are in conformity with accounting principles generally accepted in the United States of America for
interim financial information and with the instructions to Form 10-Q, Article 10 of Regulation S-X and prevailing practices within the financial services industry. Accordingly, they do not include all of the footnotes and information required by
accounting principles generally accepted in the United States of America. The preparation of consolidated financial statements, in conformity with accounting principles generally accepted in the United States of America, requires that we make
estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of income and expense during the
reporting period. Such estimates are subject to change in the future as additional information becomes available or previously existing circumstances are modified. The Companys significant accounting policies are described in Note 1 of the
Notes to Consolidated Financial Statements included in its 2006 Annual Report on Form 10-K filed with the Securities and Exchange Commission. For interim reporting purposes, the Company follows the same basic accounting policies and considers each
interim period as an integral part of an annual period.

These unaudited condensed consolidated financial statements included herein should
be read in conjunction with the financial statements and related footnotes included in the Companys 2006 Form 10-K. The results of operations for interim periods are not necessarily indicative of the results of operations to be expected for
the fiscal year ending December 31, 2007 or any other interim period.

Reclassifications:

Certain reclassifications have been made to prior period financial statements to conform to the September 30, 2007 financial statement presentation.
These reclassifications only changed the reporting categories but did not affect our results of operations or financial position.

NOTE
2Stock-based Compensation:

In 2000, the Company adopted the 1999 Stock Option Plan (1999 Plan) pursuant to which
the Companys Board of Directors may grant stock options to directors and key employees. The 1999 Plan, as amended at the 2005 Annual Shareholders meeting, authorized grants of options to purchase no less than 11.5% of outstanding shares, with
a limit of 1,000,000 shares. Following approval by the shareholders of the 2006 Stock Compensation Plan (2006 Plan) at the 2006 Annual Meeting, no further grants will be made under the 1999 Plan. The 2006 Plan authorized 12% of common
shares issued after April 3, 2006 plus 58,154 shares, which were available for grant under the 1999 Plan.



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##### Table of Contents

BANK OF FLORIDA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS(Continued)

(Unaudited)



NOTE 2Stock-based Compensation (Contd)



The 2006 Plan provides for the grant of the following: options to purchase common stock; restricted
shares of common stock (which may be subject to both grant and forfeiture conditions) (Restricted Stock); units (which are a contractual right for a recipient to receive shares of Restricted Stock at a certain date or upon the occurrence
of a certain event); and stock appreciation rights (entitling the grantee to receive the difference in value between the underlying common stock on the date of exercise and the value of such stock on the date of grant) (SARS), which may
be either freestanding or granted in tandem with an option. Options to purchase common stock may be either incentive stock options (ISOs), which are intended to satisfy the requirements of Section 422 of the Internal Revenue Code of
1986, as amended (the Code), or nonqualified stock options (NQOs) which are not intended to satisfy the requirements of Section 422 of the Code.

The exercise price of the stock options may not be less than the fair market value of common stock on the date the option is granted. The 2006 Plan
provides for the grant of options at the discretion of the Board of Directors or a committee designated by the Board of Directors to administer the 2006 Plan. Each stock option granted under the 2006 Plan has a maximum term of ten years subject to
earlier termination in the event the participant ceases to be an employee. The committee shall determine the period during which stock options vest at the date of grant. The 2006 Plan will terminate on June 8, 2016. At September 30, 2007,
there were 770,193 shares available for grant under the 2006 Plan.

The total fair value of shares vested and recognized as compensation
expense for the three months ended September 30, 2007 and 2006 was $70,800 and $100,500, respectively. The total fair value of shares vested and recognized as compensation expense for the nine-months ended September 30, 2007 and 2006 was
$222,700 and $123,900, respectively. There was no associated tax benefit recognized in connection with these incentive stock options. As of September 30, 2007, the Company had 111,000 nonvested options outstanding and there was $1,074,000 of
total unrecognized compensation cost related to these nonvested options. This cost is expected to be recognized monthly on a straight-line basis, over the vesting periods, through August 27, 2012.

The Company has examined its historical pattern of option exercises in an effort to determine if there were any patterns based on certain employee
populations. From this analysis, the Company could not identify any patterns in the exercise of options. As such, the Company used the guidance in Staff Accounting Bulletin No. 107 to determine the estimated life of options issued subsequent to
the adoption of SFAS 123R. Based on this guidance, the estimated term was deemed to be the midpoint of the vesting term and the contractual term ((vesting term and original contractual term)/2). Expected volatility is based on historical volatility
of the Companys stock. The risk-free interest rates are based on U. S. Treasury notes in effect at the time of the grant. The dividend yield assumption is based on the Companys history and expectation of dividends payments.

The per share weighted-average fair value of stock options granted during the three months ended September 30, 2007 and 2006 was $8.96 and
$11.68, and for the nine months ended September 30, 2007 and 2006 was $11.32 and $11.28 on the date of grant using the Black-Scholes option-pricing model with the following weighted-average assumptions.



|                        |  |                                         |   |  |                                         |   |  |         |   |  |         |  
|----------------------- |  | --------------------------------------- | - |  | --------------------------------------- | - |  | ------- | - |  | ------- | -
|                        |  | For the three monthsended September 30, |   |  | For the nine months ended September 30, |  
|                        |  | 2007                                    |   |  | 2006                                    |   |  | 2007    |   |  | 2006    |  
|Expected dividend yield |  | 0.00                                    | % |  | 0.00                                    | % |  | 0.00    | % |  | 0.00    | %
|Expected volatility     |  | 49.63                                   | % |  | 40.00                                   | % |  | 49.22   | % |  | 37.00   | %
|Risk free interest rate |  | 4.65                                    | % |  | 4.05                                    | % |  | 4.67    | % |  | 3.86    | %
|Expected life           |  | 7 years                                 |   |  | 7 years                                 |   |  | 7 years |   |  | 7 years |  



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##### Table of Contents

BANK OF FLORIDA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS(Continued)

(Unaudited)

NOTE 2Stock-based Compensation (Contd)



The total intrinsic value of options exercised during the three months ended September 30, 2007
and 2006 was $0 and $6,700, respectively. The total intrinsic value of options exercised during the nine months ended September 30, 2007 and 2006 was $377,000 and $35,700, respectively. Stock option activity during the period was as follows:

Stock Option Plan



|                                |  |                    |   |  |                                       |       |                                  |     |                                       |      
|------------------------------- |  | ------------------ | - |  | ------------------------------------- | ----- | -------------------------------- | --- | ------------------------------------- | -----
|                                |  | OPTIONSOUTSTANDING |   |  | WEIGHTEDAVERAGE OPTIONPRICE PER SHARE |       | REMAININGCONTRACTUALTERM (years) |     | AGGREGATEINTRINSICVALUE(in thousands)
|Balance December 31, 2006       |  | 667,197            |   |  | $                                     | 15.40 |                                  |     |                                       |      
|Granted                         |  | 86,650             |   |  |                                       | 19.71 |                                  |     |                                       |      
|Exercised                       |  | (65,437            | ) |  |                                       | 13.06 |                                  |     |                                       |      
|Forfeited                       |  | (33,718            | ) |  |                                       | 20.54 |                                  |     |                                       |      
|                                |  |                    |   |  |                                       |       |                                  |     |                                       |      
|Balance, September 30, 2007     |  | 654,692            |   |  | $                                     | 15.94 |                                  | 6.7 |                                       | 1,553
|                                |  |                    |   |  |                                       |       |                                  |     |                                       |      
|Exercisable, September 30, 2007 |  | 543,798            |   |  | $                                     | 15.12 |                                  | 6.2 |                                       | 1,545
|                                |  |                    |   |  |                                       |       |                                  |     |                                       |      

The Company has also issued warrants to the Board of Directors of the Company and Board members
and Advisory Board members of the Companys subsidiaries. At September 30, 2007 and December 31, 2006 warrants to purchase 146,731 and 241,879 common shares, respectively, at an average exercise price of $11.53 and $11.06,
respectively, were outstanding. Of that amount, 131,531 and 226,679, respectively, were fully vested. Compensation expense totaling $46,000 and $97,000 was recognized during the nine months ended September 30, 2007 and 2006, respectively in
connection with certain of these warrants and options.



