--------------------------------------------------------------------------------
                     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 September 30, 1999

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

For the transition period from           to
                              ----------   ----------
Commission file number 001-14853


                           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.)

                            10325 San Jose Boulevard
                           Jacksonville, Florida 32257
                   ----------------------------------------
                   (Address of Principal Executive Offices)

                                 (904) 288-0793
                ------------------------------------------------
                (Issuer'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                 1,017,066 shares
--------------------------------------           -------------------------
                 (class)                     Outstanding at November 2, 1999



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



<PAGE>






                           JACKSONVILLE BANCORP, INC.

                                      INDEX

<TABLE>
<CAPTION>
PART I. FINANCIAL INFORMATION

<S>                                                                                                         <C>
   Item 1. Financial Statements                                                                              Page

     Condensed Consolidated Balance Sheets -
       At September 30, 1999 (Unaudited) and At December 31, 1998...............................................2

     Condensed Consolidated Statements of Operations (Unaudited) -
       Three and Nine Months ended September 30, 1999 and 1998..................................................3

     Condensed Consolidated Statement of Stockholders' Equity (Deficit) (Unaudited) -
       Nine Months ended September 30, 1999.....................................................................4

     Condensed Consolidated Statements of Cash Flows (Unaudited) -
       Nine Months ended September 30, 1999 and 1998............................................................5

     Notes to Condensed Consolidated Financial Statements (Unaudited).........................................6-8

   Item 2. Management's Discussion and Analysis of Financial Condition
     and Results of Operations...............................................................................9-10

PART II. OTHER INFORMATION

   Item 6.  Exhibits and Reports on Form 8-K...................................................................11

SIGNATURES.....................................................................................................12
</TABLE>

                                       1

<PAGE>



                           JACKSONVILLE BANCORP, INC.


                          PART I. FINANCIAL INFORMATION

                          Item 1. Financial Statements

                      Condensed Consolidated Balance Sheets
<TABLE>
<CAPTION>

                                                                                  At
                                                                   ------------------------------
                                                                   September 30,     December 31,
                                                                   -------------     ------------
    Assets                                                              1999            1998
                                                                        ----            ----
                                                                    (Unaudited)

<S>                                                                <C>                    <C>
Cash and due from banks ........................................   $    756,631           8,600
Interest bearing deposits ......................................           --            20,586
Federal funds sold .............................................      3,668,000            --
                                                                   ------------    ------------

            Cash and cash equivalents ..........................      4,424,631          29,186

Securities available for sale ..................................      1,977,585            --
Loans receivable, net of allowance for loan losses of
    $38,718 in 1999 ............................................      3,808,733            --
Premises and equipment, net ....................................      1,665,450       1,334,288
Deferred tax asset .............................................        648,427         172,494
Accrued interest receivable and other assets ...................        116,770          95,293
                                                                   ------------    ------------

            Total assets .......................................   $ 12,641,596       1,631,261
                                                                   ============    ============

    Liabilities and Stockholders' Equity (Deficit)

Liabilities:
    Noninterest-bearing demand deposits ........................      1,051,363            --
    Savings and NOW deposits ...................................        451,208            --
    Money-market deposits ......................................      2,048,398            --
    Time deposits ..............................................        351,023            --
                                                                   ------------    ------------

            Total deposits .....................................      3,901,992            --

    Borrowings .................................................           --         1,615,000
    Accrued interest payable and other liabilities .............        132,685         341,343
                                                                   ------------    ------------

            Total liabilities ..................................      4,034,677       1,956,343
                                                                   ------------    ------------

Stockholders' equity (deficit):
    Preferred stock, $.01 value; 2,000,000 shares authorized,
        none issued or outstanding .............................           --              --
    Common stock, $.01 par value; 8,000,000 shares authorized,
        1,017,066 shares issued and outstanding ................         10,171            --
    Additional paid-in capital .................................      9,705,206            --
    Accumulated deficit ........................................     (1,094,478)       (325,082)
    Accumulated other comprehensive income .....................        (13,980)           --
                                                                   ------------    ------------

            Total stockholders' equity (deficit) ...............      8,606,919        (325,082)
                                                                   ------------    ------------

            Total liabilities and stockholders' equity (deficit)   $ 12,641,596       1,631,261
                                                                   ============    ============
</TABLE>




     See Accompanying Notes to Condensed Consolidated Financial Statements.

                                       2

<PAGE>



                           JACKSONVILLE BANCORP, INC.


