<PAGE>   1
                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB
(Mark One)

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

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2001

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

For the transition period from _____________ to _____________

Commission file number 333-65101
                       ---------

                        FLORIDA BUSINESS BANCGROUP, INC.
                        --------------------------------
        (Exact Name of Small Business Issuer as Specified in Its Charter)

            Florida                                                   59-3517595
---------------------------------                            -------------------
(STATE OR OTHER JURISDICTION                                    (I.R.S. EMPLOYER
OF INCORPORATION OR ORGANIZATION)                            IDENTIFICATION NO.)

2202 North Westshore Boulevard, Suite 150
Tampa, Florida                                                             33607
---------------                                                     ------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                              (ZIP CODE)

                                 (813) 281-0009
                                 --------------
              (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)

                                       N/A
         ---------------------------------------------------------------
         (FORMER NAME, FORMER ADDRESS AND FORMER FISCAL YEAR, IF CHANGED
                               SINCE LAST REPORT)

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

YES  [X]   NO [ ]

         State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date:

Common stock, par value $.01 per share                          1,320,700 shares
--------------------------------------            ------------------------------
               (CLASS)                            OUTSTANDING AT  APRIL 10, 2001

Transitional Small Business Format (Check One):  YES [ ]   NO [X]

<PAGE>   2

                        FLORIDA BUSINESS BANCGROUP, INC.

                                      INDEX

PART I. FINANCIAL INFORMATION

<TABLE>
<CAPTION>
  ITEM 1. FINANCIAL STATEMENTS                                                               PAGE
                                                                                             -----
<S>                                                                                          <C>
     Condensed Consolidated Balance Sheets -
       At March 31, 2001 (Unaudited) and December 31, 2000..............................         2

     Condensed Consolidated Statements of Operations (Unaudited) -
       Three Months ended March 31, 2001 and 2000.......................................         3

     Condensed Consolidated Statement of Stockholders' Equity (Unaudited) -
       Three Months ended March 31, 2001................................................         4

     Condensed Consolidated Statements of Cash Flows (Unaudited) -
       Three Months ended March 31, 2001 and 2000.......................................         5

     Notes to Condensed Consolidated Financial Statements (Unaudited)...................       6-7

     Review By Independent Certified Public Accountants.................................         8

     Report on Review by Independent Certified Public Accountants.......................         9

  ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
    RESULTS OF OPERATIONS...............................................................     10-13

PART II. OTHER INFORMATION

   ITEM 1.  LEGAL PROCEEDINGS...........................................................        14

   ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K............................................        14

SIGNATURES..............................................................................        15
</TABLE>


                                       1
<PAGE>   3

                        FLORIDA BUSINESS BANCGROUP, INC.

                          PART I. FINANCIAL INFORMATION

                          ITEM 1. FINANCIAL STATEMENTS

                      CONDENSED CONSOLIDATED BALANCE SHEETS
                 ($ IN THOUSANDS, EXCEPT PER SHARE INFORMATION)

<TABLE>
<CAPTION>
                                                                               MARCH 31,         DECEMBER 31,
    ASSETS                                                                       2001               2000
                                                                               ---------         ------------
                                                                              (UNAUDITED)
<S>                                                                            <C>               <C>
Cash and due from banks .................................................      $  1,252                 790
Interest-bearing deposits ...............................................           602                  --
Federal funds sold and securities sold under agreements to repurchase ...         3,896                 798
                                                                               --------              ------

              Total cash and cash equivalents ...........................         5,750               1,588

Securities available for sale ...........................................         5,571               5,157
Loans, net of allowance for loan losses of $433 and $387 ................        29,074              25,776
Federal Home Loan Bank stock ............................................            28                  24
Premises and equipment, net .............................................           542                 581
Deferred income taxes ...................................................           523                 528
Accrued interest receivable and other assets ............................           426                 381
                                                                               --------              ------

              Total assets ..............................................      $ 41,914              34,035
                                                                               ========              ======

    LIABILITIES AND STOCKHOLDERS' EQUITY

Liabilities:
  Noninterest-bearing demand deposits ...................................         2,650               2,774
  Savings and NOW deposits ..............................................         1,392               1,013
  Money-market deposits .................................................         4,819               3,655
  Time deposits .........................................................        20,399              13,586
                                                                               --------              ------

