================================================================================
                     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 JUNE 30, 2003

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

      For the transition period from           to
                                    ---------    ---------

Commission file number 000-30248
                       ---------

                           JACKSONVILLE BANCORP, INC.
        -----------------------------------------------------------------
      (Exact Name of Small Business Issuer as Specified in Its Charter)

             FLORIDA                                             59-3472981
---------------------------------                            -------------------
  (State or Other Jurisdiction                                (I.R.S. Employer
of Incorporation or Organization)                            Identification No.)

                        76 SOUTH LAURA STREET, SUITE 104
                           JACKSONVILLE, FLORIDA 32202
                    ----------------------------------------
                    (Address of Principal Executive Offices)

                                 (904) 421-3040
                ------------------------------------------------
                (Issuer's Telephone Number, Including Area Code)


         ---------------------------------------------------------------
         (Former Name, Former Address and Former Fiscal Year, if Changed
                               Since Last Report)

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                   1,467,066 SHARES
--------------------------------------                 --------------------
             (Class)                               Outstanding at August 4, 2003

Transitional Small Business Format (check one): YES          NO  X
                                                    -----      -----
================================================================================


<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

                                      INDEX

PART I. FINANCIAL INFORMATION

   ITEM 1. FINANCIAL STATEMENTS                                             PAGE
                                                                            ----
     Condensed Consolidated Balance Sheets -
       At June 30, 2003 (Unaudited) and At December 31, 2002...................2

     Condensed Consolidated Statements of Earnings (Unaudited) -
       Three and Six Months Ended June 30, 2003 and 2002.......................3

     Condensed Consolidated Statements of Stockholders' Equity
       (Unaudited) - Six Months Ended June 30, 2003 and 2002...................4

     Condensed Consolidated Statements of Cash Flows (Unaudited) -
       Six Months Ended June 30, 2003 and 2002.................................5

     Notes to Condensed Consolidated Financial Statements (Unaudited).......6-10

     Review by Independent Accountants........................................11

     Report on Review by Independent Accountants..............................12

   ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
     AND RESULTS OF OPERATIONS.............................................13-18

   ITEM 3. CONTROLS AND PROCEDURES............................................19

PART II. OTHER INFORMATION

   ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS...............20

   ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K..................................21

SIGNATURES....................................................................22


                                       1
<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

                          PART I. FINANCIAL INFORMATION

                          ITEM 1. FINANCIAL STATEMENTS

                      CONDENSED CONSOLIDATED BALANCE SHEETS
                  (Dollars in thousands, except share amounts)

<TABLE>
<CAPTION>
                                                                                            JUNE 30,        DECEMBER 31,
                                                                                            --------        ------------
    ASSETS                                                                                   2003               2002
                                                                                             ----               ----
                                                                                          (Unaudited)
<S>                                                                                      <C>                     <C>
Cash and due from banks..............................................................    $    7,129              3,924
Federal funds sold...................................................................         3,430                357
                                                                                          ---------            -------
              Total cash and cash equivalents........................................        10,559              4,281

Securities available for sale........................................................        14,773             12,481
Securities held to maturity..........................................................            50                 50
Loans, net of allowance for loan losses of $1,656 in 2003 and $1,100 in 2002.........       134,309            108,933
Accrued interest receivable..........................................................           892                660
Premises and equipment, net..........................................................         3,053              3,122
Federal Home Loan Bank stock, at cost................................................           266                132
Deferred income taxes................................................................           763                988
Other assets.........................................................................           266                184
                                                                                          ---------            -------
              Total assets...........................................................     $ 164,931            130,831
                                                                                          =========            =======
    LIABILITIES AND STOCKHOLDERS' EQUITY

Liabilities:
    Noninterest-bearing demand deposits..............................................        23,349             16,781
    Money market, NOW and savings deposits...........................................        27,874             20,931
    Time deposits....................................................................       100,295             72,416
                                                                                          ---------            -------
              Total deposits.........................................................       151,518            110,128

    Federal funds purchased..........................................................         -                  3,000
    Other borrowings.................................................................         -                  4,747
    Other liabilities................................................................           472                389
                                                                                          ---------            -------
              Total liabilities......................................................       151,990            118,264
                                                                                          ---------            -------
Stockholders' equity:
    Preferred stock, $.01 par value; 2,000,000 shares authorized,
         none issued or outstanding..................................................         -                  -
    Common stock, $.01 par value; 8,000,000 shares authorized,
         1,467,066 shares issued and outstanding.....................................            15                 15
    Additional paid-in capital.......................................................        14,229             14,229
    Accumulated deficit..............................................................        (1,542)            (1,793)
    Accumulated other comprehensive income...........................................           239                116
                                                                                          ---------            -------
              Total stockholders' equity.............................................        12,941             12,567
                                                                                          ---------            -------
              Total liabilities and stockholders' equity.............................     $ 164,931            130,831
                                                                                          =========            =======
</TABLE>

See Accompanying Notes to Condensed Consolidated Financial Statements.


                                       2
<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

                  CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
                                   (Unaudited)
                (Dollars in thousands, except per share amounts)

<TABLE>
<CAPTION>
                                                                   THREE MONTHS ENDED           SIX MONTHS ENDED
                                                                        JUNE 30,                     JUNE 30,
                                                               ------------------------   ---------------------------
                                                                  2003           2002           2003          2002
                                                               ----------     ---------       ---------     ---------
<S>                                                            <C>                <C>             <C>           <C>
Interest income:
   Loans....................................................   $    1,947         1,452           3,718         2,704
   Securities...............................................          207           151             406           282
   Other interest-earning assets............................            3             8              10            17
                                                               ----------     ---------       ---------     ---------
      Total interest income.................................        2,157         1,611           4,134         3,003
                                                               ----------     ---------       ---------     ---------
Interest expense:
   Deposits.................................................          768           663           1,493         1,273
   Other borrowings.........................................           13             1              21             3
                                                               ----------     ---------       ---------     ---------
      Total interest expense................................          781           664           1,514         1,276
                                                               ----------     ---------       ---------     ---------
      Net interest income before provision for loan losses..        1,376           947           2,620         1,727

