<PAGE>




                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB
                QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


For Quarterly Period Ended                              Commission File Number:
       September 30, 1996                                      33-41045


                          SARASOTA BANCORPORATION, INC.
--------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)



              Florida                                      65-0235255
--------------------------------------------------------------------------------
(State or other jurisdiction of                         (I.R.S. Employer
 incorporation or organization)                        Identification No.)



           Two North Tamiami Trail, Suite 100, Sarasota, Florida 34236
--------------------------------------------------------------------------------
                    (Address of principal executive offices)



                                 (941) 955-2626
--------------------------------------------------------------------------------
                           (Issuer's telephone number)



                                 Not applicable
--------------------------------------------------------------------------------
              (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
13 or 15(d) of the Securities Exchange Act of 1934 during the last 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, $.01 Par Value                                471,500
----------------------------                    --------------------------------
          Class                                 Outstanding at November 7, 1996

                                       -1-

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<TABLE>
<CAPTION>


                                                    PART I. FINANCIAL INFORMATION
Item 1.          Financial Statements

                                                    SARASOTA BANCORPORATION, INC.
                                                           AND SUBSIDIARY

                                                     CONSOLIDATED BALANCE SHEETS
                                              September 30, 1996 and December 31, 1995
                                                             (UNAUDITED)


ASSETS                                                                 September 30, 1996              December 31, 1995
------                                                                 ------------------              -----------------
                                                                                                             (audited)
<S>                                                            <C>                                <C>                 
Cash and due from banks                                        $            1,740,967             $          1,430,375
Federal funds sold                                                          2,366,000                          978,000
Securities held to maturity                                                         -                                -
Securities available for sale                                              10,255,464                       10,638,023
Loans (net)                                                                29,075,744                       22,279,086
Accrued interest receivable                                                   254,949                          293,258
Foreclosed real estate                                                         71,673                           68,507
Property and equipment (net)                                                  449,227                          481,333
Deferred income taxes                                                         150,819                          112,858
Repossessions                                                                   6,850                                -
Other assets                                                                   58,070                           85,733
                                                                 --------------------               ------------------

                           TOTAL ASSETS:                         $         44,429,763               $       36,367,173
                                                                 ====================               ==================
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
LIABILITIES:
Deposits                                                         $         38,500,878               $       32,799,535
Repurchase agreements                                                       2,134,818                                -
Accrued interest payable                                                       63,110                           50,000
Other liabilities                                                             143,899                          105,479
                                                                 --------------------               ------------------
                           TOTAL                                           40,842,705                       32,955,014
                           LIABILITIES:
STOCKHOLDERS' EQUITY:
Preferred stock, $.10 par value, 1,000,000
   shares authorized, none issued or outstanding                                    -                                -
Common stock, $.01 Par Value, 10,000,000
   shares authorized, 471,500 shares outstanding,                           4,710,285                        4,710,285
Additional paid-in capital                                                 (1,090,985)                      (1,365,542)
Accumulated deficit                                                           (36,857)                          62,701
                                                                 --------------------               ------------------
Net unrealized gain (loss) on available-for-sale
      securities
      TOTAL STOCKHOLDERS' EQUITY:                                           3,587,058                        3,412,159
                                                                 --------------------               ------------------
TOTAL LIABILITIES AND STOCKHOLDERS'
  EQUITY:                                                        $         44,429,763               $       36,367,173
                                                                 ====================               ==================

</TABLE>

                                       -2-

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<TABLE>
<CAPTION>


                                                    SARASOTA BANCORPORATION, INC.
                                                          SARASOTA, FLORIDA

                                                CONSOLIDATED STATEMENTS OF OPERATIONS
                                     FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995 AND
                                        FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
                                                             (UNAUDITED)


