UNITED STATES
               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, 2004

          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 of              (IRS Employer
incorporation or organization)             Identification No.)

100 North Laura Street, Suite 1000, Jacksonville, Florida 32202
---------------------------------------------------------------
            (Address of principal executive offices)

                         (904) 421-3040
                         --------------
                  (Issuer's telephone number)

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

Yes [X]      No

As of November 2, 2004, the latest practicable date, 1,707,866 of
the  issuer's  common  shares, $.01 par value,  were  issued  and
outstanding.

Transitional Small Business Disclosure Format (Check one):

Yes       No [X]


<PAGE>

                              INDEX

<TABLE>
<CAPTION>


                                                         <c>

                                                            Page

PART I -FINANCIAL INFORMATION

    Item 1. Consolidated Financial Statements (Unaudited)

       Consolidated Balance Sheets                           3

       Consolidated Statements of Income                     4

       Consolidated Statements of Changes in
         Shareholders' Equity                                5

       Consolidated Statements of Cash Flows                 6

       Notes to Consolidated Financial Statements            7

     Item 2. Management's Discussion and Analysis or
             Plan of Operation                               9

     Item 3. Controls and Procedures                        17


PART II - OTHER INFORMATION

     Item 1. Legal Proceedings                              18

     Item 2. Changes in Securities                          18

     Item 3. Defaults Upon Senior Securities                18

     Item 4. Submission of Matters to a Vote of
             Security Holders                               18

     Item 5. Other Information                              18

     Item 6. Exhibits and Reports on Form 8-K               18

SIGNATURES                                                  20

CERTIFICATIONS                                              21

</table>
<PAGE>


                   CONSOLIDATED BALANCE SHEETS
                           (Unaudited)
        (Dollars in thousands, except per share amounts)
        ------------------------------------------------

<TABLE>
<CAPTION>


                                              <c>            <c>
                                                 September 30,  December 31,
                                                    2004           2003
                                                    ----           ----
ASSETS
Cash and due from banks                          $  4,867       $   3,661
Federal funds sold                                  3,807             233
                                                 --------       ---------
  Total cash and cash equivalents                   8,674           3,894
Securities available for sale                      23,607          16,780
Securities held to maturity                            50              50
Loans, net of allowance for loan losses           174,749         150,976
Premises and equipment, net                         3,649           2,940
Foreclosed assets, net                                 --             395
Federal Home Loan Bank stock                          375             266
Accrued interest receivable and other assets        1,126           1,566
                                                 --------       ---------
     Total assets                                $212,230       $ 176,867
                                                 ========       =========

LIABILITIES
Deposits                                        $ 189,373       $ 158,539
Federal funds purchased                                --           4,296
Accrued expenses and other liabilities              1,259             625
Subordinated debt                                   4,000              --
                                                ---------       ---------
  Total liabilities                               194,632         163,460

SHAREHOLDERS' EQUITY
Preferred stock, $.01 par value, 2,000,000
  shares authorized, none outstanding                  --              --
Common stock, $.01 par value, 8,000,000
  shares authorized, 1,707,866 and 1,467,166
  shares issued                                        17              15
Additional paid-in capital                         17,373          14,230
Retained earnings (accumulated deficit)               246            (789)
Accumulated other comprehensive income (loss)         (38)            (49)
                                                  --------       ---------
  Total shareholders' equity                       17,598          13,407
                                                  --------       ---------

     Total liabilities and shareholders' equity $ 212,230      $  176,867

</table>
<PAGE>


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


<TABLE>
<PAGE>



                                         Three Months Ended      Nine Months Ended
                                           September  30,           September 30,
                                          2004        2003        2004       2003
                                          ----        ----        ----       ----

                                       <c>         <c>         <c>        <c>
Interest and dividend income
  Loans, including fees                   $ 2,553     $ 2,048     $ 7,073    $ 5,766
  Securities                                  256         242         660        647
  Other                                        31           5          67         16
                                          -------     -------     -------    -------
     Total interest income                  2,840       2,295       7,800      6,429

Interest expense
  Deposits                                  1,000         799       2,738      2,292
  Other                                        44           2          53         23
                                          -------     -------      ------     ------
     Total interest expense                 1,044         801       2,791      2,315
                                          -------     -------      ------     ------

Net interest income                         1,796       1,494       5,009      4,114
Provision for loan losses                      98         341         282        919
                                          -------     -------       -----      -----

Net interest income after provision
   for loan losses                          1,698       1,153       4,727      3,195

Noninterest income
  Service charges on deposit accounts         166         136         491        425
  Gain on sale of foreclosed assets            --          --          20         --
  Other income                                 37          38         118         89
                                          -------      ------       -----      -----
     Total noninterest income                 203         174         629        514

Noninterest expense
  Salaries and employee benefits              662         484       1,826       1,464
  Occupancy and equipment                     200         159         537         470
  Other                                       530         283       1,333         972
                                          -------      ------       -----       -----
     Total noninterest expense              1,392         926       3,696       2,906
                                          -------      ------       -----       -----

Income before income taxes                    509         401       1,660         803
Income tax expense                            192         156         625         307
                                           ------       -----       -----       -----

Net income                                $   317     $   245     $ 1,035     $   496
                                          =======     =======     =======     =======
Weighted average:
  Common shares                         1,551,690   1,467,066   1,503,078   1,467,066
  Dilutive stock options and warrants     156,199      30,694     157,535      22,433
                                        ---------   ---------   ---------   ---------
                                        1,707,889   1,497,760   1,660,613   1,489,499
                                        =========   =========   =========   =========

Basic earnings per common share            $  .20      $  .17      $  .69      $  .34
                                           ======      ======      ======      ======
Diluted earnings per common share          $  .19      $  .16      $  .62      $  .33
                                           ======      ======      ======      ======