Provision for loan losses...................................          222           138             578           245
                                                               ----------     ---------       ---------     ---------
      Net interest income after provision for loan losses...        1,154           809           2,042         1,482
                                                               ----------     ---------       ---------     ---------
Noninterest income:
   Service charges on deposit accounts......................          158            96             289           212
   Other....................................................           30            13              51            58
                                                               ----------     ---------       ---------     ---------
      Total noninterest income..............................          188           109             340           270
                                                               ----------     ---------       ---------     ---------
Noninterest expense:
   Salaries and employee benefits...........................          480           367             980           749
   Occupancy expense........................................          163           128             311           270
   Professional fees........................................           48            43             112            66
   Data processing..........................................           98            94             198           203
   Printing and office supplies.............................           10            19              21            41
   Advertising..............................................           34            26              63            36
   Other ...................................................          192            90             295           156
                                                               ----------     ---------       ---------     ---------
      Total noninterest expense.............................        1,025           767           1,980         1,521
                                                               ----------     ---------       ---------     ---------
Earnings before income taxes................................          317           151             402           231

      Income taxes..........................................          119            57             151            87
                                                               ----------     ---------       ---------     ---------
Net earnings................................................   $      198            94             251           144
                                                               ==========     =========       =========     =========
Basic earnings per share....................................   $      .13           .07             .17           .12
                                                               ==========     =========       =========     =========
Weighted average number of shares outstanding for basic.....    1,467,066     1,363,467       1,467,066     1,202,421
                                                               ==========     =========       =========     =========
Diluted earnings per share..................................   $      .13           .07             .17           .12
                                                               ==========     =========       =========     =========
Weighted average number of shares outstanding for diluted...    1,495,281     1,367,461       1,493,982     1,202,421
                                                               ==========     =========       =========     =========
Dividends per share.........................................        -             -               -             -
                                                               ==========     =========       =========     =========
</TABLE>

See Accompanying Notes to Condensed Consolidated Financial Statements.


                                       3
<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

            CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

                     SIX MONTHS ENDED JUNE 30, 2003 AND 2002
                             (Dollars in thousands)


<TABLE>
<CAPTION>
                                                                                                     ACCUMULATED
                                                                                                        OTHER
                                                                                                       COMPRE-
                                                           COMMON STOCK      ADDITIONAL                HENSIVE      TOTAL
                                                           ------------       PAID-IN    ACCUMULATED   INCOME   STOCKHOLDERS'
                                                        SHARES      AMOUNT    CAPITAL      DEFICIT     (LOSS)      EQUITY
                                                        ------      ------    -------      -------     ------      ------
<S>                                                   <C>           <C>        <C>         <C>          <C>         <C>
Balance at December 31, 2001 .......................  1,017,066     $ 10       9,705       (2,377)      (41)        7,297
                                                                                                                   ------
Comprehensive income:
  Net earnings (unaudited) .........................       -          -          -            144        -           144

  Net change in unrealized gain (loss) on securities
    available for sale, net of income tax of $51
    (unaudited) ....................................       -          -          -            -          86            86
                                                                                                                   ------
  Comprehensive income (unaudited)                                                                                    230
                                                                                                                   ------
Proceeds from sale of common stock, net of
      offering costs of $195 (unaudited) ...........    450,000        5       4,525          -          -          4,530
                                                      ---------     ----      ------       ------       ---        ------
Balance at June 30, 2002 (unaudited) ...............  1,467,066     $ 15      14,230       (2,233)       45        12,057
                                                      =========     ====      ======       ======       ===        ======

Balance at December 31, 2002 .......................  1,467,066     $ 15      14,229       (1,793)      116        12,567
                                                                                                                   ------
Net earnings (unaudited) ...........................        -         -          -            251        -            251

Comprehensive income:
  Net change in unrealized gain on securities
    available for sale, net of income tax of $74
    (unaudited) ....................................        -         -          -            -         123           123
                                                                                                                   ------
  Comprehensive income (unaudited) .................                                                                  374
                                                      ---------     ----      ------       ------       ---        ------
Balance at June 30, 2003 (unaudited) ...............  1,467,066     $ 15      14,229       (1,542)      239        12,941
                                                      =========     ====      ======       ======       ===        ======
</TABLE>

See Accompanying Notes to Condensed Consolidated Financial Statements.


                                       4
<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                             (Dollars in thousands)

<TABLE>
<CAPTION>
                                                                                        SIX MONTHS ENDED
                                                                                            JUNE 30,
                                                                                        ----------------
                                                                                        2003        2002
                                                                                        ----        ----
<S>                                                                                 <C>                <C>
Cash flows from operating activities:
    Net earnings...............................................................     $     251          144
    Adjustments to reconcile net earnings to net cash
      provided by operating activities:
        Depreciation and amortization..........................................           139          142
        Provision for loan losses..............................................           578          245
        Net amortization of deferred loan costs................................             6            4
        Deferred income taxes..................................................           151           87
        Net amortization (accretion) of securities.............................             4          (18)
        Increase in accrued interest receivable and other assets...............          (314)         (16)
        Increase in other liabilities..........................................            83          191
                                                                                    ---------      -------
                Net cash provided by operating activities......................           898          779
                                                                                    ---------      -------
Cash flows from investing activities:
    Purchase of securities available for sale..................................        (6,625)      (2,975)
    Proceeds from maturities, calls and principal paydowns of securities
        available for sale.....................................................         4,526          387
    Net increase in loans......................................................       (25,960)     (22,417)
    Net purchases of premises and equipment....................................           (70)         (53)
    Purchase of Federal Home Loan Bank stock...................................          (134)         (69)
                                                                                    ---------      -------
                Net cash used in investing activities..........................       (28,263)     (25,127)
                                                                                    ---------      -------
Cash flows from financing activities:
    Net increase in deposits...................................................        41,390       29,678
    Proceeds from sale of common stock, net of offering costs..................           -          4,530
    Net repayment of other borrowings..........................................        (4,747)      (2,110)
    Net repayment of federal funds purchased...................................        (3,000)      (1,250)
                                                                                    ---------      -------
                Net cash provided by financing activities......................        33,643       30,848
                                                                                    ---------      -------
Net increase in cash and cash equivalents......................................         6,278        6,500