|                            |  |                     |   |  |                                       |      
|--------------------------- |  | ------------------- | - |  | ------------------------------------- | -----
|                            |  | WARRANTSOUTSTANDING |   |  | WEIGHTEDAVERAGEWARRANT PRICEPER SHARE
|Balance December 31, 2006   |  | 241,879             |   |  | $                                     | 11.06
|Granted                     |  |                    |   |  |                                       |     
|Exercised                   |  | (95,148             | ) |  |                                       | 10.46
|Forfeited                   |  |                    |   |  |                                       |     
|                            |  |                     |   |  |                                       |      
|Balance, September 30, 2007 |  | 146,731             |   |  |                                       | 11.53
|                            |  |                     |   |  |                                       |      



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##### Table of Contents

BANK OF FLORIDA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS(Continued)

(Unaudited)



NOTE 3Recent Accounting Pronouncements:

In February 2007, the Financial Accounting Standards Board (FASB) issued Statement No. 159, The Fair Value Option for Financial Assets and
Financial Liabilities-Including an amendment of FASB Statement No. 115,(FAS 159). FAS 159 provide companies with an option to report selected financial assets and liabilities at fair value. Most of the provisions of this
statement apply only to entities that elect the fair value option. However, the amendment to FASB Statement No. 115, Accounting for Certain Investments in Debt and Equity Securities, applies to all entities with
available-for-sale and trading securities. FAS 159 also establishes presentation and disclosure requirements designed to facilitate comparisons between companies that choose different measurement attributes for similar types of assets and
liabilities. This statement is effective as of the beginning of an entitys first fiscal year that begins after November 15, 2007. Early adoption is permitted as of the beginning of a fiscal year that begins on or before November 15,
2007, provided the entity makes that election within the first 120 days of that fiscal year and also elects to apply the provisions of FASB Statement No. 157, Fair Value Measurements. Management believes this Statement will
not have a material effect on the Companys consolidated financial statements.

In September 2006, the FASB issued Interpretation
No. 48, Accounting for Uncertainty in Income Taxes-an interpretation of FASB Statement No. 109,(FIN 48). FIN 48 clarifies the accounting for uncertainty in income taxes recognized in an enterprises
financial statements in accordance with FASB Statement No. 109, Accounting for Income Taxes. This interpretation prescribes a recognition threshold and measurement attribute for the financial statement recognition and
measurement of a tax position taken or expected to be taken in a tax return. This statement was effective January 1, 2007 and did not have a material effect on the Companys consolidated financial statements.

In March 2006, the FASB issued FASB Statement No. 156, Accounting for Servicing of Financial Assets,(FAS 156) which
amends FASB Statement No. 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities. This Statement addresses the recognition and measurement of separately recognized servicing assets
and liabilities, such as those common with mortgage securitization activities, and provides an approach to simplify efforts to obtain hedge-like accounting. It also clarifies when an obligation to service financial assets should be separately
recognized as a servicing asset or servicing liability and requires that those separately recognized assets or liabilities be initially measured at fair value, if practicable. FAS 156 permits an entity to choose either the amortization method or the
fair value method for subsequent measurement and also permits a servicer that uses derivative financial instruments to offset risks on servicing to report both the derivative financial instrument and related servicing asset or liability by using a
consistent measurement attribute  fair value. This Statement shall be effective for all separately recognized servicing assets and liabilities acquired or issued after the beginning of an entitys first fiscal year beginning after
September 15, 2006. This Statement did not have a material effect on the Companys consolidated financial statements.

NOTE 4Income Per
Common Share:

Basic income per share represents net income available to common shareholders divided by the weighted-average number of
common shares outstanding during the period. Dilutive income per share is computed based on the weighted-average number of common shares outstanding plus the effect of stock options and warrants outstanding computed using the treasury stock
method.



9



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##### Table of Contents

BANK OF FLORIDA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS(Continued)

(Unaudited)



NOTE 4Income Per Common Share (Contd)



Components used in computing income per share for the three months ended September 30, 2007 and
2006, are summarized as follows ($ in thousands, except share data):



|                                                  |  |                                          |       |                                   |            |                |      |           |   |                                   |  |                |  |   |     
|------------------------------------------------- |  | ---------------------------------------- | ----- | --------------------------------- | ---------- | -------------- | ---- | --------- | - | --------------------------------- |  | -------------- |  | - | ----
|                                                  |  | For the three months ended September 30,
|                                                  |  | 2007                                     |       | 2006                             
|                                                  |  | NetIncome                                |       | Weighted-AverageSharesOutstanding |            | IncomePerShare |      | NetIncome |   | Weighted-AverageSharesOutstanding |  | IncomePerShare
|Income available to common shareholders  basic   |  | $                                        | 1,607 |                                   | 12,765,269 |                | 0.13 |           | $ | 689                               |  | 9,149,185      |  | $ | 0.08
|Dilutive effect of stock options outstanding      |  |                                          |       |                                   | 82,943     |                |      |           |   |                                   |  | 175,955        |  |   |     
|Dilutive effect of warrants outstanding           |  |                                          |       |                                   | 25,826     |                |      |           |   |                                   |  | 72,732         |  |   |     
|                                                  |  |                                          |       |                                   |            |                |      |           |   |                                   |  |                |  |   |     
|Income available to common shareholders  diluted |  | $                                        | 1,607 |                                   | 12,874,038 |                | 0.12 |           | $ | 689                               |  | 9,397,872      |  | $ | 0.07
|                                                  |  |                                          |       |                                   |            |                |      |           |   |                                   |  |                |  |   |     

Components used in computing income per share for the nine months ended September 30, 2007
and 2006, are summarized as follows ($ in thousands, except share data):



|                                                  |  |                                         |       |                                   |            |                |      |           |   |                                   |  |                |  |   |     
|------------------------------------------------- |  | --------------------------------------- | ----- | --------------------------------- | ---------- | -------------- | ---- | --------- | - | --------------------------------- |  | -------------- |  | - | ----
|                                                  |  | For the nine months ended September 30,
|                                                  |  | 2007                                    |       | 2006                             
|                                                  |  | NetIncome                               |       | Weighted-AverageSharesOutstanding |            | IncomePerShare |      | NetIncome |   | Weighted-AverageSharesOutstanding |  | IncomePerShare
|Income available to common shareholders  basic   |  | $                                       | 3,712 |                                   | 11,427,997 |                | 0.32 |           | $ | 1,643                             |  | 7,506,280      |  | $ | 0.22
|Dilutive effect of stock options outstanding      |  |                                         |       |                                   | 129,559    |                |      |           |   |                                   |  | 184,394        |  |   |     
|Dilutive effect of warrants outstanding           |  |                                         |       |                                   | 32,545     |                |      |           |   |                                   |  | 72,980         |  |   |     
|                                                  |  |                                         |       |                                   |            |                |      |           |   |                                   |  |                |  |   |     
|Income available to common shareholders  diluted |  | $                                       | 3,712 |                                   | 11,590,101 |                | 0.32 |           | $ | 1,643                             |  | 7,763,654      |  | $ | 0.21
|                                                  |  |                                         |       |                                   |            |                |      |           |   |                                   |  |                |  |   |     

During the three and nine months ended September 30, 2007, certain stock options were
excluded from diluted earnings per share calculations because the exercise price exceeded the fair value of the common stock as follows:



|                                |  |                                |         |                               |   |        
|------------------------------- |  | ------------------------------ | ------- | ----------------------------- | - | -------
|                                |  | Three-monthsendedSeptember 30, |         | Nine-monthsendedSeptember 30,
|Number of Shares                |  |                                | 307,685 |                               |   | 260,185
|Weighted Average Exercise Price |  | $                              | 20.85   |                               | $ | 21.68  



10



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##### Table of Contents

BANK OF FLORIDA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS(Continued)

(Unaudited)



NOTE 5Business Combinations

On April 24, 2007, the Company completed the acquisition of Old Florida Bankshares, Inc., (Old Florida) in Fort Myers, Florida, by
combining the operations of Old Floridas subsidiary, Old Florida Bank with the Companys wholly-owned subsidiary, Bank of Florida  Southwest. The acquisition of Old Florida meets one of our strategic objectives to expand into
the adjacent Lee County marketplace. Old Florida shareholders were entitled to receive either 1.7915 shares of the Companys common stock for each share of Old Florida held, $38.50 per share in cash, or a combination of stock and cash. The
Company issued a total of 3,043,282 shares of common stock and cash consideration of approximately $16.0 million representing total consideration of $73.4 million. The Company recorded $50.9 million in intangible assets, of which $1.4 million was
allocated to the core deposit intangible. This core deposit intangible is being amortized on a double declining balance basis over ten years. The remaining intangible of $49.5 million was allocated to goodwill.