</table>
<PAGE>



   CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
                           (Unaudited)
                     (Dollars in thousands)

<TABLE>
<CAPTION>

                                                                     Retained       Accumulated
                                                    Additional       Earnings          Other
                               Common Stock          Paid-In       (Accumulated    Comprehensive
                              Shares    Amount       Capital         Deficit)      Income (Loss)     Total
                              ------    ------       -------        -----------    --------------    -----

                           <c>       <c>          <c>            <c>            <c>               <c>
Balance at January 1, 2003    1,467,066  $  15       $  14,229      $   (1,793)    $       116        $ 12,567

Comprehensive income:
 Net income                                                                496                             496
 Change in unrealized gain
   on securities available for
   sale, net of tax effects                                                               (247)           (247)
                                                                                                      ---------
                                                                                                           249
 Total comprehensive income   ---------  -------     ----------     -------------   -----------       ---------

Balance at September 30, 2003 1,467,066   $  15      $  14,229      $     (1,297)  $       (131)      $ 12,816
                              =========   =====      =========      =============  =============      ========

Balance at January 1, 2004    1,467,166   $  15      $  14,230      $       (789)  $        (49)      $ 13,407

Comprehensive income:
 Net income                                                                1,035                         1,035
 Change in unrealized gain (loss)
   on securities available for
   sale, net of tax effects                                                                   11            11
                                                                                                      --------
 Total comprehensive income                                                                              1,046

Exercise of stock options        15,800                    222                                             222

Exercise of common
  stock warrants                224,900       2          2,921                                           2,923
                               --------   -----      ----------     -------------   -------------     --------

Balance at September 30, 2004 1,707,866   $  17      $  17,373      $         246   $        (38)     $ 17,598
                              =========   =====      ==========     =============   =============     ========


Balance at July 1, 2003       1,467,066   $  15      $  14,229      $      (1,542)  $         239     $ 12,941

Comprehensive income:
 Net income                                                                   245                          245
 Change in unrealized gain
   on securities available for
   sale, net of tax effects                                                                  (370)        (370)
                                                                                                      ---------
 Total comprehensive income                                                                               (125)

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

Balance at September 30, 2003  1,467,066  $  15      $  14,229       $      (1,297)  $       (131)     $ 12,816
                               =========  =====      =========       ==============  ==============    =========

Balance at July 1, 2004        1,510,116  $  15      $  14,800       $         (71)  $       (377)     $ 14,367

Comprehensive income:
 Net income                                                                    317                          317
 Change in unrealized gain (loss)
   on securities available for
   sale, net of tax effects                                                                    339          339
                                                                                                        -------
 Total comprehensive income                                                                                 656

Exercise of stock options         10,600                   142                                              142

Exercise of common
  stock warrants                 187,150      2          2,431                                            2,433
                                --------  ------     ----------      ---------------   ------------   ---------
Balance at September 30, 2004  1,707,866  $  17      $  17,373       $          246    $       (38)    $ 17,598
                               =========  ======     ==========      ===============   ============   =========

</table>
<PAGE>



              CONSOLIDATED STATEMENTS OF CASH FLOWS
                           (Unaudited)
                     (Dollars in thousands)


<TABLE>
<CAPTION>

                                                             Nine Months Ended
                                                                September 30,
                                                              2004        2003
                                                              ----        ----

                                                         <c>           <c>
Cash flows from operating activities
  Net income                                                $ 1,035       $   496
  Adjustments to reconcile net income to net cash
     from operating activities:
     Depreciation and amortization                              179           209
     Net amortization of deferred loan costs                    (63)          (14)
     Provision for loan losses                                  282           919
     Discount accretion, net of amortization                      8           (14)
     Gain on sale of foreclosed assets                          (20)           --
     Net change in accrued interest receivable and
        other assets                                            440          (195)
     Net change in accrued expenses and other liabilities       688           467
                                                            ---------     --------
       Net cash from operating activities                     2,549         1,868

Cash flows from investing activities
  Purchases of securities available for sale                (13,020)      (12,703)
  Proceeds from maturities of securities available
     for sale                                                 6,203         6,289
  Net change in loans                                       (23,992)      (32,543)
  Premises and equipment expenditures, net                     (887)          (81)
  Proceeds from sale of foreclosed assets                       415            --
  Purchases of Federal Home Loan Bank stock                    (109)         (134)
                                                           ----------     ---------
     Net cash from investing activities                     (31,390)      (39,172)

Cash flows from financing activities
  Net change in deposits                                     30,834        50,501
  Net change in federal funds purchased                      (4,296)       (3,000)
  Proceeds from issuance of subordinated debt                 4,000            --
  Repayment of other borrowings                                  --        (4,747)
  Proceeds from exercise of stock options                       160             --
  Proceeds from exercise of common stock warrants             2,923             --
                                                           --------        -------
     Net cash from financing activities                      33,621         42,754
                                                           ========        =======

Net change in cash and cash equivalents                       4,780          5,450
Cash and cash equivalents at beginning of period              3,894          4,281
                                                           --------         ------

Cash and cash equivalents at end of period                  $ 8,674        $ 9,731
                                                           ========        =======
Supplemental disclosures of cash flow information
  Cash paid during the period for
     Interest                                               $ 2,820        $ 2,293
     Income taxes                                                28             --

</table>
<PAGE>



NOTE 1 - BASIS OF PRESENTATION

The  accounting  and  reporting policies of the  Company  reflect
banking  industry  practice  and conform  to  generally  accepted
accounting  principles  in  the United  States  of  America.   In
preparing  the  consolidated financial statements, management  is
required  to  make  estimates  and assumptions  that  affect  the
reported  asset  and liability balances and revenue  and  expense
amounts  and the disclosure of contingent assets and liabilities.
Actual results could differ significantly from those estimates.