Cash and cash equivalents at beginning of period...............................         4,281        5,288
                                                                                    ---------      -------
Cash and cash equivalents at end of period.....................................     $  10,559       11,788
                                                                                    =========      =======
Supplemental disclosure of cash flow information:
    Cash paid during the period for:
        Interest...............................................................     $   1,496        1,242
                                                                                    =========      =======
        Income taxes...........................................................     $     -            -
                                                                                    =========      =======
    Noncash transaction:
        Accumulated other comprehensive income, change in
            unrealized gain on securities available for sale, net of tax.......     $     123           86
                                                                                    =========      =======
</TABLE>

See Accompanying Notes to Condensed Consolidated Financial Statements.


                                       5
<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(1)   DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
      GENERAL.   Jacksonville   Bancorp,  Inc.   ("Jacksonville   Bancorp")  was
      incorporated  on October 24, 1997.  Jacksonville  Bancorp owns 100% of the
      outstanding   common  stock  of  The   Jacksonville   Bank  (the  "Bank").
      Jacksonville Bancorp's only business is the ownership and operation of the
      Bank.  The  Bank is a  Florida  state-chartered  commercial  bank  and its
      deposits are insured by the Federal  Deposit  Insurance  Corporation.  The
      Bank provides a variety of community  banking  services to businesses  and
      individuals  through three banking offices in Jacksonville,  Florida.  The
      primary  business  activities  of  the  Bank's  wholly-owned   subsidiary,
      Fountain Financial,  Inc., (the "Insurance Agency") consist of referral of
      customers of the Bank to third parties for sale of insurance products.

      In the opinion of  management,  the  accompanying  condensed  consolidated
      financial  statements contain all adjustments  (consisting  principally of
      normal  recurring  accruals)  necessary  to present  fairly the  financial
      position at June 30, 2003,  the results of  operations  for the three- and
      six-month  periods  ended June 30,  2003 and 2002,  and cash flows for the
      six-month  periods ended June 30, 2003 and 2002. The results of operations
      for the three and six months  ended  June 30,  2003,  are not  necessarily
      indicative of the results to be expected for the year ending  December 31,
      2003.

      BASIS OF PRESENTATION.  The accompanying  condensed consolidated financial
      statements include the accounts of Jacksonville  Bancorp, the Bank and the
      Insurance   Agency   (collectively,   the   "Company").   All  significant
      intercompany   accounts  and   transactions   have  been   eliminated   in
      consolidation.

(2)   LOAN  IMPAIRMENT  AND  LOAN  LOSSES.  An  analysis  of the  change  in the
      allowance for loan losses follows (in thousands).

                                            THREE MONTHS ENDED  SIX MONTHS ENDED
                                                 JUNE 30,           JUNE 30,
                                            ------------------  ----------------
                                             2003       2002      2003    2002
                                             ----       ----      ----    ----
        Balance at beginning of period ...  $ 1,433     764      1,100     657
        Charge-offs.......................     -         -         (23)     -
        Recoveries........................        1      -           1      -
        Provision for loan losses.........      222     138        578     245
                                            -------     ---      -----     ---
        Balance at end of period..........  $ 1,656     902      1,656     902
                                            =======     ===      =====     ===

      Nonaccrual and past due loans were as follows (in thousands).

                                                                  AT JUNE 30,
                                                                ---------------
                                                                  2003    2002
                                                                  ----    ----
    Nonaccrual loans........................................... $ 1,668    851
    Past due ninety days or more, but still accruing...........     296     -
                                                                -------    ---
                                                                $ 1,964    851
                                                                =======    ===

                                                                     (continued)


                                       6
<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

   NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED), CONTINUED

(2)   LOAN IMPAIRMENT AND LOAN LOSSES,  CONTINUED.  The following summarizes the
      amount of impaired loans (in thousands).

                                                                   AT
                                                         -----------------------
                                                         JUNE 30,   DECEMBER 31,
                                                           2003        2002
                                                           ----        ----
        Loans identified as impaired:
            Gross loans with related allowance for
               losses recorded.........................   $ 1,402       388
            Less allowance for losses on these loans...       638        58
                                                          -------       ---
        Net investment in impaired loans...............   $   764       330
                                                          =======       ===

    The average net investment in impaired loans and interest income  recognized
        and received on impaired loans are as follows (in thousands).

                                                        THREE          SIX
                                                     MONTHS ENDED  MONTHS ENDED
                                                       JUNE 30,      JUNE 30,
                                                     ------------  ------------
                                                     2003    2002  2003    2002
                                                     ----    ----  ----    ----

        Average net investment in impaired
           loans................................... $ 764      -    577      -
                                                    =====     ===   ===     ===
        Interest income recognized on impaired
           loans................................... $   -      -     -       -
                                                    =====     ===   ===     ===
        Interest income received on impaired
           loans................................... $   -      -     -       -
                                                    =====     ===   ===     ===

(3)   EARNINGS  PER SHARE.  Basic  earnings  per share has been  computed on the
      basis  of  the  weighted   average   number  of  shares  of  common  stock
      outstanding.  Diluted  earnings  per  share  were  computed  based  on the
      weighted  average  number  of  shares   outstanding  plus  the  effect  of
      outstanding stock options,  computed using the treasury stock method.  The
      following  tables present the  calculations of earnings per share (dollars
      in thousands, except per share amounts).