                                           Three Months Ended          Nine Months Ended
                                              September 30,               September 30,
                                          1996          1995          1996          1995
                                          ----          ----          ----          ----
<S>                                   <C>           <C>            <C>           <C>       
INTEREST INCOME:
----------------
Interest on loans                     $  661,722    $  417,669     $1,751,034    $1,155,308
Fees on loans                             30,430        13,811         71,448        41,065
Interest on federal funds sold            28,866        34,352         46,917       109,618
Interest on investment securities        158,924       186,755        479,302       513,588
                                      ----------    ----------     ----------    ----------
  TOTAL INTEREST INCOME:                 879,942       652,587      2,348,701     1,819,579
INTEREST EXPENSE:
-----------------
 Interest on deposits                    378,704       322,961      1,007,848       865,867
 Interest on borrowings                    1,297          --           17,483            28
 Interest on repurchase agreements        22,546         3,786         46,241         3,786
                                      ----------    ----------     ----------    ----------
  TOTAL INTEREST EXPENSE:                402,547       326,747      1,071,572       869,681
                                      ----------    ----------     ----------    ----------
  NET INTEREST INCOME:                   477,395       325,840      1,277,129       949,898
Provision for possible loan losses        21,200        10,000         79,150        31,000
                                      ----------    ----------     ----------    ----------
  NET INTEREST INCOME AFTER
    PROVISION FOR POSSIBLE LOAN          456,195       315,840      1,197,979       918,898
    LOSSES:
OTHER OPERATING INCOME:
-----------------------
 Service fees on deposits                 30,775        27,029         78,543        60,874
 Other non Interest income                 6,324          --           30,555          --
 Gain (loss) on sale of securities          --         (19,809)         5,419        68,816
                                      ----------    ----------     ----------    ----------
   NET OTHER OPERATING INCOME:            37,099         7,220        114,427       129,690
OPERATING EXPENSES:
-------------------
 Compensation                            155,996       136,196        477,788       420,330
 Occupancy                                60,529        56,013        179,879       189,039
 Equipment                                17,385        16,657         40,613        56,553
 Advertising                               7,742         4,657         44,918        24,972
 Professional fees                         9,362        23,749         64,686        78,578
 Insurance                                   657            68          5,027        30,963
 Other                                    77,030        65,389        244,938       199,574
                                      ----------    ----------     ----------    ----------
   TOTAL OTHER OPERATING EXPENSES:       328,701       302,729      1,037,849     1,000,009
                                      ----------    ----------     ----------    ----------

   NET INCOME                         $  164,593    $   20,331     $  274,557    $   48,579
                                      ----------    ----------     ----------    ----------
INCOME PER SHARE                            0.35          0.04           0.58          0.10
                                      ----------    ----------     ----------    ----------

</TABLE>

                                       -3-

<PAGE>

<TABLE>
<CAPTION>


                                                    SARASOTA BANCORPORATION, INC.
                                                           AND SUBSIDIARY

                                                CONSOLIDATED STATEMENTS OF CASH FLOWS
                                            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996
                                          AND FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995
                                                             (UNAUDITED)


                                                              Nine Months Ended
                                                                September 30,
                                                             1996           1995
                                                             ----           ----
<S>                                                    <C>             <C>        
CASH FLOWS FROM OPERATING ACTIVITY:
NET INCOME                                             $   274,557     $    48,579
ADJUSTMENTS TO RECONCILE NET
   CASH FLOWS FROM OPERATIONS:
Depreciation                                                37,866          42,101
Amortization of organizational costs                        29,120          29,120
Provision for loan losses                                   79,150          31,000
(Gain) loss on sale of securities                           (5,419)           --
(Increase) decrease in accrued interest receivables         38,309         (17,175)
(Increase) decrease in deferred income taxes               (37,961)           --
(Increase) decrease in repossessions                        (6,850)           --
(Increase) decrease in other assets                          8,446          (9,033)
(Decrease) increase in accrued interest payable             13,110          10,823
(Decrease) Increase in other liabilities                    38,420         (56,491)
                                                       -----------     -----------
     NET CASH USED IN OPERATING ACTIVITIES:                468,748          78,924
                                                       -----------     -----------
CASH FLOW FROM INVESTING ACTIVITIES:
Purchase of investment securities, net                     278,417      (2,510,991)
Increase in loans, net                                  (6,875,808)     (3,819,677)
Purchase of other real estate                               (3,166)        (68,506)
Purchase of property and equipment                          (5,760)        (77,581)
                                                       -----------     -----------
NET CASH USED IN INVESTING ACTIVITIES:                  (6,606,317)     (6,476,755)
                                                       -----------     -----------
CASH FLOW FROM FINANCING ACTIVITIES:
Net increase in deposits                                 5,701,343       7,927,182
Net increase in repurchase agreements                    2,134,818            --
                                                       -----------     -----------
NET CASH PROVIDED BY FINANCING ACTIVITIES:               7,836,161       7,927,182
                                                       -----------     -----------
NET INCREASE (DECREASE) IN CASH:                         1,698,592       1,529,351
CASH AT BEGINNING OF PERIOD:                             2,408,375       3,605,607
                                                       -----------     -----------
CASH AT END OF PERIOD:                                   4,106,967       5,134,958
                                                       -----------     -----------
Supplemental disclosure of cash flow information -
   cash paid during the period for interest:           $ 1,071,572     $   869,681
                                                       -----------     -----------

