UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D. C. 20549

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

                                    FORM 10-Q

                QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

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


For Quarter Ended March 31, 2000                 Commission File Number 0-20378

                               CENIT BANCORP, INC.
                       ------------------------------------
              (Exact name of registrant as specified in its charter)

               Delaware                               54-1592546
----------------------------------------      -------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification
 incorporation or organization)                         Number)

 300 East Main Street, Suite 1350
          Norfolk, Virginia                             23510
----------------------------------------       ------------------------
(Address of principal executive                       (Zip code)
      office)

      Registrant's telephone number, including area code:     (757) 446-6600

      Indicate by check mark  whether the  registrant  (1) has filed all reports
      required to be filed by Section 13 or 15(d) of the Securities Exchange Act
      of 1934 during the  preceding 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
                               -----

      Indicate the number of shares  outstanding of each of the issuer's classes
      of common stock, as of the latest practicable date.

Common Stock $.01 Par Value                                 4,716,498
---------------------------                 -----------------------------------
       Title of Class                            Number of Shares Outstanding
                                                        as of May 11, 2000


<PAGE>



                      CENIT BANCORP, INC. AND SUBSIDIARIES

                                    Contents
-------------------------------------------------------------------------------


                                                                           Page
                                                                           ----
PART I - FINANCIAL INFORMATION

Item 1
   Financial Statements

Consolidated Statement of Financial Condition as of March 31, 2000 (Unaudited)
and December 31, 1999.........................................................1

Unaudited Consolidated Statement of Operations for the Three Months
Ended March 31, 2000 and March 31, 1999.......................................2

Unaudited Consolidated Statement of Comprehensive Income for the Three
Months Ended March 31, 2000 and March 31, 1999................................3

Unaudited Consolidated Statement of Changes in Stockholders' Equity for the
Three Months ended March 31, 2000.............................................4

Unaudited Consolidated Statement of Cash Flows for the Three Months Ended
March 31, 2000 and March 31, 1999.............................................5

Notes to Unaudited Consolidated Financial Statements..........................6

Item 2
   Management's Discussion and Analysis of Financial Condition and Results
   of Operations............................................................. 7

Item 3
   Quantitative and Qualitative Disclosures about Market Risk................15

PART II - OTHER INFORMATION

Item 1
   Legal Proceedings.........................................................15

Item 2
   Changes in Securities.....................................................15

Item 3
   Defaults Upon Senior Securities...........................................15

Item 4
   Submission of Matters to a Vote of Security Holders.......................15

Item 5
   Other Information ........................................................15

Item 6
   Exhibits and Reports on Form 8-K..........................................15

   Signatures................................................................15


<PAGE>



PART I - FINANCIAL INFORMATION
Item 1 - Financial Statements

                      CENIT BANCORP, INC. AND SUBSIDIARIES

                  CONSOLIDATED STATEMENT OF FINANCIAL CONDITION
                  (Dollars in thousands, except per share data)
<TABLE>
<CAPTION>

                                     ASSETS

                                                                             (Unaudited)
                                                                           March 31, 2000       December 31, 1999
                                                                           --------------       -----------------
<S>                                                                           <C>                   <C>
Cash                                                                          $  19,311             $  17,554
Federal funds sold                                                               12,910                12,908
Securities available for sale at fair value (adjusted
   cost of $136,276 and $139,386, respectively)                                 134,674               138,298
Loans, net:
   Held for investment                                                          464,826               469,618
   Held for sale                                                                  1,116                 3,456
Interest receivable                                                               4,178                 4,067
Real estate owned, net                                                              217                   218
Federal Home Loan Bank stock, at cost                                             6,050                 7,100
Property and equipment, net                                                      13,519                13,757
Goodwill and other intangibles, net                                               3,205                 3,293
Other assets                                                                      4,123                 3,944
                                                                              ---------             ---------
                                                                              $ 664,129             $ 674,213
                                                                              =========             =========
                      LIABILITIES AND STOCKHOLDERS' EQUITY