<TABLE>
<CAPTION>
                                       THREE MONTHS ENDED JUNE 30, 2003    SIX MONTHS ENDED JUNE 30, 2003
                                       --------------------------------    ------------------------------
                                                 WEIGHTED                            WEIGHTED
                                                  AVERAGE     PER SHARE              AVERAGE      PER SHARE
                                       EARNINGS   SHARES        AMOUNT   EARNINGS     SHARES        AMOUNT
                                       --------   ------        ------   --------     ------        ------
<S>                                     <C>      <C>            <C>       <C>         <C>            <C>
      Basic earnings per share:
           Net earnings available to
              common stockholders...... $ 198    1,467,066      $ .13     $ 251       1,467,066      $ .17
                                                                =====                                =====
      Effect of dilutive securities:
           Incremental shares from
              assumed exercise of
              options..................             28,215                               26,916
                                                 ---------                            ---------
      Diluted earnings per share:
           Net earnings available to
              common stockholders and
              assumed conversion....... $ 198    1,495,281      $ .13     $ 251       1,493,982      $ .17
                                        =====    =========      =====     =====       =========      =====
</TABLE>

                                                                     (continued)


                                       7
<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

   NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED), CONTINUED

(3) EARNINGS PER SHARE, CONTINUED.

<TABLE>
<CAPTION>
                                      THREE MONTHS ENDED JUNE 30, 2002    SIX MONTHS ENDED JUNE 30, 2002
                                      --------------------------------    ------------------------------
                                                 WEIGHTED                           WEIGHTED
                                                  AVERAGE   PER SHARE                AVERAGE      PER SHARE
                                       EARNINGS   SHARES     AMOUNT     EARNINGS     SHARES        AMOUNT
                                       --------   ------     ------     --------     ------        ------
<S>                                      <C>     <C>           <C>       <C>         <C>           <C>
      Basic earnings per share:
           Net earnings available to
              common stockholders......  $ 94    1,363,467     $ .07     $ 144       1,202,421     $ .12
                                                               =====                               =====
      Effect of dilutive securities-
           Incremental shares from
              assumed exercise of
              options..................              3,994                               -
                                                 ---------                           ---------
      Diluted earnings per share:
           Net earnings available to
              common stockholders and
              assumed conversion.......  $ 94    1,367,461     $ .07     $ 144       1,202,421     $ .12
                                         ====    =========     =====     =====       =========     =====
</TABLE>

(4)   REGULATORY  MATTERS.  The Bank is  required to  maintain  certain  minimum
      regulatory  capital  requirements.  The following is a summary at June 30,
      2003, of the regulatory capital requirements and the Bank's actual capital
      on a percentage basis.

                                                                     REGULATORY
                                                             ACTUAL  REQUIREMENT
                                                             ------  -----------
      Total capital to risk-weighted assets.................  9.76%     8.00%
      Tier 1 capital to risk-weighted assets................  8.56%     4.00%
      Tier 1 capital to average assets - leverage ratio.....  7.79%     4.00%

                                                                     (continued)


                                       8
<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

   NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED), CONTINUED

(5)   STOCK  OPTIONS.  The Company  established a Stock Option plan (the "Plan")
      for its  directors,  officers and  employees.  The total number of options
      which can be  granted  under  this plan is  220,099.  Both  qualified  and
      nonqualified  options can be granted,  and all options have ten year terms
      and vest over periods up to five years. As of June 30, 2003, 80,242 shares
      remain  available to be granted  under the Plan. A summary of stock option
      transactions follows (dollars in thousands, except per share amounts).

                                                     AVERAGE   RANGE   AGGREGATE
                                        NUMBER OF   PER SHARE   OF      OPTION
                                         SHARES       PRICES   PRICES    PRICE
                                         ------       ------   ------    -----
      Outstanding at December 31, 2001..  135,857    $ 10.00  $ 10.00   $ 1,359
      Options granted...................    4,000      10.00    10.00        40
                                          -------                       -------

      Outstanding at June 30, 2002......  139,857      10.00    10.00     1,399
                                          =======                       =======

      Outstanding at December 31, 2002
            and June 30, 2003...........  139,857    $ 10.00  $ 10.00   $ 1,399
                                          =======                       =======

      The following  table  illustrates  the effect on net earnings and earnings
      per share if the Company had applied the fair value recognition provisions
      of  FASB  No.  123  to  stock-based  employee   compensation  (dollars  in
      thousands, except per share amounts).

                                                       THREE           SIX
                                                    MONTHS ENDED   MONTHS ENDED
                                                       JUNE 30,      JUNE 30,
                                                    ------------   ------------
                                                     2003   2002   2003   2002
                                                     ----   ----   ----   ----
      Net earnings, as reported..................   $ 198     94    251    144

      Deduct:  Total stock-based employee
              compensation determined under the
              fair value based method for all
              awards, net of related tax effect..      (5)   (12)   (10)   (23)
                                                    -----     --    ---    ---
      Proforma net earnings......................   $ 193     82    241    121
                                                    =====    ===    ===    ===
      Basic earnings per share:
                    As reported..................   $ .13    .07    .17    .12
                                                    =====    ===    ===    ===
                    Proforma.....................   $ .13    .06    .16    .10
                                                    =====    ===    ===    ===
      Diluted earnings per share:
                    As reported..................   $ .13    .07    .17    .12
                                                    =====    ===    ===    ===
                    Proforma.....................   $ .13    .06    .16    .10
                                                    =====    ===    ===    ===

                                                                     (continued)


                                       9
<PAGE>

                   JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

   NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED), CONTINUED

(5)   STOCK  OPTIONS,  CONTINUED.  In order to  calculate  the fair value of the
      options,  it was assumed that the risk-free interest rate was 5.26% during
      the period  ended June 30, 2002,  there would be no dividends  paid by the
      Company over the exercise  period,  the expected life of the options would
      be the entire exercise  period,  and stock  volatility  would be .13%. For
      purposes of the proforma  disclosures  the estimated fair value is treated
      as expense during the vesting period. There were no options granted during
      the six months ended June 30, 2003. The following  information  summarizes
      the fair value of options granted under the plan.