                 Condensed Consolidated Statements of Operations
                                   (Unaudited)
<TABLE>
<CAPTION>


                                                                  Three Months Ended            Nine Months Ended
                                                                    September 30,                 September 30,
                                                                  ------------------            -----------------
                                                                  1999          1998          1999             1998
                                                                  ----          ----          ----             ----
<S>                                                             <C>             <C>          <C>             <C>
Interest income:
    Loans   ..............................................      $  48,930        -             50,493          -
    Securities............................................         32,072        -             33,772          -
    Other interest-earning assets.........................         54,487           411       128,595           1,636
                                                                  -------      --------     ---------       ---------

            Total interest income.........................        135,489           411       212,860           1,636
                                                                  -------      --------     ---------       ---------

Interest expense:
    Deposits..............................................         16,252         -            17,954          -
    Other borrowings......................................         -             20,438        44,876          30,970
                                                                  -------      --------     ---------       ---------

            Total interest expense........................         16,252        20,438        62,830          30,970
                                                                  -------      --------     ---------       ---------

            Net interest income (expense).................        119,237       (20,027)      150,030         (29,334)
                                                                  -------      --------     ---------       ---------

Provision for loan losses.................................         38,718        -             38,718          -
                                                                  -------      --------     ---------       ---------

            Net interest income (expense) after
              provision for loan losses...................         80,519       (20,027)      111,312         (29,334)
                                                                  -------      --------     ---------       ---------

Noninterest income-
    Fees and service charges..............................          5,126         4,500        27,930           4,500
                                                                  -------      --------     ---------       ---------

Noninterest expense:
    Salaries and employee benefits........................        296,417        87,840       672,371         188,172
    Occupancy expense.....................................         71,704         9,734       120,452          16,192
    Professional fees.....................................        163,733           255       323,543          18,895
    Data processing.......................................         55,084        -             65,460          -
    Travel and entertainment..............................         58,197         6,417        71,818          16,012
    Printing and office supplies..........................         15,878         2,454        22,331           3,732
    Telephone expense.....................................          9,285         2,937        20,911           5,393
    Application fees......................................         -              2,145           788          27,304
    Other   ..............................................         48,279         2,035        78,462           6,416
                                                                  -------      --------     ---------       ---------

            Total noninterest expense.....................        718,577       113,817     1,376,136         282,116
                                                                  -------      --------     ---------       ---------

Loss before income tax benefit............................       (632,932)     (129,344)   (1,236,894)       (306,950)

            Income tax benefit............................       (236,643)      (48,504)     (467,498)       (115,106)
                                                                  -------      --------     ---------       ---------

Net loss    ..............................................      $(396,289)      (80,840)     (769,396)       (191,844)
                                                                 ========      ========    ==========        ========

Loss per share, basic and diluted.........................      $    (.40)       -               (1.63)       -
                                                                 ========      ========    ==========        ========

Weighted-average number of shares outstanding
    for basic and diluted.................................        978,812        -            473,308         -
                                                                 ========      ========    ==========        ========
</TABLE>



See Accompanying Notes to Condensed Consolidated Financial Statements.

                                       3

<PAGE>



                           JACKSONVILLE BANCORP, INC.


       Condensed Consolidated Statement of Stockholders' Equity (Deficit)

                      Nine Months Ended September 30, 1999
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                                                     Accumulated
                                                                                                     Other         Total
                                                                     Additional                      Compre-    Stockholders'
                                            Preferred      Common      Paid-In      Accumulated      hensive      Equity
                                              Stock        Stock       Capital       Deficit         Income      (Deficit)
                                              -----        -----       -------       -------         ------      ---------

<S>                                         <C>              <C>        <C>           <C>              <C>          <C>
Balance at December 31, 1998................$     -           -             -           (325,082)         -          (325,082)
                                                                                                                    ---------

Comprehensive income:

         Net loss for the nine months ended
           September 30, 1999...............    -             -             -           (769,396)         -          (769,396)

         Net change in unrealized loss on
           securities available for sale, net
           of tax of $8,435.................    -             -             -              -           (13,980)       (13,980)
                                                                                                                   ----------

Comprehensive income........................                                                                         (783,376)
                                                                                                                    ---------

Issuance of common stock (1,017,066
         shares), net of stock issuance
         costs of $455,283..................    -            10,171     9,705,206         -               -         9,715,377
                                             --------        ------     ---------  -------------      --------      ---------

Balance at September 30, 1999...............$    -           10,171     9,705,206     (1,094,478)      (13,980)     8,606,919
                                              ========       ======     =========      =========        ======      =========
</TABLE>



















See Accompanying Notes to Condensed Consolidated Financial Statements.