Liabilities:
   Deposits:
     Noninterest-bearing                                                      $  71,304             $  64,491
     Interest-bearing                                                           426,879               400,127
                                                                              ---------             ---------
        Total deposits                                                          498,183               464,618
   Advances from the Federal Home Loan Bank                                      95,000               142,000
   Securities sold under agreements to repurchase                                15,073                13,233
   Advance payments by borrowers for taxes and insurance                          1,021                   565
   Other liabilities                                                              3,796                 2,532
                                                                              ---------             ---------
        Total liabilities                                                       613,073               622,948
                                                                              ---------             ---------
Stockholders' equity:
   Preferred stock, $.01 par value; authorized 3,000,000
     shares; none outstanding                                                         -                     -
   Common stock, $.01 par value; authorized 7,000,000 shares;
     issued and outstanding 4,753,663 and 4,751,644 at March 31,
     2000 and December 31, 1999, respectively                                        48                    48
   Additional paid-in capital                                                    12,983                12,964
   Retained earnings - substantially restricted                                  42,940                42,914
   Common stock acquired by Employee Stock Ownership Plan (ESOP)                 (3,812)               (3,862)
   Common stock acquired by Management Recognition Plan (MRP)                      (110)                 (125)
   Accumulated other comprehensive income,
     net of income taxes                                                           (993)                 (674)
                                                                              ---------             ---------
     Total stockholders' equity                                                  51,056                51,265
                                                                              ---------             ---------
                                                                              $ 664,129             $ 674,213
                                                                              =========             =========

<FN>
The notes to unaudited consolidated financial statements are an integral part of
this statement.
</FN>
</TABLE>

                                        1


<PAGE>



                      CENIT BANCORP, INC. AND SUBSIDIARIES

                 UNAUDITED CONSOLIDATED STATEMENT OF OPERATIONS
                  (Dollars in thousands, except per share data)
<TABLE>
<CAPTION>

                                                                                               Three Months
                                                                                                   Ended
                                                                                                 March 31,
                                                                                        -----------------------
                                                                                        2000               1999
                                                                                        ----               ----
<S>                                                                                   <C>               <C>
Interest and fees on loans                                                            $   9,132         $  9,445
Interest on mortgage-backed certificates                                                  1,429              273
Interest on investment securities                                                           776              770
Dividends and other interest income                                                         261              239
                                                                                      ---------         --------
   Total interest income                                                                 11,598           10,727
                                                                                      ---------         --------
Interest on deposits                                                                      4,261            4,198
Interest on borrowings                                                                    1,943            1,182
                                                                                      ---------         --------
   Total interest expense                                                                 6,204            5,380
                                                                                      ---------         --------
   Net interest income                                                                    5,394            5,347
Provision for loan losses                                                                    29               14
                                                                                      ---------         --------
   Net interest income after provision for loan losses                                    5,365            5,333
                                                                                      ---------         --------
Other income:
   Deposit fees                                                                             708              659
   Merchant processing fees                                                                 511              514
   Commercial mortgage brokerage fees                                                         -              158
   Gains on sales of loans, net                                                             132              240
   Other                                                                                    242              260
                                                                                      ---------         --------
     Total other income                                                                   1,593            1,831
                                                                                      ---------         --------

Other expenses:
   Salaries and employee benefits                                                         2,296            2,436
   Equipment, data processing and supplies                                                  808              747
   Net occupancy expense of premises                                                        572              526
   Merchant processing                                                                      391              429
   Professional fees                                                                        157              174
   Other                                                                                    563              563
                                                                                      ---------         --------
     Total other expenses                                                                 4,787            4,875
                                                                                      ---------         --------

Income before income taxes                                                                2,171            2,289
Provision for income taxes                                                                  782              824
                                                                                      ---------         --------
   Net income                                                                         $   1,389         $  1,465
                                                                                      =========         ========

Earnings per  share:
   Basic                                                                              $     .31         $    .32
                                                                                      =========         ========
   Diluted                                                                            $     .30         $    .31
                                                                                      =========         ========
Dividends per common share                                                            $     .15         $    .15
                                                                                      =========         ========



<FN>
The notes to unaudited consolidated financial statements are an integral part of
this statement.
</FN>
</TABLE>

                                        2
<PAGE>


                      CENIT BANCORP, INC. AND SUBSIDIARIES

            UNAUDITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
                             (Dollars in thousands)
<TABLE>
<CAPTION>