The  consolidated financial statements include  the  accounts  of
Jacksonville  Bancorp, Inc. and its wholly-owned subsidiary,  The
Jacksonville  Bank,  and  the  Bank's  wholly-owned   subsidiary,
Fountain Financial, Inc.  The consolidated entity is referred  to
as   the  "Company"  and  the  Bank  and  its  subsidiaries   are
collectively referred to as the "Bank."  The Company's  financial
condition and operating results principally reflect those of  the
Bank.    All   intercompany  balances  and  amounts   have   been
eliminated.   For  further information refer to the  consolidated
financial  statements and notes thereto included in the Company's
Annual  Report  on  Form 10-KSB for the year ended  December  31,
2003.

The  consolidated financial information included herein as of and
for  the  periods ended September 30, 2004 and 2003 is unaudited;
however, such information reflects all adjustments which are,  in
the  opinion  of  management, necessary for a fair  statement  of
results   for  the  interim  periods.   The  December  31,   2003
consolidated  balance  sheet  was  derived  from  the   Company's
December 31, 2003 audited consolidated financial statements.

NOTE 2 - STOCK-BASED COMPENSATION

Total  stock  options  granted, exercised  and  expired/forfeited
during  the  nine months ended September 30, 2004,  were  45,500,
15,800  and  4,900,  respectively.  As  of  September  30,  2004,
197,157 options were outstanding.

Employee  compensation expense under stock  options  is  reported
using  the  intrinsic value method.  No stock-based  compensation
cost  is reflected in net income, as all options granted  had  an
exercise price equal to or greater than the market price  of  the
underlying  common stock at date of grant.  The  following  table
illustrates  the effect on net income and earnings per  share  if
expense  was measured using the fair value recognition provisions
of   FASB   Statement   No.  123,  Accounting   for   Stock-Based
Compensation.

<TABLE>
<CAPTION>

                                          Three Months Ended     Nine Months Ended
                                            September 30,          September 30,
                                           2004        2003        2004       2003
                                           ----        ----        ----       ----
  
                                      <c>         <c>         <c>        <c>
  Net income as reported                    $   317     $   245     $ 1,035    $   496
  Deduct:  Stock-based compensation
   expense determined under fair value
   based method                                  36           5          95         14
                                            -------     -------     -------    -------

  Pro forma net income                      $   281     $   240     $   940    $   482
                                            =======     =======     =======    =======

  Basic earnings per share as reported      $   .20     $   .17     $   .69    $   .34
  Pro forma basic earnings per share            .18         .16         .63        .33

  Diluted earnings per share as reported    $   .19     $   .16     $   .62    $   .33
  Pro forma diluted earnings per share          .16         .16         .57        .32


</table>
<PAGE>


NOTE 3 - CAPITAL ADEQUACY


Federal  banking  regulators  have  established  certain  capital
adequacy  standards required to be maintained by banks  and  bank
holding companies.  The minimum requirements established  in  the
regulations  are  set forth in the table below,  along  with  the
actual ratios at September 30, 2004 and December 31, 2003:

<TABLE>
<CAPTION>

                           Well       Adequately
                       Capitalized    Capitalized   September 30, 2004   December 31, 2003
                       Requirement    Requirement         Actual              Actual
                       -----------    -----------   ------------------    ----------------

                    <c>            <c>           <c>                   <c>
Tier 1 Capital (to
Average Assets)
Consolidated                   >5%            >4%              10.19%               7.75%
Bank                           >5%            >4%               8.27%               7.30%
Tier 1 Capital (to Risk
Weighted Assets)
Consolidated                   >6%            >4%              11.80%               8.97%
Bank                           >6%            >4%               9.58%               8.46%
Total Capital (to Risk
Weighted Assets)
Consolidated                  >10%            >8%              12.86%              10.22%
Bank                          >10%            >8%              10.64%               9.71%

</table>

Management  believes, as of September 30, 2004, that the  Company
and  the  Bank  met all capital requirements to  which  they  are
subject.

NOTE 4 - STOCK WARRANTS


During  2002,  the Company had completed an offering  of  225,000
investment  units, initially to existing stockholders  through  a
rights  offering, and then to the general public in  a  community
offering.   Each unit offered for $21.00 consisted of two  shares
of  common stock and one warrant to purchase one share of  common
stock for $13.00 through September 30, 2004.  As of September 30,
2004,  all  stock warrants issued have been exercised.   For  the
nine  month period ending September 30, 2004, there were  224,900
warrants exercised, resulting in additional capital of $2,923.

NOTE 5 - SUBSEQUENT EVENT


On  October  8,  2004, the Jacksonville Bancorp, Inc.  moved  its
Corporate   Headquarters  to  a  new  location  in  Jacksonville,
Florida.  In moving the location, the Bancorp entered into a  ten
year lease ending in 2014.  The Bancorp shall have the option  to
renew  the term for five options of five years each ending on  or
before  August  31,  2036.   Lease payments  increase  each  year
throughout the lease.  The first year's lease payments will total
$296.  Each year thereafter, the lease payments increase by $7.

<PAGE>


Introduction

In  the  following pages, management presents an analysis of  the
financial condition of Jacksonville Bancorp, Inc. as of September
30,  2004  compared  to December 31, 2003,  and  the  results  of
operations for the three and nine months ended September 30, 2004
compared  with  the  same periods in 2003.   This  discussion  is
designed  to provide a more comprehensive review of the operating
results  and  financial position than could be obtained  from  an
examination  of  the financial statements alone.   This  analysis
should   be  read  in  conjunction  with  the  interim  financial
statements and related footnotes included herein.