                                                               SIX MONTHS ENDED
                                                                    JUNE 30,
                                                               -----------------
                                                               2003         2002
                                                               ----         ----
      Weighted average per share grant-date fair value
            of options issued during the period.............. $  -          4.17
                                                              ======        ====


                                       10
<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

                        REVIEW BY INDEPENDENT ACCOUNTANTS

Hacker, Johnson & Smith PA, the Company's independent  accountants,  have made a
limited  review of the interim  financial  data as of June 30, 2003, and for the
three- and  six-month  periods  ended June 30, 2003 and 2002  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.


                                       11
<PAGE>

                         INDEPENDENT ACCOUNTANTS' REPORT

The Board of Directors
Jacksonville Bancorp, Inc.
Jacksonville, Florida:

      We have reviewed the accompanying  condensed consolidated balance sheet of
Jacksonville  Bancorp,  Inc. and Subsidiary (the "Company") as of June 30, 2003,
the related  condensed  consolidated  statements  of earnings for the three- and
six-month  periods  ended  June 30,  2003 and  2002  and the  related  condensed
consolidated statements of stockholders' equity and cash flows for the six-month
periods  ended  June 30,  2003 and  2002.  These  financial  statements  are the
responsibility of the Company's management.

      We conducted our reviews 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 auditing  standards  generally  accepted in the United States of
America,  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 reviews, 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 accounting principles generally accepted
in the United States of America.

      We  have  previously   audited,  in  accordance  with  auditing  standards
generally  accepted in the United States of America,  the  consolidated  balance
sheet as of December  31,  2002,  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  February 6, 2003 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, 2002, 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
July 31, 2003


                                       12
<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

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

GENERAL

      Jacksonville   Bancorp,   Inc.,   ("Jacksonville   Bancorp")   which   was
      incorporated  on October 24,  1997,  owns 100% of the  outstanding  common
      stock of The Jacksonville Bank ("Bank") (collectively, the "Company"). The
      Bank is a Florida  state-chartered  commercial  bank and its  deposits are
      insured by the Federal Deposit Insurance Corporation.  The Bank provides a
      variety of  community  banking  services  to  businesses  and  individuals
      through its three banking offices located in  Jacksonville,  Florida.  The
      primary  business  activities  of  the  Bank's  wholly-owned   subsidiary,
      Fountain Financial,  Inc., consist of referral of customers of the Bank to
      third parties for sale of insurance products.

LIQUIDITY AND CAPITAL RESOURCES

      The Company's  primary source of cash during the six months ended June 30,
      2003,  was the net increase in deposits of $41.4 million and proceeds from
      maturities,  calls and  principal  paydowns of  securities  totaling  $4.5
      million.  During the six  months  ended  June 30,  2003,  cash was used to
      originate loans, net of repayments,  of $26.0 million, purchase securities
      totaling  approximately  $6.6 million and to repay federal funds purchased
      of $3.0 million and other  borrowings of approximately  $4.7 million.  The
      Company had time deposits of $61.0 million maturing in one year or less at
      June 30, 2003. The Company exceeded its regulatory liquidity  requirements
      at June 30, 2003.

      The Company is a party to financial  instruments  with  off-balance  sheet
      risk in the normal course of business to meet the  financing  needs of its
      customers.  These financial  instruments are commitments to extend credit,
      unused lines of credit, and standby letters of credit and may involve,  to
      varying  degrees,  elements of credit and interest  rate risk in excess of
      the amount  recognized in the  consolidated  balance  sheet.  The contract
      amounts of these instruments reflect the extent of involvement the Company
      has in these financial statements.

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

      Commitments  to extend credit are agreements to lend 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 some of the  commitments
      are  expected to expire  without  being drawn upon,  the total  commitment
      amount  does not  necessarily  represent  future  cash  requirements.  The
      Company  evaluates  each  customers'  credit  worthiness on a case-by-case
      basis.  The  amount of  collateral  obtained  if deemed  necessary  by the
      Company  upon  extension  of  credit  is  based  on  management's   credit
      evaluation of the counterparty.


                                       13
<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

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

      Commitments to extend credit,  unused lines of credit and standby  letters
      of credit  typically  result in loans  with  market  interest  rates  when
      funded.  A summary  of the  contract  amounts of the  Company's  financial
      instruments,  with  off-balance  sheet risk at June 30, 2003,  follows (in
      thousands):

                                                                      CONTRACT
                                                                       AMOUNT
                                                                      --------
              Commitments to extend credit.........................   $  3,304
                                                                      ========
              Unused lines of credit...............................   $ 18,426
                                                                      ========
              Standby letters of credit............................   $    260
                                                                      ========

      Management believes that the Company has adequate resources to fund all of
      its commitments  and that  substantially  all of its existing  commitments
      will be funded in 2003.


                                       14
<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

RESULTS OF OPERATIONS

The operating  results of the Company depend  primarily on net interest  income,
which is the difference between interest income on  interest-earning  assets and
interest  expense  on  interest-bearing  liabilities,  consisting  primarily  of
deposits.  Net interest  income is determined by the  difference  between yields
earned on interest-earning assets and rates paid on interest-bearing liabilities
("interest rate spread") and the relative amounts of interest-earning assets and
interest-bearing  liabilities. The Company's interest-rate spread is affected by
regulatory,  economic,  and competitive  factors that influence  interest rates,
loan demand,  and deposit  flows.  In addition,  the  Company's net earnings are
affected by the level of nonperforming loans and foreclosed real estate, as well
as the level of noninterest income, and noninterest  expenses,  such as salaries
and employee benefits, and occupancy and equipment costs.