                                                                                               Three Months
                                                                                                   Ended
                                                                                                 March 31,
                                                                                       ------------------------
                                                                                         2000            1999
                                                                                         ----            ----
<S>                                                                                    <C>              <C>
Net income                                                                             $  1,389         $ 1,465
                                                                                       --------         -------

Other comprehensive loss, before income taxes:
     Unrealized holding losses on securities available for
        sale arising during the period                                                     (514)           (323)
                                                                                       --------         -------
Other comprehensive loss, before income taxes                                              (514)           (323)

Income tax benefit related to items of other comprehensive loss                             195             122
                                                                                       --------         -------

Other comprehensive loss, net of income taxes                                              (319)           (201)
                                                                                       --------         -------

Comprehensive income                                                                   $  1,070         $ 1,264
                                                                                       ========         =======








<FN>
The notes to unaudited consolidated financial statements are an integral part of
this statement.
</FN>
</TABLE>

                                        3


<PAGE>



                      CENIT BANCORP, INC. AND SUBSIDIARIES

       UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                        Three Months Ended March 31, 2000
                             (Dollars in thousands)
<TABLE>
<CAPTION>

                                                                                         Common
                                                                                         Stock      Accumulated Other
                                     Common       Common      Additional                Acquired      Comprehensive
                                      Stock        Stock       Paid-In     Retained     by ESOP       Loss, Net of
                                     Shares       Amount       Capital     Earnings      and MRP      Income Taxes        Total
                                     ------       ------      ---------    --------      -------     --------------      ------

<S>                               <C>             <C>         <C>          <C>        <C>            <C>               <C>
Balance, December 31, 1999        4,751,644       $ 48        $12,964      $42,914    $(3,987)       $  (674)          $ 51,265


Comprehensive income                      -          -              -        1,389         -            (319)             1,070


Cash dividends declared                   -          -              -       (1,363)        -               -             (1,363)


Exercise of stock options and
   related tax benefits               2,019          -             19            -         -               -                 19


Other                                     -          -              -            -        65               -                 65
                                    -------       ----        -------    -------      ------         -------           --------


Balance, March 31, 2000             4,753,663     $ 48        $12,983    $42,940      $(3,922)       $  (993)          $ 51,056
                                    =========     ====        =======    =======      =======        =======           ========





<FN>
The notes to unaudited consolidated financial statements are an integral part of
this statement.
</FN>
</TABLE>

                                        4


<PAGE>



                      CENIT BANCORP, INC. AND SUBSIDIARIES

                 UNAUDITED CONSOLIDATED STATEMENT OF CASH FLOWS
                             (Dollars in thousands)
<TABLE>
<CAPTION>
                                                                              Three months ended March 31,
                                                                              ----------------------------
                                                                              2000                    1999
                                                                              ----                    ----
<S>                                                                         <C>                    <C>
Cash flows from operating activities:

   Net income                                                               $ 1,389                $ 1,465
   Add (deduct) items not affecting cash in the period:
     Provision for loan losses                                                   29                     14
     Amortization of loan yield adjustments                                     203                    178
     Depreciation, amortization and accretion, net                              463                    432
     Net gains on sales/disposals of:
        Loans                                                                  (132)                  (240)
        Real estate, property and equipment                                     (25)                   (45)
     Proceeds from sales of loans held for sale                               9,380                 17,340
     Originations of loans held for sale                                     (6,909)               (15,943)
     Change in assets/liabilities:
        Net (increase) decrease in interest receivable and other assets        (240)                   534
        Net increase (decrease) in other liabilities                            810                 (2,512)
                                                                           --------                -------
        Net cash provided by operating activities                             4,968                  1,223
                                                                           --------                -------
Cash flows from investing activities:
   Purchases of securities available for sale                                (5,538)               (11,136)
   Principal repayments on securities available for sale                      3,641                  2,279
   Proceeds from maturities of securities available for sale                  5,000                  4,000
   Net decrease (increase) in loans held for investment                       4,584                 (7,748)
   Net proceeds on sales of real estate owned                                   (21)                    57
   Additions to real estate                                                      (1)                     -
   Purchases of Federal Home Loan Bank stock                                   (250)                     -
   Redemption of Federal Home Loan Bank stock                                 1,300                    816
   Purchases of property and equipment                                         (116)                  (225)
                                                                           --------                -------
     Net cash used for investing activities                                   8,599                (11,957)
                                                                           --------                -------
Cash flows from financing activities:
   Proceeds from exercise of stock options and warrants                          12                      9
   Net increase (decrease) in deposits                                       33,565                 (6,543)
   Proceeds from Federal Home Loan Bank advances                             11,000                      -
   Repayment of Federal Home Loan Bank advances                             (58,000)                     -
   Common stock repurchases                                                       -                   (373)
   Net increase in securities sold under agreement
     to repurchase                                                            1,840                  3,103
   Cash dividends paid                                                         (681)                  (684)
   Other, net                                                                   456                    481
                                                                           --------                -------
        Net cash used for financing activities                              (11,808)                (4,007)
                                                                           --------                -------
Increase (decrease) in cash and cash equivalents                              1,759                (14,741)
Cash and cash equivalents, beginning of period                               30,462                 56,945
                                                                           --------                -------
Cash and cash equivalents, end of period                                  $  32,221               $ 42,204
                                                                           ========                =======
Supplemental disclosures of cash flow  information:
     Cash paid during the period for interest                             $   2,274               $  1,660
     Cash paid during the period for income taxes                                 -                    127
   Schedule of noncash investing and financing activities:

     Real estate acquired in settlement of loans                          $     122               $     76
     Loans to facilitate sale of real estate owned                              146                      -

<FN>
The notes to unaudited consolidated financial statements are an integral part of
this statement.
</FN>
</TABLE>
                                        5

<PAGE>


                      CENIT BANCORP, INC. AND SUBSIDIARIES

              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
-------------------------------------------------------------------------------


Note 1 - Basis of Presentation

    The  accompanying  unaudited  consolidated  financial  statements  have been
prepared in accordance with the instructions to Form 10-Q and, therefore, do not
include  all of the  disclosures  and notes  required by  accounting  principles
generally  accepted in the United States. In the opinion of the management,  all
adjustments (consisting of normal recurring accruals) considered necessary for a
fair  presentation  have been included.  The results of operations for the three
month  periods ended March 31, 2000 and 1999 are not  necessarily  indicative of
results that may be expected for the entire year or any interim periods. Certain
previously  reported  amounts have been  reclassified  to agree with the current
presentation.  The interim  financial  statements  should be read in conjunction
with the December 31, 1999 consolidated  financial  statements of CENIT Bancorp,
Inc. (the "Company").

Note 2 - Per Share Data

    Basic  earnings  per  share is  calculated  using  weighted  average  shares
outstanding.  For the three month period ended March 31, 2000,  weighted average
shares used to compute basic  earnings per share were  4,543,261.  For the three
months  ended March 31,  1999,  weighted  average  shares used to compute  basic
earnings per share were 4,566,074.

    Diluted earnings per share is calculated by adding common stock  equivalents
to the weighted  average  shares  outstanding.  For the three month period ended
March 31, 2000,  weighted  average shares used to compute  diluted  earnings per
share were  4,599,677.  For the three  months  ended  March 31,  1999,  weighted
average shares used to compute diluted earnings per share were 4,654,449.

                                        6


<PAGE>



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

General

     The  Company's  business  currently  consists  of the  business of its sole
subsidiary, CENIT Bank (the "Bank"). The principal business of the Bank consists
of attracting retail deposits from the general public in its market area through
a variety of deposit  products and  investing  these funds in  commercial,  real
estate  and  consumer   loans.   The  Bank  also   invests  in   mortgage-backed
certificates,  securities  issued  by the  U.S.  Treasury  and  U.S.  Government
agencies,   federal  funds  sold,  Federal  Home  Loan  Bank  stock,  and  other
investments permitted by applicable laws and regulations.

Financial Condition Of The Company

Total Assets

     At March 31, 2000, the Company had total assets of $664.1 million, compared
to $674.2 million at December 31, 1999, a decrease of $10.1 million, or 1.5%.

Securities Available for Sale

     Securities  available for sale totaled $134.7 million at March 31, 2000 and
are comprised of  mortgage-backed  certificates,  U. S. Treasury and other U. S.
Government  agency  securities,  and other debt securities.  The net decrease of
$3.6  million,  or 2.6% from the  December  31, 1999  balance of $138.3  million
resulted  primarily from $8.6 million in proceeds from  maturities and principal
repayments,  offset partially by $5.5 million in purchases of available for sale
securities.