                                       4

<PAGE>



                           JACKSONVILLE BANCORP, INC.


                 Condensed Consolidated Statements of Cash Flows
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                                               Nine Months Ended
                                                                                                 September 30,
                                                                                               -----------------
                                                                                           1999                1998
                                                                                           ----                ----
<S>                                                                                    <C>                   <C>
Cash flows from operating activities:
    Net loss    ..................................................................     $   (769,396)         (191,844)
    Adjustments to reconcile net loss to net cash
      used in operating activities:
        Depreciation..............................................................           42,292            -
        Provision for loan losses.................................................           38,718            -
        Credit for deferred income taxes..........................................         (467,498)         (115,106)
        Increase in accrued interest receivable and
            other assets..........................................................          (21,477)          (28,467)
        (Decrease) increase in accrued interest payable and other
            liabilities...........................................................         (208,658)           19,305
                                                                                        -----------          --------

                Net cash used in operating activities.............................       (1,386,019)         (316,112)
                                                                                         ----------           -------

Cash flows from investing activities:
    Purchases of securities available for sale....................................       (2,000,000)           -
    Net increase in loans.........................................................       (3,847,451)           -
    Net purchases of premises and equipment.......................................         (373,454)         (702,362)
                                                                                        -----------           -------

                Net cash used in investing activities.............................       (6,220,905)         (702,362)
                                                                                         ----------           -------

Cash flows from financing activities:
    Net increase in noninterest-bearing demand,
        savings, NOW and money-market deposits....................................        3,550,969            -
    Net increase in time deposits.................................................          351,023            -
    Net (decrease) increase in borrowings.........................................       (1,615,000)          975,300
    Net proceeds from issuance of common stock....................................        9,715,377             -
                                                                                         ----------           -------

                Net cash provided by financing activities.........................       12,002,369           975,300
                                                                                         ----------           -------

Net increase (decrease) in cash and cash equivalents..............................        4,395,445           (43,174)

Cash and cash equivalents at beginning of period..................................           29,186           114,533
                                                                                       ------------           -------

Cash and cash equivalents at end of period........................................     $  4,424,631            71,359
                                                                                         ==========          ========

Supplemental  disclosures of cash flow information:  Cash paid during the period
    for:
        Interest..................................................................     $    114,618            15,665
                                                                                         ==========          ========

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

    Noncash transaction-
        Accumulated other comprehensive income, net of tax........................     $    (13,980)             -
                                                                                         ==========          ========

</TABLE>

See Accompanying Notes to Condensed Consolidated Financial Statements.

                                       5

<PAGE>



                           JACKSONVILLE BANCORP, INC.


        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   ("Bank")
        (collectively,  the "Company").  Jacksonville Bancorp's only business is
        the  ownership  and  operation  of the Bank,  a Florida  state-chartered
        commercial  bank. The Bank's deposits are insured by the Federal Deposit
        Insurance Corporation. The Bank opened for business on May 28, 1999, and
        provides  community  banking  services to businesses and  individuals in
        Jacksonville, Florida.
        Jacksonville Bancorp's fiscal year ends December 31.

        In  the  opinion  of  the   management,   the   accompanying   condensed
        consolidated  financial  statements contain all adjustments  (consisting
        principally of normal  recurring  accruals)  necessary to present fairly
        the financial  position at September 30, 1999, the results of operations
        for the three- and nine-month  periods ended September 30, 1999 and 1998
        and cash flows for the nine-month  periods ended  September 30, 1999 and
        1998.  The results of  operations  for the three and nine  months  ended
        September 30, 1999, are not necessarily  indicative of the results to be
        expected for the year ending December 31, 1999.

     Basis of Presentation.  The accompanying  condensed  consolidated financial
         statements  of the Company  include the  accounts of both  Jacksonville
         Bancorp  and  the  Bank.  All  significant  intercompany  accounts  and
         transactions have been eliminated in consolidation.  The accounting and
         reporting  practices  of the  Company  conform  to  generally  accepted
         accounting  principles  and to general  practices  within  the  banking
         industry.