On August 25, 2006, the Company completed the acquisition of Bristol Bank (Bristol) in Coral Gables, Florida, by merging Bristol into
the Companys wholly-owned subsidiary, Bank of Florida  Southeast. The acquisition of Bristol Bank provided the Company entry into the dynamic Coral Gables market. The Coral Gables/Miami-Dade County demographics are expected to
compliment the Companys premium private-banking brand and entrepreneurial business model. The Company issued a total of 688,218 shares of common stock and cash consideration of approximately $6.8 million representing total consideration of
$21.6 million. The Company recorded $13.1 million in intangible assets, of which $1.7 million was allocated to the core deposit intangible. The principal factors considered when valuing the core deposit intangible consist of the following:
(1) the rate and maturity structure of the interest bearing liabilities, (2) estimated retention rates for each deposit liability category, (3) the current interest rate environment and (4) estimated noninterest income potential
of the acquired relationship. The core deposit intangible created is being amortized on a double declining balance basis over ten years. The remaining intangible of $11.4 million was allocated to goodwill.

The Company recorded acquired net assets of $73.4 million for Old Florida and $21.6 million for Bristol. The following table summarizes the fair values
of the assets acquired and liabilities assumed at the date of acquisition, including adjustments (in thousands):



|                                |  |             |         |              |   |        
|------------------------------- |  | ----------- | ------- | ------------ | - | -------
|                                |  | Old Florida |         | Bristol Bank
|Cash and due from banks         |  | $           | 4,432   |              | $ | 2,332  
|Securities                      |  |             | 21,734  |              |   | 23,556 
|Federal funds sold              |  |             | 23,341  |              |   | 4,522  
|Net loans                       |  |             | 212,414 |              |   | 60,016 
|Other assets                    |  |             | 19,496  |              |   | 1,979  
|Goodwill                        |  |             | 49,509  |              |   | 11,400 
|Core deposit intangible         |  |             | 1,400   |              |   | 1,732  
|                                |  |             |         |              |   |        
|Total assets acquired           |  | $           | 332,326 |              | $ | 105,537
|                                |  |             |         |              |   |        
|Deposits                        |  |             | 248,711 |              |   | 74,639 
|Federal Home Loan Bank advances |  |             | 5,300   |              |   | 8,500  
|Other liabilities               |  |             | 4,899   |              |   | 795    
|                                |  |             |         |              |   |        
|Total liabilities assumed       |  |             | 258,910 |              |   | 83,934 
|                                |  |             |         |              |   |        
|Net assets acquired             |  | $           | 73,416  |              | $ | 21,603 
|                                |  |             |         |              |   |        



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##### Table of Contents

BANK OF FLORIDA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS(Continued)

(Unaudited)



NOTE 5Business Combinations (Contd)



The Companys results of operations include the operations of Old Florida and Bristol since the
acquisition date. The following table presents unaudited proforma results for the Company, Old Florida and Bristol for the nine months ended September 30, 2007 and the three and nine months ended September 30, 2006. Since no consideration
is given to operational efficiencies and expanded products and services, the proforma summary information does not necessarily reflect the results of operations as they would have been, if the acquisitions had occurred on January 1, for the
periods presented (in thousands, except per share amount).



|                         |  |                                     |        |                                         |   |        |  |   |       
|------------------------ |  | ----------------------------------- | ------ | --------------------------------------- | - | ------ |  | - | ------
|                         |  | Three months endedSeptember 30,2006 |        | For the Nine Months Ended,September 30,
|                         |  | 2007                                |        | 2006                                   
|Total revenue (1)        |  | $                                   | 25,163 |                                         | $ | 72,157 |  | $ | 46,140
|                         |  |                                     |       
|Net income               |  |                                     | 1,043  |                                         |   | 2,514  |  |   | 2,807 
|                         |  |                                     |       
|Basic income per share   |  |                                     | 0.08   |                                         |   | 0.20   |  |   | 0.25  
|                         |  |                                     |       
|Diluted income per share |  |                                     | 0.08   |                                         |   | 0.20   |  |   | 0.24  

---

|(1) | Total revenue consists of interest income plus noninterest income
|--- | -----------------------------------------------------------------

The changes in the carrying amount of goodwill for the nine months ended September 30, 2007 are as follows (in thousands):



|                            |  |   |        |  
|--------------------------- |  | - | ------ | -
|Balance, December 31, 2006  |  | $ | 11,325 |  
|                            | 
|Acquired Goodwill, net      |  |   | 49,509 |  
|                            | 
|Adjustments to goodwill     |  |   | 81     | *
|                            |  |   |        |  
|                            | 
|Balance, September 30, 2007 |  | $ | 60,915 |  
|                            |  |   |        |  

---

|* | The adjustments to goodwill recorded during the first nine months of 2007 consists primarily of contract termination costs.
|- | ---------------------------------------------------------------------------------------------------------------------------



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BANK OF FLORIDA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS(Continued)

(Unaudited)



NOTE 6Goodwill and Other Intangible Assets

Acquisition of Bristol Bank and Old Florida Bankshares Inc.

In connection with the
acquisition of Bristol Bank, the Company recorded $11.4 million in goodwill and $1.7 million of core deposit intangible which is being amortized on a double declining balance basis over ten years. The estimated amortization expense for each of the
five succeeding years ending December 31, 2011 is $68,000, $242,000, $198,000, $162,000 and $133,000, respectively. In connection with the acquisition of Old Florida, the Company recorded $49.5 million in goodwill and $1.4 million of core
deposit intangible which is being amortized on a double declining balance basis over ten years. The estimated amortization expense for each of the five succeeding years ending December 31, 2011 is $63,000, $224,000, $183,000, $149,000 and
$122,000, respectively.

Bank of Florida  Tampa Bay

On July 27, 2004, the Company acquired 100% ownership of Bank of Florida  Tampa Bay that had not yet been incorporated or commenced its planned principal operations. For this acquisition the Company paid
$300,000 in cash to an investor group. The acquisition was consummated as a means for Bank of Florida Corporation to expand its business in Florida and provide traditional banking services in the Tampa Bay area.

The Company does not believe this acquisition was a business combination pursuant to the
provisions of SFAS No. 141, Accounting for Business Combinations, but rather an acquisition of net assets. Accordingly, the excess of fair value of the liabilities assumed over the fair value of the assets acquired of $974,000 was
allocated to an amortizable identifiable intangible. This intangible is being amortized on a straight-line basis over 25 years. The estimated amortization expense for each of the five succeeding years ending December 31stis $38,955 per year.

The changes in the
carrying amount of other intangible assets for the nine months ended September 30, 2007 and the year ended December 31, 2006, are as follows (in thousands):



|                                |  |                          |       |                         |   |      |                    |  |                      |       |                         |   |       |                    |   |      |   |  |   |      
|------------------------------- |  | ------------------------ | ----- | ----------------------- | - | ---- | ------------------ |  | -------------------- | ----- | ----------------------- | - | ----- | ------------------ | - | ---- | - |  | - | -----
|                                |  | As of September 30, 2007 |       | As of December 31, 2006
|Identifiable intangible assets: |  | Gross CarryingAmount     |       | AccumulatedAmortization |   |      | Net CarryingAmount |  | Gross CarryingAmount |       | AccumulatedAmortization |   |       | Net CarryingAmount
|Core Deposit Intangibles        |  | $                        | 3,132 |                         | $ | (453 | )                  |  | $                    | 2,679 |                         | $ | 1,732 |                    | $ | (112 | ) |  | $ | 1,620
|Other Intangibles               |  |                          | 974   |                         |   | (117 | )                  |  |                      | 857   |                         |   | 974   |                    |   | (88  | ) |  |   | 886  
|                                |  |                          |       |                         |   |      |                    |  |                      |       |                         |   |       |                    |   |      |   |  |   |      
|Total                           |  | $                        | 4,106 |                         | $ | (570 | )                  |  | $                    | 3,536 |                         | $ | 2,706 |                    | $ | (200 | ) |  | $ | 2,506
|                                |  |                          |       |                         |   |      |                    |  |                      |       |                         |   |       |                    |   |      |   |  |   |      