              Total deposits ............................................        29,260              21,028

  Official checks .......................................................           348                 570
  Other liabilities .....................................................            32                 169
                                                                               --------              ------

              Total liabilities .........................................        29,640              21,767
                                                                               --------              ------

Stockholders' equity:
  Preferred stock:
    Designated Series A, $.01 par value, redeemable at $100 per
      share, 10,000 shares so designated, none issued or outstanding ....            --                  --
    Nondesignated, no par value, 1,999,100 shares authorized,
      none issued or outstanding ........................................            --                  --
  Common stock, $.01 par value 10,000,000 shares authorized;
    1,320,700 shares issued and outstanding .............................            13                  13
  Additional paid-in capital ............................................        13,131              13,131
  Accumulated deficit ...................................................          (975)               (950)
  Accumulated other comprehensive income ................................           105                  74
                                                                               --------              ------

              Total stockholders' equity ................................        12,274              12,268
                                                                               --------              ------

              Total liabilities and stockholders' equity ................      $ 41,914              34,035
                                                                               ========              ======
</TABLE>

See Accompanying Notes to Condensed Consolidated Financial Statements.


                                       2
<PAGE>   4

                        FLORIDA BUSINESS BANCGROUP, INC.

                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                 ($ IN THOUSANDS, EXCEPT PER SHARE INFORMATION)
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                        THREE MONTHS ENDED
                                                                                             MARCH 31,
                                                                                --------------------------------
                                                                                   2001                  2000
                                                                                -----------           ----------
<S>                                                                             <C>                   <C>
Interest income:
  Loans ..............................................................          $       631                   94
  Securities .........................................................                   88                   54
  Other ..............................................................                   41                  106
                                                                                -----------           ----------

              Total interest income ..................................                  760                  254

Interest expense, deposits ...........................................                  339                   39
                                                                                -----------           ----------

              Net interest income ....................................                  421                  215

Provision for loan losses ............................................                   46                   57
                                                                                -----------           ----------

              Net interest income after provision for loan losses ....                  375                  158
                                                                                -----------           ----------

Noninterest income:
  Service charges and fees ...........................................                   23                    2
  Other income .......................................................                    1                   --
                                                                                -----------           ----------

              Total noninterest income ...............................                   24                    2
                                                                                -----------           ----------

Total noninterest expenses:
  Salaries and employee benefits .....................................                  180                  181
  Occupancy expenses .................................................                  105                  103
  Advertising ........................................................                   10                   15
  Professional fees ..................................................                   23                   20
  Data processing ....................................................                   56                   45
  Other expenses .....................................................                   64                   61
                                                                                -----------           ----------

              Total noninterest expenses .............................                  438                  425
                                                                                -----------           ----------

Loss before income tax benefit .......................................                  (39)                (265)

              Income tax benefit .....................................                  (14)                 (98)
                                                                                -----------           ----------

Net loss .............................................................          $       (25)                (167)
                                                                                ===========           ==========

              Basic and diluted loss per share .......................          $      (.02)                (.13)
                                                                                ===========           ==========

Weighted-average number of common shares outstanding .................            1,320,700            1,320,700
                                                                                ===========           ==========

Dividends per share ..................................................                   --                   --
                                                                                ===========           ==========
</TABLE>

See Accompanying Notes to Condensed Consolidated Financial Statements.


                                       3
<PAGE>   5

                        FLORIDA BUSINESS BANCGROUP, INC.

            CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
                                ($ IN THOUSANDS)

                        THREE MONTHS ENDED MARCH 31, 2001

<TABLE>
<CAPTION>
                                                                                                         ACCUMULATED
                                                                                                           OTHER
                                                              COMMON STOCK     ADDITIONAL                  COMPRE-       TOTAL
                                                          -------------------   PAID-IN   ACCUMULATED      HENSIVE    STOCKHOLDERS'
                                                           SHARES      AMOUNT   CAPITAL     DEFICIT        INCOME        EQUITY
                                                          ---------    ------   -------   -----------    -----------  -------------
<S>                                                       <C>          <C>     <C>        <C>            <C>          <C>
Balance at December 31, 2000 .....................        1,320,700     $13      13,131      (950)           74           12,268
                                                                                                                          ------

Comprehensive income:

  Net loss for the three months ended March 31,
    2001 (unaudited) .............................               --      --          --       (25)           --              (25)

  Net change in unrealized loss on securities
    available for sale, net tax of $19
    (unaudited) ..................................               --      --          --        --            31               31
                                                                                                                          ------

  Comprehensive income (unaudited) ...............               --      --          --        --            --                6
                                                          ---------     ---      ------      ----           ---           ------

Balance at March 31, 2001 (unaudited) ............        1,320,700     $13      13,131      (975)          105           12,274
                                                          =========     ===      ======      ====           ===           ======
</TABLE>

See Accompanying Notes to Condensed Consolidated Financial Statements.


                                       4
<PAGE>   6

                        FLORIDA BUSINESS BANCGROUP, INC.

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                             THREE MONTHS
                                                                                            ENDED MARCH 31,
                                                                                        -----------------------
                                                                                          2001            2000
                                                                                        -------         -------
<S>                                                                                     <C>             <C>
Cash flows from operating activities:
  Net loss .....................................................................        $   (25)           (167)
  Adjustments to reconcile net loss to net cash used in operating activities:
    Depreciation ...............................................................             42              36
    Provision for loan losses ..................................................             46              57
    Deferred income tax benefit ................................................            (14)            (98)
    Amortization of loan fees, premiums and discounts ..........................            (13)              9
    (Increase) decrease in accrued interest receivable and other assets ........            (45)             27
    Net (decrease) increase in official checks .................................           (222)             10
    Decrease in other liabilities ..............................................           (137)            (71)
                                                                                        -------         -------

              Net cash used in operating activities ............................           (368)           (197)
                                                                                        -------         -------

Cash flows from investing activities:
  Purchase of securities available for sale ....................................           (719)             --
  Proceeds from calls of securities available for sale .........................            300              --
  Principal pay-downs on securities available for sale .........................             55              --
  Net increase in loans ........................................................         (3,331)         (3,250)
  Purchase of Federal Home Loan Bank stock .....................................             (4)            (24)
  Purchase of premises and equipment ...........................................             (3)           (106)
                                                                                        -------         -------

              Net cash used in investing activities ............................         (3,702)         (3,380)
                                                                                        -------         -------

Cash flows from financing activity-
  Net increase in deposits .....................................................          8,232           6,229
                                                                                        -------         -------

Net increase in cash and cash equivalents ......................................          4,162           2,652

Cash and cash equivalents at beginning of period ...............................          1,588           7,913
                                                                                        -------         -------

Cash and cash equivalents at end of period .....................................        $ 5,750          10,565
                                                                                        =======         =======

Supplemental disclosure of cash flow information:
  Cash paid during the year for:
    Interest ...................................................................        $   325              29
                                                                                        =======         =======

    Income taxes ...............................................................        $    --              --
                                                                                        =======         =======

  Noncash items:
    Change in accumulated other comprehensive income (loss), net of tax ........        $    31              (1)
                                                                                        =======         =======
</TABLE>

See Accompanying Notes to Condensed Consolidated Financial Statements.


                                       5
<PAGE>   7

                        FLORIDA BUSINESS BANCGROUP, INC.

        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(1)  DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
     GENERAL. Florida Business BancGroup, Inc., a Florida Corporation, (the
         "Holding Company") is a one-bank holding company and owns 100% of the
         outstanding shares of Bay Cities Bank, a Florida charter commercial
         bank (the "Bank"). The Holding Company's only business is the ownership
         and operations of the Bank (Collectively, the "Company"). The Bank's
         deposits are insured by the Federal Deposit Insurance Corporation. The
         Bank provides a variety of community banking services to business and
         individuals in Hillsborough County, Florida.

         The Company's fiscal year end is December 31. In the opinion of the
         management, the accompanying financial statements contain all
         adjustments (consisting principally of normal recurring accruals)
         necessary to present fairly the financial position at March 31, 2001,
         the results of operations and cash flows for the three-month periods
         ended March 31, 2001 and 2000. The results of operations for the three
         months ended March 31, 2001, are not necessarily indicative of the
         results to be expected for the year ending December 31, 2001.