Overview

Total  assets at September 30, 2004 were $212.2 million  compared
to  $176.9  million  at December 31, 2003, an increase  of  $35.3
million,  or  20.0%.  The increase in total assets was  primarily
attributable  to  increases in net loans  receivable  of  $  23.8
million,  or  15.8%, and investments of $6.8 million,  or  40.7%.
The  increase in loans and investments was funded by the  deposit
growth  experienced  by the Company during  the  period  and  the
receipt of proceeds from the issuance of subordinated debt.   The
increase in net loans receivable consisted primarily of increases
in  commercial real estate loans of $15.9 million, or 17.0%,  and
residential real estate loans of $10.6 million, or 28.8%.

Total deposits were $189.4 million at September 30, 2004 compared
to  $158.5  million  at December 31, 2003, an increase  of  $30.9
million,  or 19.5%.   During this period, the Company experienced
an  increase in money market, NOW and savings accounts  of  $56.3
million.  The growth primarily resulted from the creation of  the
WOW  money market account, which offers a variable interest rate,
that  is  currently  higher than the market rate  for  comparable
money    market    accounts   offered   by   local   competitors.
Consequently, the certificate of deposit portfolio as  a  percent
of  total  deposits declined to 44.3% at September 30, 2004  from
68.5%  at December 31, 2003.  Almost all certificates of  deposit
held  by  the  Company mature in less than five  years  with  the
majority maturing in the next year.

For  the nine months ended September 30, 2004, the Company earned
62  cents  per share.  This compares to earnings of 33 cents  per
share in the prior year, resulting in an increase in earnings for
the  nine  month period of 29 cents.  Despite this increase,  the
negative  influence on earnings of low interest rates  continues.
Net  interest margin decreased by 30 basis points from  3.81%  in
the  first  nine months of 2003 to 3.54% for the current  period.
Management  believes  that if interest  rates  do  increase,  net
interest margin should eventually be positively impacted.

<PAGE>


Net Interest Income

Average  Balance Sheet; Interest Rates and Interest Differential.
The  following  table sets forth the average daily  balances  for
each  major  category  of assets, liabilities  and  stockholders'
equity as well as the amounts and average rates earned or paid on
each  major  category  of interest-earning assets  and  interest-
bearing liabilities.

<TABLE>
<CAPTION>


                                                     Nine Months Ended September 30,
                                                  2004                              2003
                                        -------------------------        -------------------------
                                        Average           Average        Average           Average
                                        Balance  Interest  Rate          Balance  Interest  Rate
                                        -------  -------- -------        -------  -------- -------
                                                        (Dollars in thousands)


                                    <c>       <c>       <c>           <c>      <c>       <c>
Interest-earning assets:
  Loans (1)                            $ 162,969  $ 7,073  5.80%         $ 127,175 $  5,766  6.06%
  Securities                              17,814      660  4.95             15,296      647  5.66
  Other interest-earning assets (2)        8,277       67  1.08              1,917       16  1.12
                                       ---------  -------                ---------  -------
     Total interest-earning assets       189,060    7,800  5.51            144,388    6,429  5.95
  Noninterest-earning assets               8,877                             8,713
                                       ---------                          --------
     Total assets                      $ 197,937                        $  153,101
                                       =========                        ==========

Interest-bearing liabilities:
  NOW deposits                         $   7,745  $     8   .14         $    3,954  $     5   .17
  Money market deposits                   34,439      535  2.08              5,099       49  1.28
  Savings deposits                        13,594      121  1.19             16,433      164  1.33
  Time deposits                          104,083    2,074  2.66             94,226    2,074  2.94
  Other borrowings                         1,792       53  3.95              1,696       23  1.81
                                       ---------   ------               ----------   ------
     Total interest-bearing
        liabilities                      161,653    2,791  2.31            121,408    2,315  2.55
                                                   ------                            ------
  Noninterest-bearing liabilities         21,884                            18,828
  Stockholders' equity                    14,400                            12,865
                                       ---------                        ----------
     Total liabilities and
       stockholders' equity           $  197,937                        $  153,101
                                      ==========                        ==========

Net interest income                                $5,009                            $4,114
                                                   ======                            ======
Interest rate spread (3)                                   3.20%                             3.40%
                                                           =====                             =====
Net interest margin (4)                                    3.54%                             3.81%
                                                           =====                             =====

</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.

<PAGE>

Rate/Volume Analysis.  The following table sets forth the  effect
of   changes  in  volumes,  changes  in  rates,  and  changes  in
rate/volume  on tax-equivalent interest income, interest  expense
and net interest income.

<TABLE>
<CAPTION>


                                             Nine Months Ended September 30,
                                                  2004 Versus 2003 (1)
                                         Increase (decrease) due to changes in:
                                         --------------------------------------
                                                                            Net
                                         Volume          Rate             Change
                                         ------          ----             ------
                                                   (Dollars in thousands)

  
                                   <c>              <c>              <c>
  Interest income:
     Loans, net                         $ 1,563           $    (256)       $ 1,307
     Securities                              99                 (86)            13
     Other interest-earning assets           51                  --             51
                                        -------            ---------       -------
  Total interest income                   1,713                (342)         1,371
                                        -------            ---------       -------
  Interest expense:
     Savings and NOW deposits               (22)                (18)           (40)
     Money market deposits                  439                  47            486
     Time deposits                          206                (206)            --
     Other borrowings                         1                  29             30
                                        -------             --------        -------
  Total interest expense                    624                (148)           476
                                        -------             --------        -------

 Increase (decrease) in net interest
    income                             $  1,089              $  (194)      $    895
                                       ========              ========      ========
</table>

     1)  The change in interest due to both rate and volume has
     been allocated to the volume and rate components in
     proportion to the relationship of the dollar amounts of the
     absolute change in each.