</TABLE>

                                       -4-

<PAGE>




                          SARASOTA BANCORPORATION, INC.
                                 AND SUBSIDIARY
             Notes to Consolidated Financial Statements (Unaudited)
                               September 30, 1996


Note 1 - Basis of Presentation

          The accompanying financial statements have been prepared in accordance
with generally accepted accounting  principles for Interim Financial  Statements
and with the instructions to form 10-QSB.  Accordingly,  they do not include all
the  information  and  footnotes  required  by  generally  accepted   accounting
principles for complete financial statements. In the opinion of management,  all
adjustments (consisting of normal recurring accruals) considered necessary for a
fair  presentation  have been  included.  Operating  results  for the nine month
period ended  September 30, 1996 are not  necessarily  indicative of the results
that  may be  expected  for the  year  ended  December  31,  1996.  For  further
information, refer to the financial statements and footnotes thereto included in
the Company's Form 10-KSB for the year ended December 31, 1995.


Note 2 - Summary of Organization

          Sarasota Bancorporation,  Inc. (the "Company"), was incorporated under
the laws of the State of  Florida  on  December  28,  1990,  for the  purpose of
becoming  a bank  holding  company  with  respect  to a  proposed  de novo bank,
                                                                   -------
Sarasota Bank (the "Bank") located in Sarasota,  Florida. Prior to the formation
of the Company,  the Company's organizers formed a partnership to facilitate the
organization of the Company.  The partnership was  subsequently  merged into the
Company as of December 30, 1990. As a result,  each organizers'  capital account
in the  partnership was exchanged for common stock of the Company and all assets
of the partnership  were  contributed as capital to the Company in consideration
of the  issuance  of its common  stock to the  organizers.  On May 29,  1992 the
organizers  received  approval from the Federal Reserve Board to form a one-bank
holding company and on September 15, 1992, the organizers received approval from
the Office of the Comptroller of the State of Florida for the  organization of a
new state banking association.  On September 15, 1992, in consideration of $4.25
million, the Company acquired 100% of the Bank's capital stock.

Note 3 - Significant Accounting Policies

          The  accounting  and  reporting  policies  of the  Company  conform to
generally accepted accounting principles and to general practices in the banking
industry. The following summarizes the more significant of these policies:

          Investment  Securities.   As  of  September  30,  1996  no  Investment
          -----------------------   
Securities are carried as "Held to maturity."


                                       -5-

<PAGE>



          Available  for Sale  Securities.  As of September  30, 1996 the market
          -------------------------------  
value of "Available for sale securities" is $10,255,464.
           
          

          Organizational  Costs.  In accordance  with FASB  Statement No. 7, the
          ---------------------  
Company and the subsidiary Bank  capitalized all direct costs that were incurred
in the  expectation  that they would  generate  future  revenues  and  otherwise
benefit periods after the subsidiary Bank opened for business. These capitalized
costs, or  organizational  costs, are amortized over a sixty-month  period using
the straight line method. As of September 30, 1996,  unamortized  organizational
costs amounted to $36,147.

          Profit  Per  Share.  Profit  per share of $.58 for the  quarter  ended
          ------------------  
September  30, 1996 may not be  indicative  of  projected  earnings for the year
ending December 31, 1996.

          Income Taxes. The Company will be subject to taxation whenever taxable
          ------------
income is generated. As of September 30, 1996, no income taxes have been accrued
because of net operating loss carryovers.