13



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##### Table of Contents

BANK OF FLORIDA CORPORATION AND SUBSIDIARIES

SELECTED QUARTERLY CONSOLIDATED FINANCIAL DATA



|                                                              |  |                                                |            |   |               |   |            |               |  |   |               |   |  |               |           |   |  |   |           |  
|------------------------------------------------------------- |  | ---------------------------------------------- | ---------- | - | ------------- | - | ---------- | ------------- |  | - | ------------- | - |  | ------------- | --------- | - |  | - | --------- | -
|                                                              |  | Quarter Ended                                  |           
|                                                              |  | Sept. 30, 2007                                 |            |   | June 30, 2007 |   |            | March 31,2007 |  |   | Dec. 31, 2006 |   |  | Sept. 30,2006 |          
|                                                              |  | (Dollars In Thousands, except per share data.) |           
|Statement of Income Data:                                     |  |                                                |            |   |               |   |            |               |  |   |               |   |  |               |           |   |  |   |           |  
|Total interest income                                         |  | $                                              | 23,727     |   |               | $ | 21,251     |               |  | $ | 16,731        |   |  | $             | 16,227    |   |  | $ | 14,299    |  
|Total interest expense                                        |  |                                                | 11,773     |   |               |   | 10,119     |               |  |   | 7,599         |   |  |               | 7,005     |   |  |   | 5,967     |  
|                                                              |  |                                                |            |   |               |   |            |               |  |   |               |   |  |               |           |   |  |   |           |  
|Net interest income before provision for loan losses          |  |                                                | 11,954     |   |               |   | 11,132     |               |  |   | 9,132         |   |  |               | 9,222     |   |  |   | 8,332     |  
|Provision for loan losses                                     |  |                                                | 336        |   |               |   | 624        |               |  |   | 576           |   |  |               | 734       |   |  |   | 840       |  
|                                                              |  |                                                |            |   |               |   |            |               |  |   |               |   |  |               |           |   |  |   |           |  
|Net interest income after provision for loan losses           |  |                                                | 11,618     |   |               |   | 10,508     |               |  |   | 8,556         |   |  |               | 8,488     |   |  |   | 7,492     |  
|Noninterest income                                            |  |                                                | 1,263      |   |               |   | 1,301      |               |  |   | 1,260         |   |  |               | 1,074     |   |  |   | 1,062     |  
|Noninterest expense                                           |  |                                                | 10,220     |   |               |   | 9,745      |               |  |   | 8,354         |   |  |               | 8,361     |   |  |   | 7,418     |  
|                                                              |  |                                                |            |   |               |   |            |               |  |   |               |   |  |               |           |   |  |   |           |  
|Net income before tax                                         |  |                                                | 2,661      |   |               |   | 2,064      |               |  |   | 1,462         |   |  |               | 1,201     |   |  |   | 1,136     |  
|Income tax expense                                            |  |                                                | 1,054      |   |               |   | 824        |               |  |   | 597           |   |  |               | 524       |   |  |   | 447       |  
|                                                              |  |                                                |            |   |               |   |            |               |  |   |               |   |  |               |           |   |  |   |           |  
|Net income                                                    |  | $                                              | 1,607      |   |               |   | 1,240      |               |  |   | 865           |   |  |               | 677       |   |  |   | 689       |  
|                                                              |  |                                                |            |   |               |   |            |               |  |   |               |   |  |               |           |   |  |   |           |  
|Share Data:                                                   |  |                                                |            |   |               |   |            |               |  |   |               |   |  |               |           |   |  |   |           |  
|Basic income per share                                        |  | $                                              | 0.13       |   |               | $ | 0.10       |               |  | $ | 0.09          |   |  | $             | 0.07      |   |  | $ | 0.08      |  
|Diluted income per share                                      |  |                                                | 0.12       |   |               |   | 0.10       |               |  |   | 0.09          |   |  |               | 0.08      |   |  |   | 0.07      |  
|Weighted-average shares outstanding basic                    |  |                                                | 12,765,269 |   |               |   | 11,894,312 |               |  |   | 9,588,972     |   |  |               | 9,569,452 |   |  |   | 9,149,185 |  
|Weighted-average shares outstanding diluted                  |  |                                                | 12,874,038 |   |               |   | 12,060,332 |               |  |   | 9,794,468     |   |  |               | 9,804,949 |   |  |   | 9,397,872 |  
|Total shares outstanding                                      |  |                                                | 12,779,020 |   |               |   | 12,726,131 |               |  |   | 9,610,069     |   |  |               | 9,575,153 |   |  |   | 9,563,703 |  
|Book value per common share (period end)                      |  |                                                | 15.55      |   |               |   | 15.40      |               |  |   | 14.26         |   |  |               | 14.15     |   |  |   | 14.06     |  
|                                                              |  |                                                |            |   |              
|Balance Sheet Data:                                           |  |                                                |            |   |               |   |            |               |  |   |               |   |  |               |           |   |  |   |           |  
|Total assets                                                  |  | $                                              | 1,323,415  |   |               | $ | 1,280,984  |               |  | $ | 938,739       |   |  | $             | 883,102   |   |  | $ | 850,096   |  
|Total cash and cash equivalents                               |  |                                                | 17,675     |   |               |   | 34,094     |               |  |   | 36,576        |   |  |               | 27,744    |   |  |   | 48,457    |  
|Interest-earning assets                                       |  |                                                | 1,202,796  |   |               |   | 1,164,703  |               |  |   | 899,205       |   |  |               | 838,626   |   |  |   | 789,695   |  
|Investment securities                                         |  |                                                | 40,815     |   |               |   | 42,290     |               |  |   | 39,490        |   |  |               | 41,724    |   |  |   | 41,995    |  
|Loans                                                         |  |                                                | 1,152,263  |   |               |   | 1,106,375  |               |  |   | 831,195       |   |  |               | 783,610   |   |  |   | 728,610   |  
|Allowance for loan losses                                     |  |                                                | 11,754     |   |               |   | 11,804     |               |  |   | 8,203         |   |  |               | 7,833     |   |  |   | 7,094     |  
|Intangible assets                                             |  |                                                | 64,451     |   |               |   | 63,146     |               |  |   | 13,808        |   |  |               | 13,831    |   |  |   | 13,225    |  
|Deposit accounts                                              |  |                                                | 985,149    |   |               |   | 970,296    |               |  |   | 718,584       |   |  |               | 691,180   |   |  |   | 660,443   |  
|Other borrowings                                              |  |                                                | 135,294    |   |               |   | 110,798    |               |  |   | 80,500        |   |  |               | 53,500    |   |  |   | 50,500    |  
|Stockholders equity                                          |  |                                                | 198,763    |   |               |   | 196,032    |               |  |   | 137,028       |   |  |               | 135,505   |   |  |   | 134,463   |  
|                                                              |  |                                                |            |   |              
|Performance Ratios:                                           |  |                                                |            |   |               |   |            |               |  |   |               |   |  |               |           |   |  |   |           |  
|Return on average assets                                      |  |                                                | 0.49       | % |               |   | 0.42       | %             |  |   | 0.38          | % |  |               | 0.31      | % |  |   | 0.35      | %
|Return on average common stockholders equity                 |  |                                                | 3.27       |   |               |   | 2.75       |               |  |   | 2.53          |   |  |               | 2.01      |   |  |   | 2.20      |  
|Interest-rate spread during the period                        |  |                                                | 3.23       |   |               |   | 3.21       |               |  |   | 3.24          |   |  |               | 3.41      |   |  |   | 3.47      |  
|Net interest margin                                           |  |                                                | 3.96       |   |               |   | 4.10       |               |  |   | 4.25          |   |  |               | 4.44      |   |  |   | 4.46      |  
|Efficiency ratio 1                                            |  |                                                | 77.32      |   |               |   | 78.38      |               |  |   | 80.39         |   |  |               | 81.21     |   |  |   | 78.97     |  
|                                                              |  |                                                |            |   |              
|Asset Quality Ratios:                                         |  |                                                |            |   |               |   |            |               |  |   |               |   |  |               |           |   |  |   |           |  
|Allowance for loan losses to period end loans                 |  |                                                | 1.02       | % |               |   | 1.07       | %             |  |   | 0.99          | % |  |               | 1.00      | % |  |   | 0.97      | %
|Allowance for loan losses to nonperforming loans              |  |                                                | 206.32     |   |               |   | 237.58     |               |  |   | 418.28        |   |  |               | 1160.26   |   |  |   | 954.12    |  
|Net charge-offs to average loans                              |  |                                                | 0.06       |   |               |   | 0.00       |               |  |   | 0.10          |   |  |               | 0.0       |   |  |   | 0.00      |  
|Nonperforming assets to period end total assets               |  |                                                | 0.54       |   |               |   | 0.39       |               |  |   | 0.21          |   |  |               | 0.08      |   |  |   | 0.09      |  
|                                                              |  |                                                |            |   |              
|Capital and Liquidity Ratios:                                 |  |                                                |            |   |               |   |            |               |  |   |               |   |  |               |           |   |  |   |           |  
|Average equity to average assets                              |  |                                                | 14.86      | % |               |   | 15.26      | %             |  |   | 14.93         | % |  |               | 15.53     | % |  |   | 16.05     | %
|Leverage (4.00% required minimum)                             |  |                                                | 10.42      |   |               |   | 11.59      |               |  |   | 13.38         |   |  |               | 13.95     |   |  |   | 15.58     |  
|Risk-based capital:                                           |  |                                                |            |   |               |   |            |               |  |   |               |   |  |               |           |   |  |   |           |  
|Tier 1                                                        |  |                                                | 10.36      | % |               |   | 10.57      | %             |  |   | 13.23         | % |  |               | 13.97     | % |  |   | 15.09     | %
|Total                                                         |  |                                                | 12.57      |   |               |   | 12.84      |               |  |   | 15.35         |   |  |               | 16.19     |   |  |   | 17.38     |  
|Average loans held for investment to average deposits         |  |                                                | 120.19     |   |               |   | 114.74     |               |  |   | 115.63        |   |  |               | 112.83    |   |  |   | 108.00    |  
|                                                              |  |                                                |            |   |              
|Trust Assets Under Advice:                                    |  |                                                |            |   |               |   |            |               |  |   |               |   |  |               |           |   |  |   |           |  
|Total assets under advice                                     |  | $                                              | 502,383    |   |               | $ | 514,192    |               |  | $ | 510,980       |   |  | $             | 415,318   |   |  | $ | 381,371   |  
|Trust fee income                                              |  |                                                | 790        |   |               |   | 722        |               |  |   | 716           |   |  |               | 653       |   |  |   | 659       |  
|Trust fees as a % of average assets under advice (annualized) |  |                                                | 0.63       | % |               |   | 0.56       | %             |  |   | 0.62          | % |  |               | 0.66      | % |  |   | 0.69      | %