Loans

     The balance of net loans decreased to $465.9 million at March 31, 2000 from
$473.1  million at December 31,  1999,  a decrease of $7.1 million or 1.5%.  The
decrease  was  primarily  due to net  portfolio  paydowns  and a decline  in the
Company's  mortgage  lending business caused by rises in mortgage lending rates.
Permanent single-family mortgage loans held for investment and net held for sale
balances  decreased a total of $6.2 million,  or 2.8%, from December 31, 1999 to
March 31, 2000. In addition, for the three months ended March 31, 2000, mortgage
loan originations  totaled $46.2 million,  down from $49.6 million for the three
months ended December 31, 1999.


                                        7

<PAGE>

     The following  table sets forth the  composition of the Company's  loans in
dollar  amounts and as a percentage of the Company's  total gross loans held for
investment at the dates indicated.

<TABLE>
<CAPTION>
                                                           March 31, 2000                   December 31, 1999
                                                       ---------------------              ---------------------
                                                                        (Dollars in Thousands)
                                                       Amount        Percent              Amount        Percent
                                                       ------        -------              ------        -------
<S>                                                   <C>              <C>              <C>               <C>
Real estate loans:
   Residential permanent 1- to 4-family:

     Adjustable rate                                  $ 147,705        29.23%           $  149,163        29.44%
     Fixed rate
       Conventional                                      66,812        13.22                69,055        13.63
       Guaranteed by VA or insured by FHA                 2,688          .53                 2,823          .56
                                                      ---------       ------            ----------       ------
     Total permanent 1- to 4-family                     217,205        42.98               221,041        43.63
   Residential permanent 5 or more family                 8,529         1.69                 8,082         1.59
                                                      ---------       ------            ----------       ------
     Total permanent residential loans                  225,734        44.67               229,123        45.22
                                                      ---------       ------            ----------       ------
   Commercial real estate loans:
     Hotels                                              10,615         2.10                10,711         2.11
     Office and warehouse facilities                     38,086         7.54                38,908         7.68
     Retail facilities                                   23,259         4.60                22,098         4.36
     Other                                               10,309         2.04                10,007         1.97
                                                      ---------       ------            ----------       ------
     Total commercial real estate loans                  82,269        16.28                81,724        16.12
                                                      ---------       ------            ----------       ------
   Construction loans:
     Residential 1- to 4-family                          48,747         9.65                48,912         9.65
     Residential 5 or more family                         2,866          .57                 9,616         1.90
     Nonresidential                                      13,476         2.67                 7,685         1.52
                                                      ---------       ------            ----------       ------
     Total construction loans                            65,089        12.89                66,213        13.07
                                                      ---------       ------            ----------       ------

   Land acquisition and development loans:

     Consumer lots                                        3,609          .71                 3,566          .70
     Acquisition and development                         18,632         3.69                18,065         3.57
                                                      ---------       ------            ----------       ------
     Total land acquisition and development
       loans                                             22,241         4.40                21,631         4.27
                                                      ---------       ------            ----------       ------
     Total real estate loans                            395,333        78.24               398,691        78.68
                                                      ---------       ------            ----------       ------
Consumer loans:
   Boats                                                  2,712          .54                 2,855          .56
   Home equity and second mortgage                       57,778        11.43                56,469        11.14
   Other                                                 11,704         2.32                11,968         2.37
                                                      ---------       ------            ----------       ------
     Total consumer loans                                72,194        14.29                71,292        14.07
                                                      ---------       ------            ----------       ------
Commercial business loans                                37,760         7.47                36,739         7.25
                                                      ---------       ------            ----------       ------
     Total loans                                        505,287       100.00%              506,722       100.00%
                                                      ---------       ======            ----------       ======
Less:
   Allowance for loan losses                              3,835                              3,860
   Undisbursed portion of construction and
     acquisition and development loans                   38,068                             34,714
   Unearned discounts, premiums, and
     loan fees, net                                      (1,442)                            (1,470)
                                                      ---------                         ----------
                                                         40,461                             37,104
                                                      ---------                         ----------
Total loans, net                                      $ 464,826                         $  469,618
                                                      =========                         ==========
</TABLE>


                                        8

<PAGE>

Deposits

     Total deposits  increased  $33.6 million,  or 7.2%,  from $464.6 million at
December 31, 1999 to $498.2 million at March 31, 2000.  The Company  experienced
significant  increases in both transaction  deposits of $22.3 million, or 10.3%,
and  certificates  of  deposit  of $11.3  million,  or  4.6%.  The  increase  in
transaction deposits was primarily attributable to the Company's continued focus
on  growing  this  line  of  business  as  part  of  its  banking   initiatives.
Certificates  of deposit  increased  primarily  as a result of a special  retail
promotion on 18 and 60 month  certificates  of deposit held in the first quarter
of 2000.