Net  interest  income  increased  by  $895,000,  or  21.8%,  from
$4,114,000  for  the first nine months of 2003 to $5,009,000  for
the  current  nine month period.  As can be seen from  the  above
rate/volume  analysis, the increase is primarily comprised  of  a
positive  volume  variance  of $1,089,000  and  a  negative  rate
variance of $194,000.

Volume Variance.  When comparing the first nine months of 2004 to
the  same  period last year, the Company experienced  substantial
growth  in  its core deposit products, with the largest  increase
occurring  in money market deposit accounts.  Core loan  products
also   continued  to  grow,  with  the  most  significant  growth
occurring  in commercial real estate and residential real  estate
loans.   The  aggregate positive impact of the core  deposit  and
loan  growth  largely comprise the positive  volume  variance  of
$1,089,000  and  more  than offset the  negative  impact  of  the
downtrend in net interest margin discussed in the "Rate Variance"
section that follows.

Rate  Variance.  The persistence of low interest  rates  and  the
resulting  negative impact on net interest margin is the  primary
reason for the negative rate variance of $194,000.

<PAGE>

Net  interest margin decreased by 27 basis points when  comparing
the first nine months of 2004 to the same period last year.  When
applied to average total interest-earning assets of approximately
$189.1 million for the first nine months of 2004, the decline  in
net  interest margin results in a decrease in net interest income
of  approximately $383,000.  The decrease in net interest  margin
occurred primarily because, in the low interest rate environment,
variable  rate loans continued to be adjusted to lower rates  and
proceeds from the maturity, amortization and prepayment of  loans
and securities continued to be reinvested at lower rates.  To the
extent that such loans and securities were funded by noninterest-
bearing  checking deposits and capital, there was  no  offsetting
cost  reduction.  To the extent that such assets were  funded  by
interest-bearing deposits, there was a reduction in the  cost  of
such deposits but such reduction was not totally offsetting.

Management  believes that available yields  will  remain  low  in
2004;  however, management believes that an increase in  interest
rates will have a positive impact on net interest margin.


Application of Critical Accounting Policies

The  accounting  and  reporting policies of the  Company  are  in
accordance  with accounting principles generally accepted  within
the  United  States  of America and conform to general  practices
within  the banking industry.  Accounting and reporting  policies
for  the allowance for loan losses are deemed critical since they
involve  the use of estimates and require significant  management
judgments.  Losses on loans result from a broad range  of  causes
from  borrower  specific  problems, to industry  issues,  to  the
impact of the economic environment.  The identification of  these
factors  that lead to default or non-performance under a borrower
loan agreement and the estimation of loss in these situations are
very   subjective.  In  addition,  a  dramatic  change   in   the
performance  of  one or a small number of borrowers  can  have  a
significant  impact  on the estimate of losses.   Management  has
implemented  a  process  that has been  applied  consistently  to
systematically  consider  the  many  variables  that  impact  the
estimation of the allowance for loan losses.

Additional  information with regard to the Company's  methodology
and reporting of the allowance for loan losses is included in the
2003 Annual Report and 10-KSB.


<PAGE>


Asset Quality

The Company has identified certain assets as nonperforming. These
assets  include  nonaccruing loans, loans that are  contractually
past due 90 days or more as to principal or interest payments and
still accruing, and foreclosed real estate.  These assets present
more  than  the normal risk that the Company will  be  unable  to
eventually  collect  or realize their full carrying  value.   The
Company's nonperforming assets at September 30, 2004 and December
31, 2003 are as follows:


<TABLE>
<CAPTION>
                                               September 30,     December 31,
                                                   2004              2003
                                                   ----              ----
                                                   (Dollars in thousands)

  
                                            <c>             <c>
  Nonaccruing loans                              $    572         $     726
  Loans past due over 90 days still on accrual         --                75
                                                 --------         ---------
  Total nonperforming loans                           572               801
  Foreclosed assets, net                               --               395
                                                 --------         ---------
  Total nonperforming assets                     $    572         $   1,196
                                                 ========         =========

  Allowance for loan losses                      $  1,943         $   1,679

  Nonperforming assets as a percent of
     total assets                                     .27%              .68%
  Nonperforming loans as a percent of gross
     loans                                            .33%              .52%
  Allowance for loan losses as a percent of
     nonperforming loans                           339.69%           209.61%

</table>

Allowance and Provision for Loan Losses

The  allowance for loan losses grew by $264,000 during the  first
nine  months  of 2004, amounting to $1,943,000 at  September  30,
2004  as  compared  to  $1,679,000 at  December  31,  2003.   The
allowance represented approximately 1.10% of total loans at  both
dates.   During  the first nine months of 2004, the  Company  had
loan charge-offs of $30,000, recoveries of $12,000 and recorded a
$282,000  provision for loan losses compared  to  charge-offs  of
$138,000,  no  recoveries  and a provision  for  loan  losses  of
$919,000 for the first nine months of 2003.  The larger provision
for   loan  losses  in  2003  resulted  primarily  from  specific
allowances  with  respect  to  two  commercial  loans  that  were
identified as impaired during the period.

The  allowance  for  loan  losses is an  amount  that  management
currently believes will be adequate to absorb estimated  probable
losses  in  the  Company's loan portfolio.   In  determining  the
allowance  for  loan  losses, there is not an  exact  amount  but
rather a range for what constitutes an appropriate allowance.  As
more  fully  discussed in the "Application of Critical Accounting
Policies"  section of this discussion and analysis  of  financial
condition  and results of operations, the process for  estimating
credit losses and determining the allowance for loan losses as of
any  balance  sheet  date is subjective in  nature  and  requires
material  estimates.   Actual results could differ  significantly
from these estimates.