---

|1 | Efficiency ratio = Noninterest expense divided by the total of net interest income
before provision for loan losses plus noninterest income (excluding net securities gains and losses).
|- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



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|Item 2. | Managements Discussion and Analysis of Financial Condition and Results of Operations
|------- | -------------------------------------------------------------------------------------

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

Certain statements
in this quarterly Report on Form 10-Q may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which statements generally can be identified by the use of forward-looking
terminology, such as may, will, expect, estimate, anticipate, believe, target, plan, project, or continue or the negatives
thereof or other variations thereon or similar terminology, and are made on the basis of managements plans and current analyses of Bank of Florida Corporation, its business and the industry as a whole. These forward-looking statements are
subject to risks and uncertainties, including, but not limited to, economic conditions, competition, interest rate sensitivity and exposure to regulatory and legislative changes. The above factors, in some cases, have affected, and in the future
could affect Bank of Florida Corporations financial performance and could cause actual results for fiscal 2007 and beyond to differ materially from those expressed or implied in such forward-looking statements. Bank of Florida Corporation does
not undertake to publicly update or revise its forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized.

OVERVIEW

Bank of Florida Corporation, incorporated in Florida in September 1998, is a $1.3 billion financial
services company. Our subsidiary banks are separately chartered independent community banks with local boards that provide full-service commercial banking in a private banking environment. Our Trust Company offers investment management, trust
administration, estate planning, and financial planning services largely to the Banks commercial borrowers and other high net worth individuals. The Companys overall focus is to develop a total financial services relationship with its
client base, which is primarily businesses, professionals, and entrepreneurs with commercial real estate borrowing needs. The Banks also provide technology-based cash management and other depository services. The holding company structure provides
flexibility for expansion of the Companys banking business, including possible acquisitions of other financial institutions, and support of banking-related services to its subsidiary banks.

Our corporate vision is to achieve $2.0 billion in assets within the next two years, excluding acquisitions, and be recognized as a premier financial
services company in our markets, while maintaining a well-controlled environment. Our primary strategy to achieve this vision is to focus on core deposit growth with current products and services and to focus lending on commercial real estate
properties in the $1 million to $10 million size range.

The primary market areas of the Company are among the fastest growing markets in
Florida. Those markets include Collier and Lee Counties on the southwest coast of Florida (served by Bank of FloridaSouthwest), Broward, Miami-Dade, and Palm Beach Counties on the southeast coast (served by Bank of FloridaSoutheast), and
Hillsborough and Pinellas Counties in the Tampa Bay area (served by Bank of Florida  Tampa Bay). The high population growth and income demographics of the counties in which the Company operates support its plans to grow loans, deposits, and
wealth management revenues with limited, highly selective, full-service locations. These counties together constitute nearly 50% of the deposit market share in the state of Florida.

CRITICAL ACCOUNTING POLICIES

The Companys consolidated financial statements are prepared in conformity
with accounting principles generally accepted in the United States of America. The financial information contained within these statements is, to a significant extent, based on approximate measures of the financial effects of transactions and
events that have already occurred. Critical accounting policies are those that involve the most complex and subjective decisions and assessments, and have the greatest potential impact on the Companys stated results of
operations. The notes to the consolidated financial statements include a summary of the significant accounting policies and methods used in the preparation of our consolidated financial statements. Management believes that, of our significant
accounting policies, the following involve a higher degree of judgment and complexity. Our management has discussed these critical accounting assumptions and estimates with the Board of Directors Audit Committee.



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##### Table of Contents

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 operations. Loan
losses are charged against the allowance when management believes the collectibility of a loan balance is unlikely. Subsequent recoveries, if any, are credited to the allowance.

The allowance for loan losses is comprised of: (1) a component for individual loan impairment measured according to SFAS No. 114,
Accounting by Creditors for Impairment of a Loan, and (2) a measure of collective loan impairment according to SFAS No. 5, Accounting for Contingencies. The allowance for loan losses is established and
maintained at levels deemed adequate to cover losses inherent in the portfolio as of the balance sheet date. This estimate is based upon managements evaluation of the risks in the loan portfolio and changes in the nature and volume of loan
activity. Estimates for loan losses are derived by analyzing historical loss experience, current trends in delinquencies and charge-offs, historical peer bank experience, changes in the size and composition of the loan portfolio, adverse situations
that may affect the borrowers ability to repay, estimated value of any underlying collateral and prevailing economic conditions. This evaluation is inherently subjective, as it requires estimates that are susceptible to significant
revision as more information becomes available.

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. Larger impaired
credits that are measured according to SFAS No. 114 have been defined to include loans which are classified as doubtful, substandard or special mention risk grades where the borrower relationship is greater than $250,000. For such loans
that are considered impaired, an allowance is established when the discounted cash flows (or collateral value or observable market price) of the impaired loan is lower than the carrying value of that loan.

Loans made outside the scope of SFAS No. 114 are measured according to SFAS No. 5 and include commercial real estate loans that are performing
or have not been specifically identified under SFAS No. 114, and large groups of smaller balance homogeneous loans evaluated based on historical loss experience adjusted for qualitative factors.

EXECUTIVE SUMMARY

Total Assets grew to $1.3 billion at September 30, 2007, up $404 million or 50% from
December 31, 2006, as a result of loan growth and the acquisition of Old Florida. Loans climbed $369 million or 47% during the first nine months of this year, while total deposits increased $294 million to $985 million. The excess of loan over
deposit growth during the first quarter was largely funded with on-balance sheet liquidity via a reduction in average overnight investments and increased borrowings from the Federal Home Loan Bank. Book value per share rose to $15.55, up $1.40 over
the last nine months.

The Company realized third quarter net income of $1.6 million, up 133% over the same period last year. Earnings per
share were $0.12, a 71% increase compared to the same period in 2006 with nearly 3.5 million in higher average shares outstanding. Our net interest margin decreased 50 basis points from third quarter 2006 to 3.96%, reflective of intense deposit
competition and maturing certificates of deposit repricing at higher rates.

ANALYSIS OF FINANCIAL CONDITION

Investment securities and overnight investments

Total investment securities and overnight investments were $42.8 million at September 30, 2007, a decrease of $5.4 million or 11% over that held at
December 31, 2006.

Federal Funds sold totaled $2.0 million at September 30, 2007, a decrease of $4.5 million from
December 31, 2006. This category of earning assets is normally used as a temporary investment vehicle to support the Companys daily funding requirements and, as a result, fluctuates with loan demand. The average yield on federal funds for
the first nine months of 2007 was 3.67%, down 136 basis points compared to the first nine months of 2006.