Capital

     The Company's and the Bank's capital ratios exceeded applicable  regulatory
requirements at March 31, 2000.

     The  Board of  Directors  of the  Company  previously  gave  the  Company's
management the  discretion to repurchase up to 150,000 of the Company's  shares.
The  Company is not  obligated  to conduct  such a  repurchase  at all,  and the
Company's  decision  to do so,  as well as the  timing of any  repurchase,  will
depend on a variety of  factors.  As of May 11,  2000,  102,000  shares had been
repurchased under this discretionary  authority. On April 24, 2000, the Board of
Directors of the Company gave the  Company's  management,  subject to regulatory
approval,  the  discretion  to  repurchase  up to an  additional  233,283 of the
Company's shares. No shares have been repurchased under the latter discretionary
authority.

Asset Quality

     Nonperforming Assets.  Nonperforming assets consist of nonperforming loans,
real estate  acquired in  settlement  of loans  ("REO"),  and other  repossessed
assets. Generally the Company does not accrue interest on loans that are 90 days
or more past due,  with the  exception of certain  VA-guaranteed  or FHA insured
one- to four-family  permanent  mortgage loans,  certain credit card loans,  and
matured loans for which the borrowers are still making required monthly payments
of interest,  or principal and  interest,  and with respect to which the Bank is
negotiating extensions or refinancings with the borrowers.

                                        9


<PAGE>

    The following table sets forth information about the Company's nonperforming
loans, REO, and other repossessed assets at the dates indicated.

<TABLE>
<CAPTION>


                                                                        March 31,                December 31,
                                                                           2000                     1999
                                                                       ------------              ------------
                                                                                  (Dollars in Thousands)
<S>                                                                      <C>                        <C>
Nonperforming loans:
   Real estate loans:
     Permanent residential 1- to 4-family
       Nonaccrual                                                        $  174                     $    54
       Accruing loans 90 days or more past due                              718                          87
                                                                         ------                     -------
         Total                                                              892                         141
                                                                         ------                     -------

     Land acquisition and development:
       Nonaccrual                                                            48                          48
                                                                         ------                     -------
         Total                                                               48                          48
                                                                         ------                     -------
   Consumer loans:
       Nonaccrual

         Boats                                                                9                          10
         Home equity and second mortgage                                     34                          49
         Other                                                               26                          20
       Accruing loans 90 days or more past due                                1                           -
                                                                         ------                     -------
         Total                                                               70                          79
                                                                         ------                     -------
   Commercial business loans:
       Nonaccrual                                                            15                         111
                                                                         ------                     -------
         Total                                                               15                         111
                                                                         ------                     -------

Total nonperforming loans:
       Nonaccrual                                                           306                         292
       Accruing loans 90 or more days past due                              719                          87
                                                                         ------                     -------
         Total                                                            1,025                         379
Real estate owned, net                                                      217                         218
Other repossessed assets, net                                                 3                           6
                                                                         ------                     -------
   Total nonperforming assets, net                                        1,245                         603
   Total troubled debt restructurings                                         -                           -
                                                                         ------                     -------
Total nonperforming assets, net, and
   troubled debt restructurings                                          $1,245                     $   603
                                                                          =====                      ======

Total nonperforming assets, net, and troubled
   debt restructurings, to total assets                                     .19%                        .09%
                                                                            ===                         ===


   The increase in permanent  residential  1- to 4-family  accruing  loans 90 or
more days past due  represents a single loan which is being  serviced by a third
party.