<PAGE>


The  amount  of future chargeoffs and provisions for loan  losses
will  be affected by, among other things, economic conditions  in
Jacksonville,  Florida  and  the surrounding  communities.   Such
conditions  could affect the financial strength of the  Company's
borrowers  and  do  affect the value of  real  estate  collateral
securing  the  Company's mortgage loans.  Loans secured  by  real
estate  represent approximately 87% of the Company's total  loans
outstanding  at  September 30, 2004.  In recent  years,  economic
conditions  in Jacksonville and the surrounding communities  have
been  good  and  real  estate  values  have  continued  to  grow.
However,  such  conditions and values could  deteriorate  in  the
future,  and  such deterioration could be substantial.   If  this
were  to occur, some of the Company's borrowers may be unable  to
make  the required contractual payments on their loans,  and  the
Company may be unable to realize the full carrying value of  such
loans through foreclosure.  However, management believes that the
Company's underwriting policies are relatively conservative  and,
as a result, the Company should not be any more affected than the
overall market.

Future  provisions  and charge-offs could  also  be  affected  by
environmental  impairment of properties  securing  the  Company's
mortgage   loans.   Under  the  Company's  current   policy,   an
environmental  audit is required on practically  all  commercial-
type properties that are considered for a mortgage loan.  At  the
present  time, the Company is not aware of any existing loans  in
the  portfolio where there is environmental pollution originating
on  the  mortgaged  properties that would materially  affect  the
value of the portfolio.


Noninterest Income, Noninterest Expense, and Income Taxes

Noninterest  income  was  $629,000  for  the  nine  months  ended
September  30,  2004, compared to $514,000 for the  2003  period.
Service charges on deposit accounts totaled $491,000 in 2004,  up
from  $425,000 in 2003, due to an increase in the average  number
of  deposit  accounts.   In addition, the  Company  recognized  a
$20,000  gain  on  sale of foreclosed assets in  the  first  nine
months  of  2004, while no such gain was recognized in the  first
nine months of 2003.

Noninterest  expense increased to $3,696,000 for the nine  months
ended  September  30, 2004, from $2,906,000 for the  nine  months
ended September 30, 2003.  Salaries and employee benefits was the
largest noninterest expense increasing from $1,464,000 during the
nine  months ended September 30, 2003, to $1,826,000 for the 2004
period.   The increase in total noninterest expenses  relates  to
the overall growth of the Company.

Income  taxes for the nine months ended September 30, 2004,  were
$625,000  (an effective rate of 37.65%) compared to income  taxes
of  $307,000  for the nine months ended September  30,  2003  (an
effective tax rate of 38.23%).


Results  of  Operations - Three Months Ended September  30,  2004
Versus September 30, 2003

Net  income for the third quarter of 2004 was $317,000,  or  $.19
per share, as compared to $245,000, or $.16 per share, earned for
the  same  quarter  last  year. The increase  in  net  income  is
attributable  to an increase in net interest income  of  $302,000
and  an  increase  in  noninterest income of  $29,000,  partially
offset by an increase in noninterest expense.

<PAGE>


Net  interest  income  increased  by  $302,000,  or  20.2%,  from
$1,494,000  for the third quarter of 2003 to $1,796,000  for  the
current  quarter.   The  increase is  primarily  comprised  of  a
positive volume variance of $340,000 and a negative rate variance
of  $38,000.   The reasons for the positive volume  variance  and
negative rate variance are the same as those discussed above with
respect to the nine-month periods.

The increase in noninterest income is attributable to an increase
in  service  charges on deposit accounts while  the  increase  in
noninterest  expense  is attributable to increases  in  salaries,
occupancy  and  equipment expense, and other operating  expenses.
The  reasons  for  the increases in service  charges  on  deposit
accounts,  salaries and occupancy and equipment expense  are  the
same  as  those  discussed above with respect to  the  nine-month
periods. The largest component of the increase in other operating
expenses is an increase in advertising expense, which was related
to  the  marketing of the WOW money market accounts discussed  in
the preceding "Overview" section.


Capital

The  Company's capital management policy is designed to build and
maintain  capital  levels that meet regulatory standards.   Under
current  regulatory capital standards, banks  are  classified  as
well  capitalized,  adequately capitalized  or  undercapitalized.
Under  such standards, a well-capitalized bank is one that has  a
total  risk-based capital ratio equal to or greater than  10%,  a
Tier 1 risk-based capital ratio equal to or greater than 6%,  and
a Tier 1 leverage capital ratio equal to or greater than 5%.  The
Company's total risk-based capital, Tier 1 risk-based capital and
Tier  1  leverage capital ratios were 12.86%, 11.80% and  10.19%,
respectively, at September 30, 2004.

The  Company  has  included the $4.0 million of  trust  preferred
securities that were issued in June 2004 in their Tier 1  Capital
and  Tier 2 Capital.  Inclusion of the trust preferred securities
has increased the Company's total risk-based capital, Tier 1 risk-
based  capital and Tier 1 leverage capital ratios  by  218  basis
points,  218 basis points and 188 basis points, respectively,  at
September 30, 2004.

Total  stockholders'  equity increased by $4,191,000,  or  31.3%,
from $13,407,000 at December 31, 2003 to $17,598,000 at September
30,  2004.   The  increase  is  attributable  to  net  income  of
$1,035,000,  proceeds from exercises of common stock warrants  of
$2,923,000, proceeds from exercises of stock options of $222,000,
and  a decrease in unrealized losses on securities available  for
sale of $11,000.