(2)  LOAN IMPAIRMENT AND LOSSES
     At March 31, 2001 and 2000 management had not identified any impaired
         loans. The activity in the allowance for loan losses is as follows (in
         thousands):

<TABLE>
<CAPTION>
                                                           MARCH 31,
                                                        ---------------
                                                        2001       2000
                                                        ----       ----
              <S>                                       <C>        <C>
              Balance at beginning of period ...        $387        24
              Provision for loan losses ........          46        57
                                                        ----        --

              Balance at end of period .........        $433        81
                                                        ====        ==
</TABLE>

(3)  LOSS PER SHARE
     Basic and diluted loss per share are the same and have been computed on the
         basis of the weighted-average number of shares of common stock
         outstanding. The Company's common stock equivalents were not dilutive.


                                       6
<PAGE>   8

                        FLORIDA BUSINESS BANCGROUP, INC.

        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


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

         Quantitative measures established by regulation to ensure capital
         adequacy require the Bank to maintain minimum amounts and percentages
         (set forth in the table below) of total and Tier I capital (as defined
         in the regulations) to risk-weighted assets (as defined), and of Tier I
         capital (as defined) to average assets (as defined). Management
         believes, at March 31, 2001, that the Bank meets all capital adequacy
         requirements to which it is subject.

         As of March 31, 2001, the most recent notification from the regulatory
         authorities categorized the Bank as well capitalized under the
         regulatory framework for prompt corrective action. To be categorized as
         well capitalized, the Bank must maintain minimum total risk-based, Tier
         I risk-based, and Tier I leverage percentages as set forth in the
         table. There are no conditions or events since that notification that
         management believes have changed the Bank's category. The Bank's actual
         capital amounts and percentages are also presented in the table
         (dollars in thousands).

<TABLE>
<CAPTION>
                                                                        CAPITALIZED UNDER
                                                     MINIMUM                FOR CAPITAL           TO BE WELL
                                    ACTUAL      ADEQUACY PURPOSES       ACTION PROVISIONS       PROMPT CORRECTIVE
                                    ------      ------------------      -----------------      --------------------
                                    AMOUNT              %               AMOUNT        %        AMOUNT           %
                                    ------            -----             ------       ----      ------         -----
<S>                                 <C>         <C>                     <C>          <C>       <C>            <C>
AT MARCH 31, 2001:
  Total capital (to Risk-
  Weighted Assets) ...........      $7,451            23.55%            $2,531       8.00%     $3,164         10.00%
  Tier I Capital (to Risk-
  Weighted Assets) ...........       7,018            22.18              1,266       4.00       1,898          6.00
  Tier I Capital
  (to Average Assets) ........       7,018            18.50              1,517       4.00       1,897          5.00
</TABLE>


                                       7
<PAGE>   9

                        FLORIDA BUSINESS BANCGROUP, INC.

               REVIEW BY INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

Hacker, Johnson & Smith PA, the Company's independent certified public
accountants, have made a limited review of the financial data as of March 31,
2001, and for the three-month periods ended March 31, 2001 and 2000 presented in
this document, in accordance with standards established by the American
Institute of Certified Public Accountants.

Their report furnished pursuant to Article 10 of Regulation S-X is included
herein.


                                       8
<PAGE>   10

          REPORT ON REVIEW BY INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

The Board of Directors
Florida Business BancGroup, Inc.
Tampa, Florida:

         We have reviewed the accompanying condensed consolidated balance sheet
of Florida Business BancGroup, Inc. (the "Company") as of March 31, 2001, and
the related condensed consolidated statements of operations and cash flows for
the three-month periods ended March 31, 2001 and 2000, and the condensed
consolidated statement of stockholders' equity for the three-month period ended
March 31, 2001. These financial statements are the responsibility of the
Company's management.

         We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statements taken as a
whole. Accordingly, we do not express such an opinion.

         Based on our review, we are not aware of any material modifications
that should be made to the condensed consolidated financial statements referred
to above for them to be in conformity with generally accepted accounting
principles.