          Statement of Cash Flows.  The  presentation  of the  statement of cash
          -----------------------
flows is condensed as permitted by the Securities and Exchange  Commission.  The
classification  of cash  flows  is  consistent  with  the  requirements  of FASB
Statement No. 95.

Note 4 -  Related Parties

          One of the  Company's  directors  serves  as  legal  counsel  for  the
Company.  During the nine months ended  September 30, 1996,  the gross fees paid
for this director's legal services  totaled  $10,874.  This amount includes sums
paid by the Bank and its customers to the director's law firm as well as certain
cost  advances made to the law firm. A second  director of the Company  provides
advertising,  printing and other miscellaneous  services to the Company.  During
the nine months  ended  September  30,  1996,  the gross  billings  paid to this
director,  which  includes  costs passed  through to other  companies  providing
services  to the  Company,  totaled  $42,357.  A third  director  of the Company
provides  accounting  services  for the  Company.  During the nine months  ended
September  30,  1996,  the Company  paid a total of $1,200 for these  accounting
services.  A fourth  director  of the Company  has sold  insurance  to the bank,
receiving  fees totaling  $838 for the nine months ended  September 30, 1996 for
such services.


                                       -6-

<PAGE>



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

          The following  discussion addresses the factors that have affected the
financial condition and results of operations of Sarasota  Bancorporation,  Inc.
(the "Company") as reflected in the Company's unaudited  consolidated  financial
statements for the three month and nine month periods ended September 30, 1996.

Results of Operations and Financial Condition

          The Company's net income for the third quarter of 1996 was $164,593, a
709.6%  increase  compared to $20,331 for the same period in 1995.  Earnings per
share  increased to $.35 in the third quarter of 1996 compared to $.04 per share
for the same period in 1995. Net income for the nine months ended  September 30,
1996 was $274,557  compared to $48,579 for the same period in 1995,  an increase
of $225,978 or 465.2%. The increases in net income are primarily attributable to
a 58.4% and a 51.6%  increase  in  interest  and fees on loans for the three and
nine month periods ended September 30, 1996, respectively.

          Net  interest  income  after  provision  for loan losses for the third
quarter  of 1996  increased  $140,355  or 44.4% to  $456,195  from a balance  of
$315,840 for the third quarter of 1995. Net interest  income after provision for
loan losses for the nine months ended  September 30, 1996 increased  $279,081 or
30.4% to $1,197,979  from a balance of $918,898 for the same period in 1995. The
increases in net interest  income  resulted  primarily  from an increase in loan
volume and a corresponding  increase in interest and fees on loans.  The cost of
deposits  averaged 4.01% for the third quarter of 1996 compared to 3.99% for the
third  quarter of 1995.  The net  interest  margin for the nine months and three
months ended September 30, 1996 was 4.49% and 4.13% on average earning assets of
$36,822,861 and $40,579,068, respectively for the periods stated. For these same
periods in 1995,  the net interest  margin was 4.00% and 3.87%  respectively  on
average  earning assets of  $30,372,960  and  $32,268,157.  This increase in net
interest  margin is  reflective  of growth in earning  assets and  repricing  of
floating  rate assets  quicker  than  repricing  of interest  bearing  liability
accounts.

          Non-interest  expense for the third quarter of 1996 increased  $25,972
or 8.6% as compared to the third quarter of 1995. This increase is primarily the
result  of  increased   compensation  expenses  and  increased  advertising  and
marketing expenses.

          Non-interest  income  increased  $29,879  or 413.8%  during  the third
quarter  ended  September  30,  1996 as  compared  to the same  period  in 1995.
Non-interest  income decreased  $15,263 or 11.8% for the nine month period ended
September  30, 1996 as compared to the same  period in 1995.  The  decreases  in
non-interest  income  during  the  nine  months  ended  September  30,  1996 are
attributable  to lower fees and other  income which  include  decreases in small
business  association  fees as well as lower  rental  income  earned on  certain
office space located in the Bank's  principal  office facility that,  until July
12, 1996, was subleased by the Company.