During  2002,  the Company had completed an offering  of  225,000
investment  units, initially to existing stockholders  through  a
rights  offering, and then to the general public in  a  community
offering.   Each unit offered for $21.00 consisted of two  shares
of  common stock and one warrant to purchase one share of  common
stock for $13.00 through September 30, 2004.  As of September 30,
2004, all stock warrants issued have been exercised.


Cash Flows and Liquidity

Cash  Flows.   The Company's primary sources of cash are  deposit
growth,  maturities  and  amortization of investment  securities,
operations, and federal funds purchased.  The Company  uses  cash
from  these  and  other sources to first fund loan  growth.   Any
remaining   cash   is  used  primarily  to  purchase   investment

<PAGE>


securities.   During the first nine months of 2004,  the  Company
increased its cash and cash equivalent position by $4.8 million.

<PAGE>

Liquidity.  The Company has both internal and external sources of
near-term  liquidity  that can be used to fund  loan  growth  and
accommodate  deposit outflows.  The primary internal  sources  of
liquidity  are  its  overnight position in  federal  funds  sold;
maturities  and monthly payments on the balance of the investment
securities  portfolio  and  the loan  portfolio;  and  investment
securities  designated as available-for-sale.  At  September  30,
2004,  the  Company  had $27,414,000 in federal  funds  sold  and
available-for-sale securities not subject to pledge agreements.

The  Company's primary external sources of liquidity are customer
deposits  and  borrowings  from  other  commercial  banks.    The
Company's  deposit  base  consists of  both  core  deposits  from
businesses  and consumers in its local market area  and  brokered
deposits.   The  Company can also borrow overnight federal  funds
and  fixed-rate  term products under lines established  with  the
Federal  Home Loan Bank other commercial banks.   These lines  in
the  aggregate amount of approximately $60.7 million at September
30, 2004, do not represent legal commitments to extend credit  on
the part of the other banks.


Forward Looking Statements

"Management's Discussion and Analysis of Financial Condition  and
Results   of   Operations"  and  "Quantitative  and   Qualitative
Disclosures  About  Market Risk" contain various  forward-looking
statements  with  respect to financial performance  and  business
matters.  Such  statements are generally contained  in  sentences
including the words "expect" or "could" or "should" or "would" or
"believe". The
Company  cautions  that  these  forward-looking  statements   are
subject  to  numerous assumptions, risks and  uncertainties,  and
therefore  actual  results  could differ  materially  from  those
contemplated by the forward-looking statements. In addition,  the
Company assumes no duty to update forward-looking statements.


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  as  of
   the  end  of  the  period covered by this  report,  the  Chief
   Executive  and  principal financial  officer  of  the  Company
   concluded   that   the  Company's  disclosure   controls   and
   procedures were adequate.

b. Changes in internal controls.   The Company made no changes
   in  its  internal control over financial reporting during  its
   most   recent   quarter  that  has  materially  affected   the
   Company's internal control over financial reporting.

<PAGE>


                  PART II - OTHER INFORMATION


Item 1. Legal Proceedings
        None

Item 2. Unregistered Sales of Equity Securities & Use of Proceeds
        None

Item 3. Defaults on Senior Securities
        None

Item 4. Submission of Matters to a Vote of Security Holders
        None

Item 5. Other Information
        None

Item 6. Exhibits and Reports on Form 8-K
       (a)  Exhibit No. 3.1: Articles of Incorporation of the
                             Company(1)
            Exhibit No. 3.2: Amended Bylaws of the Company (2)
            Exhibit No. 10:  Lease Agreement
            Exhibit No. 31.1: Certification of principal
                              executive officer required by Rule
                              13a-14(a)/15d-14(a) of the Exchange Act
            Exhibit No. 31.2: Certification of principal
                              financial officer required by Rule 13a-
                              14(a)/15d-14(a) of the Exchange Act
            Exhibit No. 32:  Certification pursuant to 18 U.S.C.
                             Section 1350, as adopted pursuant to Section
                             906 of the Sarbanes-Oxley Act of 2002

           (1)  Incorporated herein by reference from the Exhibits
                to Form SB-2, Registration Statement and amendments
                thereto, as effective on September 30, 1998,
                Registration No. 333-64815.
           (2)  Incorporated herein by reference from the Exhibits to
                Form 10-QSB for the quarter ended June 30, 2002, filed
                August 14, 2002.

       (b)  Reports on Form 8-K

            During the quarter ended September 30, 2004 (and
            thereafter to the date hereof) the Company filed:

            1) a Form 8-K dated August 6, 2004 to report that
               it had issued a press release disclosing material
               non-public information regarding the Company's
               financial condition as of June 30, 2004 and results
               of operations for the year and quarterly period then
               ended. The press release was furnished as Exhibit
               99.1 to the Form 8-K filing.

<PAGE>



                           SIGNATURES



In accordance with the requirement of the Securities Exchange Act
of  1934,  the registrant has caused this report to be signed  on
its behalf by the undersigned, thereunto duly authorized.