     Estimates.  The  preparation  of financial  statements in  conformity  with
         generally accepted  accounting  principles  requires management to make
         estimates and  assumptions  that affect the reported  amounts of assets
         and liabilities and disclosure of contingent  assets and liabilities at
         the  date of the  financial  statements  and the  reported  amounts  of
         revenues and expenses during the reporting period. Actual results could
         differ from those estimates.

     Securities.  Securities  may be  classified  as  either  trading,  held  to
         maturity or available for sale. Trading securities are held principally
         for resale and  recorded  at their fair  values.  Unrealized  gains and
         losses on trading  securities  are  included  immediately  in earnings.
         Held-to-maturity  securities  are  those  which  the  Company  has  the
         positive  intent and  ability to hold to maturity  and are  reported at
         amortized cost. Available-for-sale securities consist of securities not
         classified as trading  securities nor as  held-to-maturity  securities.
         Unrealized holding gains and losses, net of tax, on  available-for-sale
         securities  are  reported  as a net amount in a separate  component  of
         stockholders'  equity until  realized.  Gains and losses on the sale of
         available-for-sale     securities    are    determined     using    the
         specific-identification  method.  Premiums and  discounts on securities
         available for sale are recognized in interest income using the interest
         method over the period to maturity.

                                                                     (continued)

                                       6

<PAGE>



                           JACKSONVILLE BANCORP, INC.


   Notes to Condensed Consolidated Financial Statements (Unaudited), Continued


(1)  Description  of Business and Summary of  Significant  Accounting  Policies,
     Continued
     Loans  Receivable.  Loans  receivable  that  management  has the intent and
         ability to hold for the foreseeable future or until maturity or pay-off
         are  reported  at  their   outstanding   principal   adjusted  for  any
         charge-offs,  the allowance  for loan losses,  and any deferred fees or
         costs on originated loans.

         Loan  origination  fees  and  certain  direct   origination  costs  are
         capitalized and recognized as an adjustment of the yield of the related
         loan.

         The  accrual of interest on impaired  loans is  discontinued  when,  in
         management's  opinion,  the borrower may be unable to meet  payments as
         they become due.  When  interest  accrual is  discontinued,  all unpaid
         accrued   interest  is  reversed.   Interest   income  is  subsequently
         recognized only to the extent cash payments are received.

         The  allowance  for loan losses is  increased  by charges to income and
         decreased by charge-offs  (net of  recoveries).  Management's  periodic
         evaluation  of the adequacy of the  allowance is based on the Company's
         past loan loss  experience,  known and inherent risks in the portfolio,
         adverse situations that may affect the borrower's ability to repay, the
         estimated  value of any  underlying  collateral,  and current  economic
         conditions.

     Premises and Equipment. Land is carried at cost. Premises and equipment are
         stated at cost less accumulated  depreciation.  Depreciation expense is
         computed on the  straight-line  basis over the estimated useful life of
         each type of asset.

     Income  Taxes.  Deferred  tax  assets  and  liabilities  are  reflected  at
         currently  enacted  income tax rates  applicable to the period in which
         the deferred tax assets or  liabilities  are expected to be realized or
         settled.  As changes  in tax laws or rates are  enacted,  deferred  tax
         assets and  liabilities  are adjusted  through the provision for income
         taxes.

     Organizational  and Preopening  Costs.  Net  organizational  and preopening
         costs  totaled  $628,138,  net of tax  benefit  of  $378,978,  and were
         charged to expense as incurred.

     Off-Balance-Sheet  Instruments.  In the  ordinary  course of  business  the
         Company  has  entered  into  off-balance-sheet   financial  instruments
         consisting of commitments to extend credit,  standby  letters of credit
         and unused lines of credit. Such financial  instruments are recorded in
         the financial statements when they are funded.

     Advertising.  The Company expenses all media advertising as incurred.

     LossPer Share.  Basic loss per share has been  computed on the basis of the
         weighted-average  number of shares of common stock  outstanding  during
         the period. There were no common stock equivalents.

                                                                     (continued)

                                       7

<PAGE>






                           JACKSONVILLE BANCORP, INC.


   Notes to Condensed Consolidated Financial Statements (Unaudited), Continued


(1)  Description  of Business and Summary of  Significant  Accounting  Policies,
     Continued
     Future  Accounting  Requirements.  Financial  Accounting  Standards  133  -
         Accounting for Derivative  Investments and Hedging Activities  requires
         companies  to  record  derivatives  on the  balance  sheet as assets or
         liabilities,  measured at fair value.  Gains or losses  resulting  from
         changes  in the  values of those  derivatives  would be  accounted  for
         depending  on the use of the  derivatives  and whether they qualify for
         hedge  accounting.  The key criterion for hedge  accounting is that the
         hedging  relationship must be highly effective in achieving  offsetting
         changes in fair value or cash flows.  The  Company  will be required to
         adopt this Statement  January 1, 2001.  Management  does not anticipate
         that this Statement will have a material impact on the Company.