Conversely, securities available
for sale totaled $37.8 million, a decrease of $3.9 million from the level held at December 31, 2006. The Company holds several bonds totaling $3.0 million that were classified as held to maturity



16



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##### Table of Contents

at September 30, 2007, an increase of almost $3.0 million from December 31, 2006. The Company does not currently engage in trading activities and,
therefore, did not hold any securities classified as trading at September 30, 2007 or December 31, 2006.

Loans

Total gross loans, including loans held for sale, totaled $1.2 billion at September 30, 2007, up $367.5 million or 47% in the first nine months of
2007. Construction loans, largely secured by commercial real estate, totaled $404.4 million (35.1% of total loans) at September 30, 2007, up $100.4 million since the end of last year. Commercial real estate loans, including multi-family
dwellings but excluding those in construction, increased by $191.1 million and also total 39.9% of total loans outstanding, while commercial and industrial loans climbed $84.4 million to approximately 7.3% of total loans outstanding. One-to-four
family residential loans, including loans held for sale, were $133.2 million (11.6% of total loans), up $38.7 million from year-end, primarily the result of the acquisition of Old Florida. Consumer lines of credit and installment and other loans
increased by $8.9 million (4.2% of total loans) and $10.0 million (1.9% of total loans), respectively.

Asset quality

The Companys asset quality continues to be strong, with nonperforming loans (nonaccrual and 90+ days past due) totaling $5.7 million at
September 30, 2007, including $5.1 million from the Old Florida acquisition, none of which the Company believes represents any loss exposure. Approximately 50% of the Old Florida total nonperforming loans represent a single commercial real
estate loan that is fully collateralized. Nonperforming loans as a percent of loans outstanding increased from 0.09% at December 31, 2006, to 0.49% as of September 30, 2007. Thirty-to-ninety day delinquent loans were $7.4 million or 0.64%
of loans outstanding at September 30, 2007, an increase of $6.0 million total loan delinquencies, with one loan relationship representing 73% of loans thirty-to-ninety day delinquent. There were $361,000 in net charge-offs for the first nine
months of 2007, resulting in net charge-offs to average loans of 0.05%. These levels compare to 0.07% in net charge-offs for the first nine months of 2006.

Deposits

Total deposits rose $293.9 million or 42.5% during the first nine months of 2007 to $985.1 million. Average
core deposits, which exclude all CDs, decreased $45.4 million or 7.8% in the past 90 days due to a decrease in money market accounts (down $33.7 million or 7.3% on average).

The annualized average rate paid on total interest bearing deposits during the first nine months of 2007 was 4.46%, an increase of 84 basis points
compared to the first nine months last year. This increase resulted primarily from the higher interest rate environment under which we currently operate and in competition in the pricing of deposit products.

Borrowings

While client deposits remain our
primary source of funding for asset growth, management uses other borrowings as a funding source for loan growth, regulatory capital needs, and as a tool to manage the Companys interest rate risk. At September 30, 2007 borrowings totaled
$135.3 million, an increase of $81.8 million compared to December 31, 2006. Total borrowings at September 30, 2007, consisted of $16.0 million in subordinated debt and $119.3 million in FHLB Advances compared to $11.0 million and $42.5
million, respectively, at the end of 2006. The maturities of the Companys borrowings range from March 2008 through July 2017.

Stockholders equity

Total stockholders equity was $198.8 million at September 30, 2007, a $63.2
million increase since December 31, 2006. Book value per share was $15.55 at September 30 while the tangible book value per share was $10.51. The Companys Tier 1 leverage ratio decreased 117 basis points to 10.42% at
September 30, 2007, primarily as a result of the rapid loan growth during the quarter, but still well above the minimum for bank holding companies of 4.0%.



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ANALYSIS OF RESULTS OF OPERATIONS

Third Quarter 2007 Compared to Third Quarter 2006

Consolidated net income for the third quarter of 2007 totaled $1.6 million, an increase of $918,000 or 133% compared to third quarter 2006. Top-line
revenue (a non-GAAP measure which the Company defines as net interest income plus noninterest income, excluding net securities gains/losses) climbed $3.8 million or 41%, primarily driven by $3.6 million greater net interest income, resulting from
$456.1 million or 61.5% growth in average earning assets and a 50 basis point decrease in the net interest margin to 3.96%.

The strong
$3.8 million increase in top-line revenue against a $2.8 million or 38% increase in noninterest expense produced continued favorable operating leverage of 77.32%

Net interest income

Net interest income in the third quarter totaled $12.0 million, up $3.6 million or 43.5% greater
than the third quarter of 2006. This improvement is due to $15.5 million increase in net average interest earning assets, which resulted in a $4.5 million increase in net interest income. The spread between yield on interest earning assets and cost
of funds narrowed when comparing third quarter 2007 to third quarter 2006. Yield on interest earning assets increased 20 basis points to 7.85% while cost of funds increased 44 basis points due to continued competitive pricing on deposits.

Noninterest income

Noninterest
income was $1.3 million in the third quarter; a $201,000 or 18.9% increase over the third quarter 2006. This increase was primarily the result of a $144,000 increase or 43.5% in service charges and fees associated with the Old Florida acquisition
that took place on April 24, 2007.

Noninterest expense

Noninterest expense totaled $10.2 million for the third quarter of 2007. Although this increase reflected a 37.8% or $2.8 million increase compared to third quarter 2006, the Companys efficiency ratio has
improved 165 basis points to 77.32%, reflecting significant positive operating leverage.

Slightly less than half or $1.2 million of the
increase in third quarter 2007 expense over third quarter 2006 occurred in personnel expense, caused by additions to staff and greater incentive compensation expense. Approximately $712,000 of the increase is explained by higher occupancy and
equipment-related expense. Building lease and utilities costs rose due to additional space required for business expansion, and equipment rental, maintenance, and depreciation expense increased accordingly.

Provision and Allowance for Loan Losses

The
third quarter provision for loan losses was $336,000, down $504,000 (60%) from third quarter 2006. At September 30, 2007, the loan loss allowance was 1.02% of total loans. There were $5.7 million, including the $5.1 million from the Old
Florida acquisition, nonperforming loans as of September 30, 2007 and $158,500 in net charge-offs during the third quarter, resulting in a ratio of net charge-offs to average loans of 0.06%. All the above asset quality measures are consistent
with the Companys historic experience and compare very favorably to national peer bank levels.

Nine-months Ended September 30, 2007
Compared to Nine-months Ended September 30, 2006

Consolidated net income for the first nine months of 2007 totaled $3.7
million, a 126% improvement compared to the first nine months of 2006. Top-line revenue climbed $11.0 million or 44%, primarily driven by $10.3 million greater net interest income, a result of $413.1 million or 52.3% growth in earning assets and a
41 basis point decrease in the net interest margin to 4.09%.

The strong $11.0 million increase in top-line revenue against an $8.1 million
or 40.0% increase in noninterest expense produced continued favorable operating leverage. The bulk of the expense increase relates to personnel costs. The provision for loan losses decreased $566,000, representing consistent continued strong asset
quality.



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Net interest income

Net interest income for the first nine months of 2007 totaled $32.2 million, up $10.3 million or 47% greater than the first nine months of 2006. This improvement in net interest income is due to a $50.3 million
increase in net average interest earning assets, which resulted in an increase of $12.1 million in net interest income. A 41 basis point decline in net interest margin to 4.09% resulted in a $1.7 million decrease in net interest income. The spread
between the yield on interest earning assets narrowed when comparing the nine months ended September 30, 2007 to nine months ended September 30, 2006. Yield on interest earning assets increased 40 basis points to 7.82% while cost of funds
increased 83 basis points to 4.59% due to continued competitive pricing on deposits.

In addition, total average interest earning assets
increased $403.0 million to $1.1 billion for the first nine months of 2007 and total average interest bearing liabilities increased $352.7 million to $858.1 million. This positive growth in net earning assets of $50.3 million was reflective of the
Companys campaign to grow average noninterest bearing deposits which were $102.4 million for the first nine months of 2007, an increase of $14.9 million compared to the same period last year.

Noninterest income

Noninterest income was
$3.8 million in the first nine months of 2007 a $655,000 or 21% increase over the comparable period of 2006. This increase was primarily the result of an increase of $589,000 or 67% in service charges and fees associated with the Old Florida
acquisition that took place on April 24, 2007.