</TABLE>

                                       10


<PAGE>

   Allowance for Loan Losses.  The following table sets forth activity of the
allowance for loan losses for the periods indicated.
                                                Three months ended March 31,
                                                ----------------------------
                                                   2000             1999
                                                   ----             ----
                                                   (Dollars in Thousands)

Balance at beginning of period                   $ 3,860          $ 4,024
Provision for loan losses                             29               14
Losses charged to allowance                          (76)            (108)
Recovery of prior losses                              22               14
                                                 -------          -------
Balance at end of period                         $ 3,835          $ 3,944
                                                 =======          =======

    The  Company's  coverage  ratio  (total  allowance  for loan losses to total
nonperforming  loans) was  approximately  four times, ten times, and three times
the  nonperforming  loans at March 31, 2000,  December  31, 1999,  and March 31,
1999,  respectively.  For the three  months  ended  March 31, 2000 and March 31,
1999, the difference between the provision for loan losses and net loans charged
off during the respective  period  relates  primarily to loan types in which the
Bank  is no  longer  active  and for  which  provisions  for  loan  losses  have
previously been made. Management believes that these provisions are adequate.

Average Balance Sheets

    The  following  tables set forth,  for the  periods  indicated,  information
regarding: (i) the total dollar amounts of interest income from interest-earning
assets  and the  resulting  average  yields;  (ii) the total  dollar  amounts of
interest  expense from  interest-bearing  liabilities and the resulting  average
costs;  (iii) net interest income;  (iv) interest rate spread;  (v) net interest
position;  (vi) the net yield earned on  interest-earning  assets; and (vii) the
ratio of total  interest-earning  assets to total interest- bearing liabilities.
Average  balances shown in the following tables have been calculated using daily
average balances.

                                       11


<PAGE>
<TABLE>
<CAPTION>

                                                        For the Three Months             For the Three Months
                                                                Ended                            Ended
                                                           March 31, 2000                      March 31, 1999
                                                    ----------------------------     ----------------------------
                                                    Average               Yield/     Average               Yield/
                                                    Balance   Interest     Cost      Balance   Interest     Cost
                                                    -------   --------    ------     -------   --------    ------
                                                                             (Dollars in thousands)
<S>                                                <C>         <C>           <C>    <C>         <C>           <C>
Interest-earning assets:
    Loans (1)                                      $  470,134  $  9,132      7.77%  $  500,197  $  9,445      7.55%
    Mortgage-backed certificates                       83,241     1,429      6.87       14,572       273      7.49
    Investment securities                              54,816       776      5.66       52,883       770      5.82
    Federal funds sold                                  9,827       138      5.62       12,469       146      4.68
    Federal Home Loan Bank stock                        6,402       123      7.69        5,011        93      7.42
                                                   ----------  --------             ----------  --------
       Total interest-earning assets                  624,420    11,598      7.43      585,132    10,727      7.33
                                                   ----------  --------             ----------  --------

Noninterest-earning assets:
    Real estate owned, net                                185                              386
    Other                                              36,798                           37,777
                                                   ----------                       ----------
       Total noninterest-earning assets                36,983                           38,163
                                                   ----------                       ----------
         Total assets                              $  661,403                       $  623,295
                                                   ==========                       ==========

Interest-bearing liabilities:
    Passbook and statement savings                 $   31,786  $    190      2.40   $   35,989  $    218      2.42
    Checking accounts                                  41,526       147      1.42       37,833       134      1.42
    Money market deposit accounts                      79,839       711      3.56       74,802       626      3.35
    Certificates of deposit                           253,136     3,212      5.08      258,414     3,220      4.98
                                                   ----------  --------             ----------  --------
       Total interest-bearing deposits                406,287     4,260      4.19      407,038     4,198      4.13
                                                   ----------  --------             ----------  --------
    Advances from the Federal Home

       Loan Bank                                      122,253     1,773      5.80       81,500     1,037      5.09
    Securities sold under agreements
       to repurchase                                   14,507       171      4.71       15,208       145      3.81
                                                   ----------  --------             ----------  --------
       Total borrowings                               136,760     1,944      5.69       96,708     1,182      4.89
                                                   ----------  --------             ----------  --------
       Total interest-bearing liabilities             543,047     6,204      4.57      503,746     5,380      4.27
                                                   ----------  --------             ----------  --------

Noninterest-bearing liabilities:
    Deposits                                           61,964                           64,187
    Other liabilities                                   5,268                            5,610
                                                   ----------                       ----------
       Total noninterest-bearing liabilities           67,232                           69,797
                                                   ----------                       ----------
         Total liabilities                            610,279                          573,543
                                                   ----------                       ----------