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 yield; (ii) the total dollar
amount of interest  expense on  interest-bearing  liabilities  and the resultant
average costs; (iii) net  interest/dividend  income;  (iv) interest rate spread;
and (v) net  interest  margin.  Average  balances  are  based on  average  daily
balances.

<TABLE>
<CAPTION>
                                                                          THREE MONTHS ENDED JUNE 30,
                                                     ------------------------------------------------------------------
                                                                    2003                              2002
                                                     -----------------------------------  -----------------------------
                                                                  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 (1).....................................  $ 128,582      1,947       6.07%  $  84,044       1,452      6.93%
     Securities....................................     14,619        207       5.68       9,447         151      6.41
     Other interest-earning assets (2).............      1,129          3       1.07       1,614           8      1.99
                                                     ---------   --------              ---------    --------
         Total interest-earning assets.............    144,330      2,157       5.99      95,105       1,611      6.79
                                                                 --------                           --------
Noninterest-earning assets.........................      8,783                             8,620
                                                     ---------                         ---------
         Total assets..............................  $ 153,113                         $ 103,725
                                                     =========                         =========
Interest-bearing liabilities:
     NOW deposits..................................      3,865          2       0.21%      2,676           4      0.60%
     Money market deposits.........................      3,948         11       1.12       3,195          17      2.13
     Savings deposits..............................     16,252         55       1.36      19,981         139      2.79
     Time deposits.................................     94,424        700       2.97      53,246         503      3.79
     Other borrowings..............................      2,790         13       1.87         124           1      3.23
                                                     ---------   --------              ---------    --------
         Total interest-bearing liabilities........    121,279        781       2.58      79,222         664      3.36
                                                                 --------                           --------
Noninterest-bearing liabilities....................     18,945                            13,554
Stockholders' equity...............................     12,889                            10,949
                                                     ---------                         ---------
         Total liabilities and stockholders' equity  $ 153,113                         $ 103,725
                                                     =========                         =========
Net interest/dividend income.......................              $  1,376                           $    947
                                                                 ========                           ========
Interest rate spread (3)...........................                             3.41%                             3.43%
                                                                                ====                              ====
Net interest margin (4)............................                             3.82%                             3.99%
                                                                                ====                              ====
Ratio of average interest-earning assets to
     average interest-bearing liabilities..........       1.19                              1.20
                                                     =========                         =========
</TABLE>

(1)   Includes nonaccrual loans.
(2)   Includes federal funds sold.
(3)   Interest rate spread  represents the difference  between the average yield
      on  interest-earning  assets  and the  average  cost  of  interest-bearing
      liabilities.
(4)   Net   interest   margin  is  net  interest   income   divided  by  average
      interest-earning assets.


                                       15
<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

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 yield; (ii) the total dollar
amount of interest  expense on  interest-bearing  liabilities  and the resultant
average costs; (iii) net  interest/dividend  income;  (iv) interest rate spread;
and (v) net  interest  margin.  Average  balances  are  based on  average  daily
balances.

<TABLE>
<CAPTION>
                                                                           SIX MONTHS ENDED JUNE 30,
                                                     ------------------------------------------------------------------
                                                                     2003                             2002
                                                     ---------------------------------   ------------------------------
                                                                  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 (1).....................................  $ 121,359      3,718       6.18%   $ 78,857       2,704      6.91%
     Securities....................................     14,237        406       5.75       8,778         282      6.48
     Other interest-earning assets (2).............      1,784         10       1.13       1,795          17      1.91
                                                     ---------   --------               --------    --------
         Total interest-earning assets.............    137,380      4,134       6.07      89,430       3,003      6.77
                                                                 --------                           --------
Noninterest-earning assets.........................      8,666                             8,863
                                                     ---------                          --------
         Total assets..............................  $ 146,046                          $ 98,293
                                                     =========                          ========
Interest-bearing liabilities:
     NOW deposits..................................      3,309          3       0.18%      2,866           8      0.56%
     Money market deposits.........................      3,974         22       1.12       3,029          34      2.26
     Savings deposits..............................     16,074        109       1.37      18,905         271      2.89
     Time deposits.................................     89,885      1,359       3.05      50,463         960      3.84
     Other borrowings..............................      2,226         21       1.90         245           3      2.47
                                                     ---------   --------               --------    --------
         Total interest-bearing liabilities........    115,468      1,514       2.64      75,508       1,276      3.41
                                                                 --------                           --------
Noninterest-bearing liabilities....................     17,746                            13,536
Stockholders' equity...............................     12,832                             9,249
                                                     ---------                          --------
         Total liabilities and stockholders' equity  $ 146,046                          $ 98,293
                                                     =========                          ========
Net interest/dividend income.......................              $  2,620                            $ 1,727
                                                                 ========                           ========
Interest rate spread (3)...........................                             3.43%                             3.36%
                                                                                ====                              ====
Net interest margin (4)............................                             3.85%                             3.89%
                                                                                ====                              ====
Ratio of average interest-earning assets to
     average interest-bearing liabilities..........       1.19                              1.18
                                                     =========                         =========
</TABLE>

(1)   Includes nonaccrual loans.
(2)   Includes federal funds sold.
(3)   Interest rate spread  represents the difference  between the average yield
      on  interest-earning  assets  and the  average  cost  of  interest-bearing
      liabilities.
(4)   Net   interest   margin  is  net  interest   income   divided  by  average
      interest-earning assets.


                                       16
<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

COMPARISON OF THE THREE-MONTH PERIODS ENDED JUNE 30, 2003 AND 2002

      GENERAL.  Net  earnings  for the three  months  ended June 30,  2003,  was
      $198,000 or $.13 per basic and diluted share,  compared to net earnings of
      $94,000 or $.07 per basic and diluted share for 2002.