         We have previously audited, in accordance with generally accepted
auditing standards, the consolidated balance sheet as of December 31, 2000, and
the related consolidated statements of operations, stockholders' equity and cash
flows for the year then ended (not presented herein); and in our report dated
January 10, 2001 we expressed an unqualified opinion on those consolidated
financial statements. In our opinion, the information set forth in the
accompanying condensed consolidated balance sheet as of December 31, 2000, is
fairly stated, in all material respects, in relation to the consolidated balance
sheet from which it has been derived.


HACKER, JOHNSON & SMITH PA
Tampa, Florida
April 10, 2001


                                       9
<PAGE>   11

                        FLORIDA BUSINESS BANCGROUP, INC.

       ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS

               COMPARISON OF MARCH 31, 2001 AND DECEMBER 31, 2000

GENERAL

Florida Business BancGroup, Inc., a Florida Corporation, (the "Holding Company")
is a one-bank holding company and owns 100% of the outstanding shares of Bay
Cities Bank, a Florida charter commercial bank (the "Bank"). The Holding
Company's only business is the ownership and operations of the Bank
(Collectively, the "Company"). The Bank's deposits are insured by the Federal
Deposit Insurance Corporation. The Bank provides a variety of community banking
services to business and individuals in Hillsborough County, Florida.

LIQUIDITY AND CAPITAL RESOURCES

During the three months ended March 31, 2001, the Company's primary sources of
funds consisted of deposit inflows. The Company used its capital resources
principally to fund existing and continuing loan commitments and to purchase
securities. At March 31, 2001, the Company had commitments to originate loans
and unfunded lines of credit totaling $7.7 million. Management believes the
Company has adequate resources to fund all its commitments and that
substantially all of its existing commitments will be funded in 2001. Management
also believes that, if so desired, it can adjust the rates on time deposits to
retain deposits in a changing interest rate environment.

As a Florida-chartered commercial bank, the Bank is required to maintain a
liquidity reserve of at least 15% of its total transaction accounts and 8% of
its total nontransaction accounts less those deposits of certain public funds.
The liquidity reserve may consist of cash on hand, cash on demand with other
correspondent banks and other investments and short-term marketable securities
as defined, such as federal funds sold and United States securities or
securities guaranteed by the United States. As of March 31, 2001, the Bank had
liquidity of approximately $7.1 million, or approximately 24% of total deposits.

Management believes the Bank was in compliance with all minimum capital
requirements which it was subject to at March 31, 2001. See note 4 to the
condensed consolidated financial statements.


                                       10
<PAGE>   12

                        FLORIDA BUSINESS BANCGROUP, INC.

       ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                      AND RESULTS OF OPERATIONS, CONTINUED

The following ratios and rates are presented for the dates and periods
indicated:

<TABLE>
<CAPTION>
                                                                 THREE MONTHS                  THREE MONTHS
                                                                     ENDED        YEAR ENDED       ENDED
                                                                   MARCH 31,     DECEMBER 31,    MARCH 31,
                                                                     2001            2000          2000
                                                                 ------------    ------------  ------------
        <S>                                                      <C>             <C>           <C>
        Average equity as a percentage
          of average assets ................................        32.06%         47.24%         74.27%

        Equity to total assets at end of period ............        29.28%         36.05%         62.78%

        Return on average assets(1) ........................         (.26)%        (2.13)%        (3.94)%

        Return on average equity(1) ........................         (.82)%        (4.51)%        (5.30)%

        Noninterest expenses to average assets(1) ..........         4.60%          6.82%         10.04%

        Nonperforming loans and foreclosed real estate as
          a percentage of total assets at end of period ....           --%            --%            --%
</TABLE>

(1)  Annualized for the three months ended March 31.

                                                                     (continued)


                                       11
<PAGE>   13

                        FLORIDA BUSINESS BANCGROUP, INC.

RESULTS OF OPERATIONS

The following table sets forth, for the periods indicated, information regarding
(i) the total dollar amount of interest and dividend income of the Company from
interest-earning assets and the resultant average yields; (ii) the total dollar
amount of interest expense on interest-bearing liabilities and the resultant
average cost; (iii) net interest income; (iv) interest-rate spread; and (v) net
interest margin.