(2) Loan  Impairment and Credit Losses.  No loans were identified as impaired at
    September 30, 1999.

     An analysis of the change in the allowance for loan losses follows:
<TABLE>
<CAPTION>
                                                                     Three Months Ended             Nine Months Ended
                                                                       September 30,                  September 30,
                                                                       -------------                  -------------
                                                                    1999           1998            1999          1998
                                                                    ----           ----            ----          ----

<S>                                                             <C>                <C>           <C>               <C>
               Balance at beginning of period                   $   -              -               -               -
               Provision for loan losses                          38,718           -             38,718            -
                                                                  ------        -------          ------          ----

               Balance at end of period                         $ 38,718           -             38,718            -
                                                                  ======        =======          ======          ====
</TABLE>

(3)     Regulatory  Matters.  Banking laws and  regulations  limit the amount of
        capital  distributions  that  may be  paid by the  Bank to  Jacksonville
        Bancorp.  The FDIC requires insured banks to maintain certain  specified
        levels of capital.

        Leverage-Capital  Ratio.  The FDIC requires  banks to maintain a minimum
        leverage-capital  ratio  of Tier I (as  defined)  to total  assets.  The
        leverage-capital  ratio  generally  ranges  from 3% to 5%  based  on the
        bank's rating under the regulatory  rating system.  The Bank's  required
        leverage-capital ratio at September 30, 1999 was 4%.

        Risk-Weighted  Assets  Capital  Ratios.  The  FDIC has  also  adopted  a
        risk-based  capital  statement  of policy  which  imposes an  additional
        capital standard on insured banks.  Under this  regulation,  a bank must
        classify  its assets  and  certain  off-balance  sheet  activities  into
        categories,  and maintain specified levels of capital for each category.
        The amount of capital that is required is  dependent  upon the amount of
        risk  attributed  to each category by the FDIC. A bank must have a total
        risk-based  capital  ratio of no less  than 8% and a Tier I  capital  to
        risk-weighted  assets ratio of no less than 4%.  Under the  statement of
        policy,  certain  assets are  required  to be deducted  from  risk-based
        capital.  Such assets include certain  nonqualifying  intangible assets,
        unconsolidated   banking  and  finance   subsidiaries,   investments  in
        securities  subsidiaries and reciprocal  holdings of capital instruments
        with other banks.  In addition,  the FDIC may consider  deducting  other
        assets on a case-by-case basis or investments in other subsidiaries on a
        case-by-case basis or based on the general characteristics or functional
        nature of the subsidiaries.

        At September 30, 1999,  the Bank was in compliance  with all  regulatory
        capital requirements.

                                       8

<PAGE>



                           JACKSONVILLE BANCORP, INC.


                  Item 2. Management's Discussion and Analysis
                of Financial Condition and Results of Operations

             Comparison of September 30, 1999 and December 31, 1998

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 opened for business on May
    28,  1999,  and  provides  community  banking  services  to  businesses  and
    individuals in Jacksonville, Florida.

Liquidity and Capital Resources

    The Company's  primary source of cash during the nine months ended September
    30, 1999 was from the net proceeds from the issuance of common stock of $9.7
    million and net deposit inflows of $3.9 million.  Cash was used primarily to
    repay  borrowings  of  $1.6  million,  originate  loans  (net  of  principal
    repayments)  of $3.8 million and purchase  securities  of $2.0  million.  At
    September 30, 1999, the Company had outstanding commitments to originate new
    loans of $2.5 million. It is expected that these requirements will be funded
    from the sources  described  above. At September 30, 1999, the Bank exceeded
    its regulatory liquidity requirements.

Common Stock Offering

    As of September 30, 1999,  Jacksonville Bancorp has sold 1,017,066 shares of
    common  stock  outstanding.  The  gross  proceeds  from the  initial  public
    offering  which  closed  on July 30,  1999,  was  $10,170,660.  Jacksonville
    Bancorp incurred $455,283 in offering expenses, which were deducted from the
    proceeds received from the sale of common stock.