Noninterest expense

Noninterest expense totaled $28.3 million for the first nine months of 2007. Although this increase reflected a 40% or $8.1 million increase compared to
the same period of 2006, the Companys efficiency ratio has decreased 214 basis points to 78.57%, but still is reflecting significant positive operating leverage.

A total of $4.2 million of the increase in noninterest expense between the two periods occurred in personnel expense, caused by additions to staff and greater incentive compensation expense. During the first nine
months of 2007 there were 55 additions to staff, bringing total full-time equivalent employees to 264. Approximately $1.6 million of the increase is explained by higher occupancy and equipment-related expense due to additional space required for
business expansion and the acquisition of Old Florida.

Provision and Allowance for Loan Losses

The provision for loan losses for the first nine months of 2007 was $1.5 million, down $566,000 (27%) from the same period last year. There were
$361,000 in net charge-offs during the first nine months of 2007, resulting in a ratio of net charge-offs to average loans of 0.05% compared to 0.07% net charge-offs for the first nine months of 2006. There were $5.7 million in nonperforming loans,
including the $5.1 million from the Old Florida acquisition, at September 30, 2007 compared to none at September 30, 2006. Loans thirty to eighty-nine days delinquent increased to $7.4 million at September 30, 2007 from $1.2 million
at September 30, 2006, an increase of $6.2 million total loan delinquencies, with one loan relationship representing 73% of loans thirty-to-ninety days delinquent.

LIQUIDITY AND CAPITAL RESOURCES

Liquidity Management

Liquidity management involves monitoring sources and uses of funds in order to meet day-to-day cash flow requirements while maximizing profits. Liquidity
represents the ability of a company to convert assets into cash or cash equivalents without significant loss, as well as its ability to raise additional funds by increasing liabilities. Asset liquidity is provided by cash and assets which are
readily marketable, can be pledged, or will mature in the near future.

In addition to deposits within their geographic market places, the
sources of funds available to the Banks for lending and other business purposes include loan repayments, sales of loans and securities, borrowings from the Federal Home Loan Bank (FHLB), national market funding sources, and contributions from the
Holding Company. Loan repayments are a relatively stable source of funds, while deposit inflows and outflows are influenced significantly by competition, general interest rates and money market conditions. Borrowings may be used on a short-term
basis to compensate for reductions in other sources, such as deposits, at less than projected levels and may be used to fund the origination of mortgage loans designated to be sold in the secondary market.



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At September 30, 2007, the Company had $119.3 million in outstanding borrowings from the FHLB of its
present $201.2 million line, and there was $51.1 million in other available lines from correspondents. To the extent that additional collateral becomes available beyond the present amount identified with the Federal Home Loan Bank line, total lines
with the FHLB could be as high as $249.0 million based on a maximum of 20% of the Bank of FloridaSouthwest banks assets, 20% of the Bank of FloridaSoutheast banks assets and 10% of Bank of Florida  Tampa Bay banks
assets as of September 30, 2007.

Management regularly reviews the Banks liquidity position and has implemented internal
policies that establish guidelines for sources of asset-based liquidity and limit the total amount of purchased funds used to support the balance sheet and funding from non-core sources. At September 30, 2007, the Banks exceeded their
regulatory liquidity requirements.

Capital

The Federal Reserve Board and other bank regulatory agencies require bank holding companies and financial institutions to maintain capital at adequate levels based on a percentage of assets and off-balance sheet
exposures, adjusted for risk weights ranging from 0% to 100%. Under the risk-based standard, capital is classified into two tiers. Tier 1 capital consists of common stockholders equity, excluding the unrealized gain (loss) on
available-for-sale securities, minus certain intangible assets. Tier 2 capital consists of the general allowance for credit losses subject to certain limitations. An institutions qualifying capital base for purposes of its risk-based capital
ratio consists of the sum of its Tier 1 and Tier 2 capital. Bank holding companies and banks are also required to maintain capital at a minimum level based on total average assets as defined by a leverage ratio.

The regulators define five classifications for measuring capital levels, including well capitalized, adequately capitalized, undercapitalized,
significantly undercapitalized, and critically undercapitalized, although these terms are not used to represent overall financial condition. If adequately capitalized, however, regulatory approval is required to accept brokered (national market)
deposits. If undercapitalized, capital distributions are limited, as is asset growth and expansion, and plans for capital restoration are required.

The Company and subsidiary Banks were all considered well capitalized as of September 30, 2007. The Companys Tier 1 Leverage ratio, Tier 1 risk-based capital ratio and Tier 2 risk-based capital ratio was 10.42%, 10.36% and
12.57%, respectively as of September 30, 2007.

Off-Balance Sheet Financial Instruments

The Company is party to financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of its customers.
These financial instruments include undisbursed lines of credit and standby letters of credit. These instruments involve, to varying degrees, elements of credit and interest-rate risk in excess of the amounts recognized in the consolidated balance
sheet. The contract or notional amounts of those instruments reflect the extent of the Companys involvement in particular classes of financial instruments.

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 undisbursed loans in process is represented by the
contractual amount of those instruments. The Company uses the same credit policies in making commitments as it does for on-balance-sheet instruments.

Undisbursed lines of credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination
clauses and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total committed amounts do not necessarily represent future cash requirements. The Company evaluates each customers
creditworthiness on a case-by-case basis. The amount of collateral obtained, if it is deemed necessary by the Company upon extension of credit, is based on managements credit evaluation of the counter party. Standby letters of credit are
conditional lending commitments issued by the Company to guarantee the performance of a customer to a third party. Management believes that the Company has adequate resources to fund all of its commitments.



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##### Table of Contents

A summary of the amounts of the Companys financial instruments, with off-balance sheet risk at
September 30, 2007, follows (In thousands):



|                             |  |                 |        
|---------------------------- |  | --------------- | -------
|                             |  | Contract Amount
|Standby letters of credit    |  | $               | 2,572  
|Undisbursed lines of credit  |  | $               | 247,007
|Commitments to extend credit |  | $               | 67,766 



|Item 3. | Quantitative and Qualitative Disclosures about Market Risk
|------- | ----------------------------------------------------------

Interest Sensitivity

Market risk is the risk of loss from adverse changes in market prices and interest rates.
Subsequent to September 30, 2007, the Company engaged in an interest rate swap. An integral component of the Companys interest rate risk management strategy is its ability to use derivative instruments to minimize significant unplanned
fluctuations in earnings and cash flows caused by changes in market interest rates. Examples of derivative instruments that the Company may use as part of its interest rate risk management strategy include interest rate swaps, interest rate
floors, interest rate caps, forward contracts, principal only swaps, options and swaptions. As part of the overall risk management strategy, the Company may enter into forward contracts accounted for as free-standing derivatives to economically
hedge interest rate lock commitments that are also considered freestanding derivatives. When the Company establishes derivative contracts, they are with reputable third parties in order to economically hedge significant exposures assumed in
commercial customer accommodation derivative contracts. Generally, these contracts will have similar terms in order to protect the Company from market volatility. Credit risks may arise from the possible inability of counterparties to meet the terms
of their contracts, which the Company minimizes through approvals, limits and monitoring procedures.

Our market risk arises primarily from
interest rate risk inherent in lending and deposit-taking and borrowing activities. The measurement of market risk associated with financial instruments is meaningful only when all related and offsetting on-and off-balance sheet transactions are
aggregated, and the resulting net positions are identified. Disclosures about the fair value of financial instruments as of December 31, 2006, which reflect changes in market prices and rates, can be found in note 19 to the consolidated
financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2006. We believe there have been no significant changes in our market risk exposure since December 31, 2006.



|Item 4. | Controls and Procedures
|------- | -----------------------

(a) Evaluation of Disclosure
Controls and Procedures

Bank of Florida Corporation maintains controls and procedures designed to ensure that information required
to be disclosed in the reports that Bank of Florida Corporation files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and
Exchange Commission. Based upon managements evaluation of those controls and procedures performed within the 90 days preceding the filing of this Report, the Chief Executive Officer and Chief Financial Officer of Bank of Florida Corporation
concluded that, subject to the limitations noted below, Bank of Florida Corporations disclosure controls and procedures(as defined in Rules 13a-15(e) under the Securities Exchange Act of 1934) are effective to ensure that the information
required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the U.S. Securities and Exchange
Commissions rules and forms. Our disclosure controls and procedures are designed to provide us with a reasonable assurance that the information required to be disclosed in reports filed with the SEC is recorded, processed, summarized and
reported within the time periods specified in the SECs rules and forms.