          For the nine month  period  ended  September  30,  1996,  the  Company
experienced  continued  asset,  loan  and  deposit  growth.  Total  assets  have


                                       -7-

<PAGE>



increased  22.17% to  $44,429,763  at  September  30, 1996 from  $36,367,173  at
December 31, 1995.  This  increase is primarily  attributable  to an increase in
loans of  approximately  $6.8 million during this nine month period.  Securities
available for sale  decreased by $382,559 to  $10,255,464  at September 30, 1996
from $10,638,023 at December 31, 1995 in order to accommodate the increased loan
demand experienced during the nine month period ended September 30, 1996.

          The  allowance  for loan  losses  for the  third  quarter  of 1996 was
$21,200 compared to $10,000 in the third quarter of 1995. The allowance for loan
losses as of September 30, 1996 was $294,640 as compared to $225,950 at December
31, 1995. At September 30, 1996, the allowance for loan losses represented 1.00%
of total loans outstanding.  Management  considers this allowance to be adequate
based upon  evaluations  of specific  loans and the  weighting  of various  loan
categories  in  accordance  with the Bank's  internal  loan rating  system.  The
provision  for loan losses is based upon  management's  continuing  analysis and
evaluation of various factors,  including current economic conditions,  the size
of the loan portfolio,  past loan loss experience,  underlying collateral value,
the  Bank's  internal  rating  system  and  other  factors  deemed  relevant  by
management.

          Through  the first  nine  months of 1996,  charged-off  loans  totaled
$22,263 with  recoveries  of $11,801,  or .08% of total loans  outstanding.  The
ratio of  non-performing  loans  (including  loans 90 days or more  past due) to
total  outstanding  loans was 2.28% as of September 30, 1996 compared to .38% as
of September 30, 1995.  At year ended  December 31, 1995,  non-performing  loans
were  .20% of  loans  outstanding.  The  increase  in  non-performing  loans  is
primarily  attributable to three commercial real estate loans which are 30 to 40
days past due.

Capital Adequacy

          Federal banking  regulators have established  certain capital adequacy
standards required to be maintained by banks and bank holding  companies.  These
regulations  establish  minimums of risk-based  capital of 4.0% for core capital
(tier 1 capital),  8.0% for total risk-based capital,  and at least 3.0% for the
leverage ratio.  Three percent is the minimum leverage ratio for the most highly
rated  banks.  All other banks are required to meet a minimum of at least 100 or
200 basis points above the 3.0% level.  The Company's tier 1 risk-based  capital
ratio at September 30, 1996 was 11.95%,  its total risk-based  capital ratio was
12.95%, and its leverage ratio was 7.95%, well above the required minimums.

Liquidity

          The Company  views  liquidity as the ability to provide for the credit
needs of the market and to provide funds for deposit withdrawals. With a loan to
deposit  ratio of 75.41% as of September  30,  1996,  cash and due from banks of
$1,740,967 and federal funds sold of $2,366,000, the Company does not anticipate
any events which would require  liquidity beyond that which is available through
deposit growth or its investment  portfolio.  The Company  actively  manages the
levels,  types,  and  maturities  of earning  assets in  relation to the sources
available to fund current and future  needs to ensure  adequate  funding will be
available at all times.  There are no known trends or any known  commitments  or
uncertainties  that  will  result  in  the  Company's  liquidity  increasing  or
decreasing in any material way.


                                       -8-

<PAGE>



                           PART II. OTHER INFORMATION


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

          (a)      The following exhibit is filed with this report:

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

                           27                    Financial Data Schedule

          (b)      Reports on Form 8-K. No reports on Form 8-K were filed during
                   the quarter ended September 30, 1996.



                                       -9-

<PAGE>



                                   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.


                                  SARASOTA BANCORPORATION, INC


Dated:   November 5, 1996         By:    /s/  Christine L. Jennings
                                         ------------------------------
                                              Christine L. Jennings
                                              President (Principal Executive
                                                Officer)



                                  By:    /s/  Susan K. Flynn
                                         ------------------------------
                                              Susan K. Flynn
                                              Vice President and
                                                Chief Financial Officer
                                                (Principal Financial Officer)



                                      -10-

<PAGE>


                                  EXHIBIT INDEX

Exhibit No.               Description                            Page No.
-----------               -----------                            --------

27                        Financial Data Schedule                   12




                                      -11-

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