      INTEREST INCOME. Interest income was $2,157,000 for the three months ended
      June 30, 2003,  compared to $1,611,000 for the three months ended June 30,
      2002.  Interest  income earned on loans  increased to  $1,947,000  for the
      three months ended June 30, 2003, from $1,452,000 for the 2002 period, due
      primarily to an increase in the average loan  portfolio  balance to $128.6
      million for the three months ended June 30, 2003 compared to $84.0 million
      for the three  months  ended June 30, 2002.  This  increase was  partially
      offset by a decrease  in the  average  yield  earned to 6.07% in 2003 from
      6.93% in 2002. Interest on securities  increased to $207,000 for the three
      months ended June 30, 2003,  from $151,000 for the three months ended June
      30, 2002, due primarily to an increase in the average investment portfolio
      balance,  partially  offset by a decrease in the average  yield  earned in
      2003.

      INTEREST  EXPENSE.   Interest  expense  on  interest-bearing   liabilities
      increased  to $781,000  for the three  months  ended June 30,  2003,  from
      $664,000 for the three  months ended June 30, 2002,  due to an increase in
      average  interest-bearing  liabilities  to  $121.3  million  for the three
      months ended June 30, 2003,  from $79.2 million for the three months ended
      June 30,  2002.  The increase  was  partially  offset by a decrease in the
      average rate paid on  interest-bearing  liabilities to 2.58% for the three
      months ended June 30, 2003, from 3.36% for the three months ended June 30,
      2002.

      PROVISION  FOR LOAN LOSSES.  The  provision  for loan losses is charged to
      earnings 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 provision for loan losses was $222,000 for
      the three month period  ended June 30, 2003,  compared to $138,000 for the
      same  period  in 2002.  The  increase  in the  provision  for loan  losses
      resulted primarily from specific allowances with respect to two commercial
      loans that were  impaired  as of June 30,  2003.  The  allowance  for loan
      losses was  $1,656,000  at June 30,  2003,  which  management  believes is
      adequate.

      NONINTEREST  INCOME.  Noninterest income was $188,000 for the three months
      ended June 30, 2003,  compared to $109,000  for the 2002  period.  Service
      charges on deposit  accounts  totaled $158,000 in 2003, up from $96,000 in
      2002, due to an increase in the average number of deposit accounts.

      NONINTEREST  EXPENSE.  Noninterest expense increased to $1,025,000 for the
      three months ended June 30, 2003, from $767,000 for the three months ended
      June 30, 2002.  Salaries and employee benefits was the largest noninterest
      expense  increasing  from $367,000  during the three months ended June 30,
      2002, to $480,000 for the 2003 period.  The increase in total  noninterest
      expenses relates to the overall growth of the Company.

      INCOME TAXES.  Income taxes for the three months ended June 30, 2003, were
      $119,000 (an effective rate of 37.6%)  compared to income taxes of $57,000
      for the three months ended June 30, 2002 (an effective tax rate of 37.8%).


                                       17
<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

COMPARISON OF THE SIX-MONTH PERIODS ENDED JUNE 30, 2003 AND 2002

      GENERAL. Net earnings for the six months ended June 30, 2003, was $251,000
      or $.17 per basic and diluted share,  compared to net earnings of $144,000
      or $.12 per basic and diluted share for 2002.

      INTEREST  INCOME.  Interest income was $4,134,000 for the six months ended
      June 30, 2003,  compared to  $3,003,000  for the six months ended June 30,
      2002.  Interest income earned on loans increased to $3,718,000 for the six
      months ended June 30, 2003,  from $2,704,000 for the six months ended June
      30,  2002,  due to an increase in the average  loan  portfolio  balance to
      $121.4  million for the six months  ended June 30, 2003  compared to $78.9
      million  for the six  months  ended  June  30,  2002.  This  increase  was
      partially  offset by a decrease  in the average  yield  earned to 6.18% in
      2003 from 6.91% in 2002. Interest on securities  increased to $406,000 for
      the six months ended June 30, 2003, from $282,000 for the six months ended
      June 30,  2002,  due  primarily  to an increase in the average  investment
      portfolio  balance,  partially  offset by a decrease in the average  yield
      earned in 2003.

      INTEREST  EXPENSE.   Interest  expense  on  interest-bearing   liabilities
      increased  to  $1,514,000  for the six months  ended June 30,  2003,  from
      $1,276,000  for the six months ended June 30, 2002,  due to an increase in
      average interest-bearing  liabilities to $115.5 million for the six months
      ended June 30, 2003,  from $75.5 million for the six months ended June 30,
      2002. The increase was partially  offset by a decrease in the average rate
      paid on  interest-bearing  liabilities  to 2.64% for the six months  ended
      June 30, 2003, from 3.41% for the six months ended June 30, 2002.

      PROVISION  FOR LOAN LOSSES.  The  provision  for loan losses is charged to
      earnings 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 provision for loan losses was $578,000 for
      the six month  period  ended June 30,  2003,  compared to $245,000 for the
      same  period  in 2002.  The  increase  in the  provision  for loan  losses
      resulted primarily from specific allowances with respect to two commercial
      loans that were  impaired  as of June 30,  2003.  The  allowance  for loan
      losses was  $1,656,000  at June 30,  2003,  which  management  believes is
      adequate.

      NONINTEREST  INCOME.  Noninterest  income was  $340,000 for the six months
      ended June 30, 2003,  compared to $270,000  for the 2002  period.  Service
      charges on deposit  accounts totaled $289,000 in 2003, up from $212,000 in
      2002, due to an increase in the average number of deposit accounts.

      NONINTEREST  EXPENSE.  Noninterest expense increased to $1,980,000 for the
      six months ended June 30, 2003,  from  $1,521,000 for the six months ended
      June 30, 2002.  Salaries and employee benefits was the largest noninterest
      expense  increasing  from  $749,000  during the six months  ended June 30,
      2002,  to $980,000 for the 2003 period.  In  addition,  professional  fees
      increased from $66,000 for the six months ended June 30, 2002, to $112,000
      for the 2003 period. The increase in total noninterest expenses relates to
      the overall growth of the Company.