(b) Managements Report on Internal Control over Financial
Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as
such term is defined in Exchange Act Rule 13a-15(f). Such internal controls over financial reporting were designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting principles. Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation
of the effectiveness of our internal control over financial reporting based on the framework in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.



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Based upon our evaluation under the framework in Internal Control-Integrated Framework, our
management concluded that our internal control over financial reporting was effective as of September 30, 2007. Our managements assessment of the effectiveness of our internal control over financial reporting as of December 31, 2006
has been audited by Hacker, Johnson & Smith PA, an independent registered public accounting firm, as stated in their report included in our Form 10-K for the year ended December 31, 2006. The Company acquired Bristol Bank on
August 24, 2006, and excluded from its assessment of the effectiveness of the Companys internal control over financial reporting as of December 31, 2006, Bristols internal control over financial reporting, with associated
assets of $92.6 million and total revenue of $1.9 million generated by Bristol that was included in the Companys consolidated financial statements as of and for the year ended December 31, 2006. The Company acquired Old Florida on
April 24, 2007, with associated assets of $332 million and revenue of $6.6 million through the acquisition date. The Company plans to include Old Florida in our managements assessment of the effectiveness of our internal control over
financial reporting as of December 31, 2007.

(c) Changes in Internal Controls

Bank of Florida Corporation has made no significant changes in its internal controls over financial reporting during the nine months ended
September 30, 2007 that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

(d) Limitations on the Effectiveness of Controls

Our management, including our Chief Executive Officer and Chief
Financial Officer, does not expect that our disclosure controls and internal controls will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the
objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations
in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within Bank of Florida Corporation have been detected. These inherent limitations include the realities that
judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management
override of the control.

The design of any system of controls also is based in part upon certain assumptions about the likelihood of
future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance
with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

PART II.  OTHER INFORMATION



|ITEM 1. | LEGAL PROCEEDINGS
|------- | -----------------

From time-to-time, the Company
may be involved in various legal proceedings arising in the ordinary course of business. Management believes that the ultimate aggregate liabilities arising form these proceedings, if any, will not have a material adverse effect on our financial
condition or results of operations.



|ITEM 6. | EXHIBITS
|------- | --------

The following exhibits are filed with
the Securities and Exchange Commission and are incorporated by reference into this Form 10-Q. The exhibits which are denominated by an (a.) were previously filed as a part of a Registration Statement on Form SB-2 for Bancshares of Florida with the
SEC on March 24, 1999, File No. 333-74997. The exhibits which are denominated by a (b.) were previously filed as a part of Amendment No. 1 to Form SB-2, filed with the SEC on May 7, 1999. The exhibits which are denominated by a
(c.) were previously filed as a part of Form 10-KSB filed with the SEC on March 30, 2000. The exhibits which are denominated by a (d.) were previously filed as a part of Form S-4 filed with the SEC on October 3, 2006. The exhibits which
are denominated by an (e.) were previously filed as a part of a Registration Statement on Form SB-2 for Bancshares of Florida with the SEC on December 28, 2001, File No. 333-76094. The exhibits which are denominated by an (f.) were
previously



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filed as part of a Form 10-QSB/A filed on September 10, 2002. The exhibits which are denominated by a (g) were previously filed as part of a Form
10-Q filed on November 1, 2006. The exhibits which are denominated by a (h) were previously filed as part of a Form 10-Q filed on May 3, 2007. The exhibits which are denominated by an (i.) were previously filed as part of a
Registration Statement on Form SB-2 filed with the SEC on September 24, 2004, File No. 333-116833. The exhibits that are denominated by an (k.) were previously filed as part of Form 10-Q filed with the SEC on August 4, 2005. The
exhibits that are denominated by an (l.) were previously filed as part of Form 10-Q filed with the SEC on November 3, 2005. The exhibits that are denominated by a (n.) were previously filed as part of Schedule DEF 14A filed with the SEC on
April 21, 2006. The exhibits that are denominated by a (o.) were previously filed as part of Form 10-Q filed with the SEC on May 4, 2006. The exhibits that are denominated by a (p.) were previously filed as part of Form 10-Q filed with the
SEC on August 7, 2006. The exhibits that are denominated by a (q.) were previously filed as part of Form 10-K filed with the SEC on March 8, 2007. The exhibit numbers correspond to the exhibit numbers in the referenced document.



|              |  |                                                                                                                
|------------- |  | ---------------------------------------------------------------------------------------------------------------
|ExhibitNumber |  | Description of Exhibit                                                                                         
|k.3.1         |  | Amended and Restated Articles of Incorporation                                                                 
|              | 
|a.3.2         |  | Bylaws                                                                                                         
|              | 
|q.3.3         |  | Article of Amendment to Restated Articles of Incorporation dated December 20, 2006                             
|              | 
|3.4           |  | Amendment to Bylaws dated October 19, 2007                                                                     
|              | 
|b.4.1         |  | Specimen Common Stock Certificate                                                                              
|              | 
|n.4.2         |  | 2006 Stock Compensation Plan                                                                                   
|              | 
|b.4.3         |  | Form of Stock Purchase Warrant1999 Offering                                                                   
|              | 
|e.4.4         |  | Form of Stock Purchase Warrant2002 Offering                                                                   
|              | 
|i.4.5         |  | Form of Stock Purchase Warrant A 2004 Offering                                                                
|              | 
|i.4.6         |  | Form of Stock Purchase Warrant B 2004 Offering                                                                
|              | 
|l.10.1        |  | Amended and Restated Employment Agreement of Michael L. McMullan dated February 1, 2005                        
|              | 
|g.10.2        |  | Change in Control Agreement of Roy N. Hellwege dated September 19, 2006                                        
|              | 
|g.10.3        |  | Change in Control Agreement of Charles K. Cross dated September 19, 2005                                       
|              | 
|c.10.4        |  | 1999 Stock Option Plan                                                                                         
|              | 
|c.10.5        |  | Form of Incentive Stock Option Agreement                                                                       
|              | 
|d.10.6        |  | Employment Agreement of Craig D. Sherman dated May 3, 1999                                                     
|              | 
|f.10.6.1      |  | Amendment to Employment Agreement of Craig Sherman dated July 30, 2001                                         
|              | 
|10.7          |  | Change in Control Agreement of R. Moyle Fritz, Jr. dated September 20, 2007                                    
|              | 
|10.8          |  | Change in Control Agreement of Julie W. Husler dated September 20, 2007                                        
|              | 
|f.10.9        |  | Lease between Citizens Reserve, LLC and Citizens National Bank of Southwest Florida                            
|              | 
|10.10         |  | Change in Control Agreement of Christopher Willman dated September 24, 2007                                    
|              | 
|10.11         |  | Change in Control Agreement of John B. James dated September 17, 2007                                          
|              | 
|q.10.15       |  | Change in Control Agreement of Roberto Pelaez dated January 2007                                               
|              | 
|p.10.18       |  | Change in Control Agreement of Tracy L. Keegan dated July 24, 2006                                             
|              | 
|h.10.19       |  | Change in Control Agreement of Larry W. Johnson dated April 24, 2007                                           
|              | 
|14.1          |  | Code of Ethical Conduct (for Principal Executive and Financial Officer) approved on September 20, 2007         
|              | 
|14.2          |  | Code of Ethics approved on September 20, 2007                                                                  
|              | 
|21.1          |  | Subsidiaries of the Registrant                                                                                 
|              | 
|31.1          |  | Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 - President and Chief Executive Officer



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|     |  |                                                                                                                
|---- |  | ---------------------------------------------------------------------------------------------------------------
|31.2 |  | Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 - Chief Financial Officer              
|     | 
|32.1 |  | Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002  President and Chief Executive Officer
|     | 
|32.2 |  | Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002  Chief Financial Officer              



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SIGNATURES

In accordance with 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.



|                        |  |                             |  |                                                                     
|----------------------- |  | --------------------------- |  | --------------------------------------------------------------------
|                        |  | BANK OF FLORIDA CORPORATION
|                        |  |                            
|Dated: November 5, 2007 |  | By:                         |  | /s/ Michael L. McMullen                                             
|                        |  |                             |  | Michael L. McMullan                                                 
|                        |  |                             |  | Chief Executive Officer (Principal Executive Officer)               
|                        |  |                            
|Dated: November 5, 2007 |  | By:                         |  | /s/ Tracy L. Keegan                                                 
|                        |  |                             |  | Tracy L. Keegan                                                     
|                        |  |                             |  | Chief Financial Officer (Principal Financial and Accounting Officer)



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