Results of Operations

General. Net losses for the three and nine months ended September 30, 1999, were
$396,289 and $769,396,  respectively.  The Bank commenced  operations on May 28,
1999.  As of  September  30,  1999,  the Bank had not achieved the asset size to
operate profitably.  The Company incurred certain  professional  services during
its  organizational  phase  which  management  believes  are in excess of future
amounts that will be incurred on a recurring  basis.  A discussion  of operating
results at September 30, 1999, or for the three and nine months ended  September
30, 1999 and 1998 would not be meaningful.



                                       9

<PAGE>



                           JACKSONVILLE BANCORP, INC.


                                Year 2000 Issues


The  Company  is  acutely  aware of the many  areas  affected  by the Year  2000
computer  issue and has given the Executive  Committee of the Board of Directors
the responsibility for oversight of the Year 2000 issue. The Company is actively
involved in managing the Year 2000 computer  challenges,  following the guidance
provided by its regulatory  bodies and documented in the interagency  statements
issued by the Federal Financial  Institutions  Examination Council (AFFIEC@).  A
Year 2000 Technology Plan is in place, which includes multiple phases,  tasks to
be completed and target dates for completion.  Issues addressed  therein include
awareness,  assessment,  renovation,  validation,  implementation,  testing  and
contingency planning.

The Company has received a  certification  from its main service  provider  that
they are Year 2000  compliant.  The Company will routinely  upgrade and purchase
technology  advanced  software  and  hardware on a continual  basis.  All future
purchases and upgrades will be Year 2000  compliant.  The Company has determined
that the cost of making  modifications  to correct any Year 2000 issues will not
substantially affect reported operating results.

The Company also  recognizes  the importance of determining if its customers are
preparing for the Year 2000 problem.  Questionnaires are completed to assess the
inherent risks.  Customers have received  statement  stuffers and  informational
material in this regard.  The Company plans to contact,  on a one-on-one  basis,
significant  borrowers  who have been  identified  as having high Year 2000 risk
exposure.  Efforts will  continue  with regard to informing our customers of the
Year 2000 issue.

A  Contingency  Plan  relative to the Year 2000 issue has been  developed  which
addresses a Aworst case scenario.@ The  Contingency  Plan covers various options
for handling interruptions of the internal and external mission critical systems
and  services.  The  Company,  for  example,  has  developed  plans for  meeting
unusually high demands for cash generated by the publicity  surrounding the Year
2000 issue.  Management  will  continuously  monitor to incorporate  and address
various operational elements as needed. Furthermore, the Contingency Plan covers
systems  which can be handled  manually  on an  interim  basis.  Should  outside
service  providers not be able to provide  compliant  systems,  the Company will
terminate those relationships and transfer to other vendors.


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<PAGE>



                           JACKSONVILLE BANCORP, INC.



                           PART II. OTHER INFORMATION


Item 6.  Exhibits and Reports on Form 8-K (UPDATE FROM ATTORNEY)

(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 references of Jacksonville  Bancorp,  Inc.'s Registration  Statement on
      Form SB-2, as effective  with the  Securities  and Exchange  Commission on
      February 9, 1999,  Registration  No.  333-64815.  The exhibit  marked by a
      double asterisk (**) was an exhibit to the June 30, 1999 Form 10-QSB filed
      with the Securities and Exchange Commission on August 13, 1999.

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

        *3.1    Articles of Incorporation of Jacksonville Bancorp, Inc.
        *3.2    Bylaws of Jacksonville Bancorp, Inc.
        *4.1    Specimen Common Stock Certificate
       *10.4    Servicing Agreement with M&I Data Services
      **10.5    Employment Contract Gilbert J. Pomar, III
        27      Financial Data Schedule (for SEC use only)

(b) Reports on Form 8-K.  There were no Form 8-K's filed during the three months
ended September 30, 1999.























                                       11

<PAGE>













                           JACKSONVILLE BANCORP, 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.


                                                      JACKSONVILLE BANCORP, INC.
                                                      (Registrant)





Date:  November   , 1999                             By: /s/Price W. Schwenck
      ------------------------------                     ---------------------
                                                         Price W. Schwenck,
                                                         Chief Executive
                                                         Officer and President





Date:  November  , 1999                             By: /s/Cheryl L. Whalen
      -----------------------------                     --------------------
                                                        Cheryl L. Whalen,
                                                        Executive Vice President
                                                        and Chief Financial
                                                        Officer

                                       12