      INCOME  TAXES.  Income taxes for the six months ended June 30, 2003,  were
      $151,000 (an effective rate of 37.6%)  compared to income taxes of $87,000
      for the six months ended June 30, 2002 (an effective tax rate of 37.7%).


                                       18
<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

ITEM 3. CONTROLS AND PROCEDURES

a.    EVALUATION OF DISCLOSURE  CONTROLS AND PROCEDURES.  The Company  maintains
      controls and procedures designed to ensure that information required to be
      disclosed  in the  reports  that the  Company  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 their evaluation of those
      controls  and  procedures  performed  within 90 days of the filing date of
      this  report,  the Chief  Executive  and Chief  Financial  Officers of the
      Company  concluded that the Company's  disclosure  controls and procedures
      were adequate.

b.    CHANGES IN INTERNAL CONTROLS.  The Company made no significant  changes in
      its internal controls or in other factors that could significantly  affect
      these controls  subsequent to the date of the evaluation of those controls
      by the Chief Executive and Chief Financial Officers.


                                       19
<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

                           PART II. OTHER INFORMATION

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

The Annual  Meeting of  Stockholders  (the  "Annual  Meeting")  of  Jacksonville
Bancorp, Inc. was held on April 30, 2003. At the Annual Meeting 1,190,329 shares
were present in person or by proxy. The following is a summary and tabulation of
the matters that were voted on at the Annual Meeting:

      PROPOSAL I.

Election of Class 3 directors,  each for a term of three years, as listed below.
The votes for all directors were cast in the same manner:  1,190,329 shares were
voted  for each  director,  and no  shares  withheld  authority  to vote for any
director.

           D. Michael Carter, C.P.A.            John C. Kowkabany
           Melvin Gottlieb                      Bennett A. Tavar
           James M. Healey

In addition  to the  foregoing,  the  following  individuals  are  directors  of
Jacksonville Bancorp, Inc., whose terms continued after the Annual Meeting.

           CLASS 1 DIRECTORS:                   CLASS 2 DIRECTORS:
           ------------------                   ------------------
           John W. Rose                          Rudolph A. Kraft
           John R. Schultz                       R.C. Mills
           Price W. Schwenck                     Gilbert J. Pomar, III
           Gary L. Winfield, M.D.                Donald E. Roller
                                                 Charles F. Spencer

      PROPOSAL II.

Approval of the Directors'  Stock Purchase Plan, to allow  directors to purchase
Company  stock with  established  directors'  fee amounts as an  alternative  to
direct cash payments. Votes were cast as follows.

                                                                      BROKER
                                                   FOR      AGAINST  NON-VOTES
                                                   ---      -------  ---------
                                                  626,930   39,350    524,049
                                                  =======   ======    =======


                                       20
<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

                           PART II. OTHER INFORMATION

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, and are hereby  incorporated
      by reference  from the Company's  Registration  Statement on Form SB-2, as
      effective  with the  Securities  and Exchange  Commission on September 30,
      1998, Registration No. 333-64815.  The exhibit marked by a double asterisk
      (**) was previously filed as a part of the June 30, 1999 Form 10-QSB filed
      with the  Securities  and  Exchange  Commission  on August 13,  1999.  The
      exhibit marked by a triple asterisk (***) was previously  filed as part of
      the Company's Registration Statement on Form S-8 filed with the Securities
      and Exchange  Commission on November 9, 1999. The exhibits  marked by four
      asterisks  (****) were previously  filed as part of the June 30, 2002 Form
      10-QSB filed with the  Securities  and Exchange  Commission  on August 14,
      2002. The exhibit marked by five asterisks (*****) was previously filed as
      part of the Proxy filed on April 10, 2003.

        EXHIBIT NO.        DESCRIPTION OF EXHIBIT
        -----------        ----------------------
        *       3.1        Articles of Incorporation of the Company
        ****    3.2        Amended Bylaws of the Company
        *       4.1        Specimen Common Stock Certificate
        ***     10.1       Stock Option Plan
        ****    10.2       Amendment to Stock Option Plan
        *       10.3       Servicing Agreement with M&I Data Services
        **      10.4       Employment Contract for Gilbert J. Pomar, III
        *****   10.5       Directors' Stock Purchase Plan
                31.1       Certification of Chief Executive  Officer required by
                           Rule 13a-14(a)/15d-14(a) under the Exchange Act
                31.2       Certification of Chief Financial  Officer required by
                           Rule 13a-14(a)/15d-14(a) under the Exchange Act
                32.1       Certification of Chief Executive  Officer pursuant to
                           18  U.S.C.  Section  1350,  as  adopted  pursuant  to
                           Section 906 of Sarbanes-Oxley Act of 2002
                32.2       Certification of Chief Financial  Officer pursuant to
                           18  U.S.C.  Section  1350,  as  adopted  pursuant  to
                           Section 906 of Sarbanes-Oxley Act of 2002

(b)   REPORTS ON FORM 8-K.  During the three  months  ended June 30,  2003,  the
      Company filed a report on Form 8-K dated May 6, 2003,  reporting the press
      release covering the results for the first quarter of 2003.


                                       21
<PAGE>

                    JACKSONVILLE BANCORP, INC. AND SUBSIDIARY

                                   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.

                           JACKSONVILLE BANCORP, INC. AND SUBSIDIARY
                           (Registrant)

Date:  August 13, 2003     By: /s/ Gilbert J. Pomar, III
      -------------------     --------------------------------------------------
                           Gilbert J. Pomar, III, President and
                             Chief Executive Officer

Date:  August 13, 2003     By: /s/ Cheryl L. Whalen
      -------------------     --------------------------------------------------
                           Cheryl L. Whalen, Executive Vice President
                             and Chief Financial Officer


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