<TABLE>
<CAPTION>
                                                                                     THREE MONTHS ENDED MARCH 31,
                                                                    ------------------------------------------------------------
                                                                                  2001                               2000
                                                                    ----------------------------------      --------------------
                                                                    INTEREST    AVERAGE                     INTEREST     AVERAGE
                                                       AVERAGE         AND       YIELD/        AVERAGE         AND        YIELD/
                                                       BALANCE      DIVIDENDS     RATE         BALANCE      DIVIDENDS      RATE
                                                       -------      ---------   -------        -------      ---------    -------
                                                                                               (DOLLARS IN THOUSANDS)
<S>                                                    <C>          <C>         <C>            <C>          <C>          <C>
Interest-earning assets:
  Loans .......................................        $27,342         631        9.23%        $ 3,732          94        10.08%
  Securities ..................................          5,241          88        6.72           3,397          54         6.36
  Other interest-earning assets (1) ...........          3,055          41        5.37           7,965         106         5.32
                                                       -------         ---                     -------        ----

    Total interest-earning assets .............         35,638         760        8.53          15,094         254         6.73
                                                                       ---                                    ----

Noninterest-earning assets ....................          2,453                                   1,879
                                                       -------                                 -------

    Total assets ..............................        $38,091                                 $16,973
                                                       =======                                 =======

Interest-bearing liabilities:
  Savings, NOW, money-market
    deposit accounts ..........................          5,609          55        3.98           1,353           9         2.66
  Time deposits ...............................         17,560         284        6.56           1,916          30         6.26
                                                       -------         ---                     -------        ----

    Total interest-bearing liabilities ........         23,169         339        5.93           3,269          39         4.77
                                                       -------                                                ----

Noninterest-bearing liabilities ...............          2,712                                   1,099
Stockholders' equity ..........................         12,210                                  12,605
                                                       -------                                 -------

    Total liabilities and
      stockholders' equity ....................        $38,091                                 $16,973
                                                       =======                                 =======

Net interest income ...........................                       $421                                    $215
                                                                      ====                                    ====

Interest-rate spread (2) ......................                                   2.60%                                    1.96%
                                                                                  ====                                    =====

Net interest margin (3) .......................                                   4.73%                                    5.70%
                                                                                  ====                                    =====

Ratio of average interest-earning assets to
  average interest-bearing liabilities ........           1.54                                    4.62
                                                       =======                                 =======
</TABLE>

(1)      Includes Federal Home Loan Bank stock, federal funds sold, securities
         purchased under agreements to resell and interest-bearing deposits.
(2)      Interest-rate spread represents the difference between the average
         yield on interest-earning assets and the average rate of
         interest-bearing liabilities.
(3)      Net interest margin is net interest income divided by average
         interest-earning assets.


                                       12
<PAGE>   14

                        FLORIDA BUSINESS BANCGROUP, INC.

       COMPARISON OF THE THREE-MONTH PERIODS ENDED MARCH 31, 2001 AND 2000

     GENERAL. Net loss for the three-months ended March 31, 2001 was $25,000
         compared to $167,000 for 2000. During the three-months ended March 31,
         2001, the Company had not achieved the average asset size to operate
         profitably.

     INTEREST INCOME. Interest income for the three-months ended March 31, 2001
         was $760,000 compared to $254,000 for the three-months ended March 31,
         2000. Interest income earned on loans was $631,000 for the three-months
         ended March 31, 2001 compared to $94,000 for the three-months ended
         March 31, 2000. The increase was due to an increase in the average loan
         portfolio balance from $3.7 million for the three-months ended March
         31, 2000 to $27.3 million for the three-months ended March 31, 2001 and
         partially offset by a decrease in the average yield earned from 10.08%
         for the three-months ended March 31, 2000 to 9.23% for the three-months
         ended March 31, 2001.

     INTEREST EXPENSE. Interest expense for the three-months ended March 31,
         2001 was $339,000 compared to $39,000 for the three-months ended March
         31, 2000. The increase was due to an increase in the average balance of
         interest-bearing deposits from $3.2 million for the three-months ended
         March 31, 2000 to $23.2 million for the three-months ended March 31,
         2001 and an increase in the average cost from 4.77% for the
         three-months ended March 31, 2000 to 5.93% for the three-months ended
         March 31, 2001.