Date:  November 15, 2004            /s/ Gilbert J. Pomar, III
                                    -------------------------
                                    Gilbert J. Pomar, III
                                    President and Chief Executive
                                    Officer





Date:  November 15, 2004            /s/ Valerie A. Kendall
                                    -----------------------
                                    Valerie A. Kendall
                                    Chief Financial Officer


<PAGE>

EXHIBIT 31.1

                          CERTIFICATION

I, Gilbert J, Pomar, III, certify that:

  1. I have reviewed this quarterly report on Form 10-QSB of
     Jacksonville Bancorp, Inc;

  2. Based on my knowledge, this quarterly report does not contain
     any untrue statement of a material fact or omit to state a
     material fact necessary to make the statements made, in light of
     the circumstances under which such statements were made, not
     misleading with respect to the period covered by this quarterly
     report;

  3. Based on my knowledge, the financial statements, and other
     financial information included in this report, fairly present in
     all material respects the financial condition, results of
     operations and cash flows of the small business issuer as of, and
     for, the periods presented in this report;

  4. The small business issuer's other certifying officer(s) and I
     are responsible for establishing and maintaining disclosure
     controls and procedures (as defined in Exchange Act Rules 13a-
     15(e) and 15d-15(e)) for the small business issuer and have:

     a.designed such disclosure controls and procedures, or caused
       such disclosure controls and procedures to be designed under our
       supervision, to ensure that material information relating to the
       small business issuer, including its consolidated subsidiaries,
       is made known to us by others within those entities, particularly
       during the period in which this report is being prepared;

     b.evaluated the effectiveness of the small business issuer's
       disclosure controls and procedures and presented in this report
       our conclusions about the effectiveness of the disclosure
       controls and procedures as of the end of the period covered by
       this report based on such evaluation; and

     c.disclosed in this report any change in the small business
       issuer's internal control over financial reporting that occurred
       during the small business issuer's most recent fiscal quarter
       (the small business issuer's fourth fiscal quarter in the case of
       an annual report) that has materially affected the small business
       issuer's internal control over financial reporting; and

  5. The small business issuer's other certifying officer(s) and I
     have disclosed, based on our most recent evaluation of internal
     control over financial reporting, to the small business issuer's
     auditors and the audit committee of the small business issuer's
     board of directors (or persons performing the equivalent
     functions):

     a.all significant deficiencies and material weaknesses in the
       design or operation of internal control over financial reporting
       which are reasonably likely to adversely affect the small
       business issuer's ability to record, process, summarize and
       report financial information; and

     b.any fraud, whether or not material, that involves management
       or other employees who have a significant role in the small
       business issuer's internal control over financial reporting.

Date:  November 15, 2004             /s/ Gilbert J. Pomar, III
                                     -------------------------
                                     Gilbert J. Pomar, III
                                     President & Chief Executive
                                     Officer

<PAGE>

EXHIBIT 31.2
                          CERTIFICATION

I, Valerie A. Kendall, certify that:

  1. I have reviewed this quarterly report on Form 10-QSB of
     Jacksonville Bancorp, Inc;

  2. Based on my knowledge, this quarterly report does not contain
     any untrue statement of a material fact or omit to state a
     material fact necessary to make the statements made, in light of
     the circumstances under which such statements were made, not
     misleading with respect to the period covered by this quarterly
     report;

  3. Based on my knowledge, the financial statements, and other
     financial information included in this report, fairly present in
     all material respects the financial condition, results of
     operations and cash flows of the small business issuer as of, and
     for, the periods presented in this report;

  4. The small business issuer's other certifying officer(s) and I
     are responsible for establishing and maintaining disclosure
     controls and procedures (as defined in Exchange Act Rules 13a-
     15(e) and 15d-15(e)) for the small business issuer and have:

     a.designed such disclosure controls and procedures, or caused
       such disclosure controls and procedures to be designed under our
       supervision, to ensure that material information relating to the
       small business issuer, including its consolidated subsidiaries,
       is made known to us by others within those entities, particularly
       during the period in which this report is being prepared;

     b.evaluated the effectiveness of the small business issuer's
       disclosure controls and procedures and presented in this report
       our conclusions about the effectiveness of the disclosure
       controls and procedures as of the end of the period covered by
       this report based on such evaluation; and

     c.disclosed in this report any change in the small business
       issuer's internal control over financial reporting that occurred
       during the small business issuer's most recent fiscal quarter
       (the small business issuer's fourth fiscal quarter in the case of
       an annual report) that has materially affected the small business
       issuer's internal control over financial reporting; and

  5. The small business issuer's other certifying officer(s) and I
     have disclosed, based on our most recent evaluation of internal
     control over financial reporting, to the small business issuer's
     auditors and the audit committee of the small business issuer's
     board of directors (or persons performing the equivalent
     functions):

     a.all significant deficiencies and material weaknesses in the
       design or operation of internal control over financial reporting
       which are reasonably likely to adversely affect the small
       business issuer's ability to record, process, summarize and
       report financial information; and

     b.any fraud, whether or not material, that involves management
       or other employees who have a significant role in the small
       business issuer's internal control over financial reporting.

Date:  November 15, 2004            /s/ Valerie A. Kendall
                                    ----------------------
                                    Valerie A. Kendall
                                    Chief Financial Officer

<PAGE>


EXHIBIT 32

        Certification Pursuant To 18 U.S.C. Section 1350,
       As Enacted Pursuant To Section 906 of the Sarbanes-
                        Oxley Act of 2002


In connection with the Quarterly Report of Jacksonville Bancorp,
Inc. (the "Company") on Form 10-QSB for the period ending
September 30, 2004 as filed with the Securities and Exchange
Commision (the "Report"), the undersigned certify, pursuant to 18
U.S.C. Section 1350, as enacted pursuant to Section 906 of the
Sarbances-Oxley Act of 2002, that:

(1)  The Report fully complies with the requirements of section
     13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)  The information contained in the Report fairly presents, in
     all material respects, the financial condition and results of
     operations of the Company as of and for the period covered by
     the Report.


Date:  November 15, 2004  /s/ Gilbert J. Pomar, III
                          -------------------------
                          Gilbert J. Pomar, III
                          President & Chief Executive
                          Officer


Date:  November 15, 2004  /s/ Valerie A. Kendall
                          -----------------------
                          Valerie A. Kendall
                          Chief Financial Officer

<PAGE>