     PROVISION FOR LOAN LOSSES. The provision for loan losses is charged to
         operations to increase the total allowance to a level deemed
         appropriate by management and is based upon the volume and type of
         lending conducted by the Company, industry standards, the amount of
         nonperforming loans and general economic conditions, particularly as
         they relate to the Company's market areas, and other factors related to
         the collectibility of the Company's loan portfolio. The Company
         recorded a provision for loan losses for the three-months ended March
         31, 2001 and 2000 of $46,000 and $57,000, respectively and the
         allowance for loan losses was $433,000 at March 31, 2001. Management
         believes the allowance is adequate at March 31, 2001.

     NONINTEREST EXPENSE. Noninterest expense was $438,000 for the three-months
         ended March 31, 2001 compared to $425,000 for the three-months ended
         March 31, 2000. This increase resulted from the overall growth of the
         Company.

     INCOME TAX BENEFIT. The income tax benefit for the three-months ended March
         31, 2001 was $14,000 (an effective rate of 36%) compared to $98,000 in
         2000 (an effective rate of 37%).


                                       13
<PAGE>   15

                        FLORIDA BUSINESS BANCGROUP, INC.

                           PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Registrant has no pending legal proceedings as of March 31, 2001.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

         (a)      EXHIBITS. The following exhibits are filed with or
                  incorporated by reference into this report. The exhibits which
                  are marked by a single asterisk (*) were previously filed as a
                  part of the Company's Registration Statement on Form SB-2,
                  filed with the Securities and Exchange Commission on September
                  30, 1998, Registration No. 333-65101; exhibits marked by a
                  double asterisk (**) were previously filed in Amendment No. 1
                  to Registration Statement on Form SB-2; exhibits marked with a
                  triple asterisk (***) were previously filed in Amendment No. 2
                  to Registration Statement on Form SB-2; and the exhibits
                  marked with four asterisks (****) were previously filed in
                  Amendment No. 3 to Registration Statement on Form SB-2. The
                  exhibits marked with five asterisks (*****) were previously
                  filed as part of the Company's Definitive Form 14-A, filed
                  with the Securities and Exchange Commission on March 13, 2000.

<TABLE>
<CAPTION>
         EXHIBIT NO.                            DESCRIPTION OF EXHIBIT
         -----------                            ----------------------
         <S>                 <C>
         *      3.1          Articles of Incorporation of the Company
         *      3.2          By-laws of the Company
         *      4.1          Specimen Common Stock Certificate
         *      4.2          Specimen Warrant Certificate
         *      4.4          Warrant Plan
         ****** 4.5          Amended and Restated Warrant Plan and Specimen Warrant Certificate
         **     10.1         Employment Contract Timothy A. McGuire
         *      10.2         Lease Agreement for Temporary Quarter
         *      10.3         Servicing Agreement with M&I Data Services
         ****   10.4         Lease Agreement for Permanent Office
         *****  10.5         2000 Key Employee Stock Compensation Program
         *****  10.6         2000 Directors' Stock Option Plan
         ****** 99           Charter of the Audit Committee
</TABLE>

         (b)      REPORTS ON FORM 8-K. Registrant filed one Form 8-K during the
                  three months ended March 31, 2001. The Form 8-K was filed on
                  January 26, 2001 and related to the resignation of the
                  Company's former president and the hiring of the current
                  president.


                                       14
<PAGE>   16

                        FLORIDA BUSINESS BANCGROUP, INC.

                           PART II. OTHER INFORMATION

                                   SIGNATURES

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



                                 FLORIDA BUSINESS BANCGROUP, INC.
                                 (Registrant)



Date:     May 2      , 2001      By: /s/ A. Bronson Thayer
     ----------------               --------------------------------------------
                                    A. Bronson Thayer, Chairman and
                                    Chief Executive Officer



Date:     May 2      , 2001      By: /s/ Marti J. Warren
     ----------------               --------------------------------------------
                                    Marti J. Warren, Principal Financial Officer


                                       15