Stockholders' equity                                   51,124                           49,752
                                                   ----------                       ----------
Total liabilities and stockholders' equity         $  661,403                       $  623,295
                                                   ==========                       ==========

Net interest income/interest rate spread                       $  5,394      2.86%              $  5,347      3.06%
                                                               ========                         ========

Net interest position/net interest margin          $   81,373                3.46%  $   81,386                3.66%
                                                   ==========                       ==========

Ratio of average interest-earning assets to
    average interest-bearing liabilities               114.98%                      116.16%
                                                       ======                       ======

<FN>
(1) Includes nonaccrual loans and loans held for sale.
</FN>
</TABLE>
                                       12

<PAGE>

Comparison  of  Operating  Results for the Three Months Ended March 31, 2000 and
March 31, 1999.

General

    The  Company's  pre-tax  income  decreased  $118,000 to $2.2 million for the
three  months  ended March 31, 2000 from $2.3 million for the three months ended
March 31, 1999. The decrease was primarily  attributed to a $238,000 decrease in
other income offset by an $88,000 decrease in other expense. Net interest income
remained  substantially  the same for the first  quarter of 2000 compared to the
first quarter of 1999.

Net Interest Income

    The Company's  interest  income before  provision for loan losses  increased
$871,000  or 8.1% to $11.6  million  for the first  quarter of 2000  compared to
$10.7  million for the first quarter of 1999.  This  increase was  substantially
offset by an increase of  $824,000,  or 15.3% in interest  expense for the first
quarter of 2000 compared to the same period in 1999.

     Interest on loans decreased $0.3 million,  or 3.3%, to $9.1 million for the
first quarter 2000  compared to $9.4 million for the same period in 1999.  While
the average loan yield  increased to 7.77% for the first three months of 2000 as
compared  to 7.55%  for the  same  period  in 1999,  the  average  loan  balance
decreased  $30.1  million to $470.1  million in the first  quarter of 2000.  The
decrease in the average loan balance was attributable, in part, to net portfolio
paydowns and the decline in mortgage lending  activity as a result of the higher
interest rate environment. The higher interest rate environment also contributed
to the  increased  loan yields in the first three months of 2000 compared to the
same period in 1999.

    Interest  on  the  Company's   portfolio  of  mortgage-backed   certificates
increased  $1.2  million,  to $1.4 million for the quarter  ended March 31, 2000
from  $273,000  for the  comparable  1999  period.  The  average  balance of the
portfolio  increased  $68.7  million from $14.6  million in the first quarter of
1999 to $83.2 million in the first quarter of 2000.  This increase was primarily
attributable to the purchase of $51.8 million in  mortgage-backed  securities in
the third quarter of 1999.

    Interest on deposits  increased by $63,000,  or 1.5%,  for the quarter ended
March 31, 2000 compared to the quarter ended March 31,1999.  The overall average
balance of interest-bearing  deposits decreased by $751,000. The average balance
of  certificates  of  deposit   decreased  by  $5.3  million,   or  2.0%,  while
interest-bearing  checking,  savings and money market deposits increased by $4.5
million,  or 3.0%,  for the first quarter of 2000 compared to the same period in
1999. The average cost of deposits increased to 4.19% for the first three months
of 2000  compared  to 4.13%  for the first  three  months  of 1999.  The  higher
interest rate environment and a special  certificates of deposit  promotion held
in the first quarter of 2000  contributed to the increase in the average cost of
deposits.

    Interest on borrowings  increased  $761,000 for the three months ended March
31, 2000 compared to the same period in 1999.  This  increase was  substantially
due to a $40.8  million  increase  in the  average  balance of FHLB  advances to
$122.3  million for the first  quarter of 2000 compared to $81.5 million for the
comparable  period in 1999. The average cost of borrowings for the first quarter
of 2000  increased  to 5.69%  from  4.89% for the same  period in 1999.  A major
factor contributing to this increase was the conversion of a $60 million,  5.18%
fixed rate advance  outstanding  during the first  quarter of 1999 to an average
variable rate of 5.80% in the first quarter of 2000.

Provision for Loan Losses

    The Company's provision for loan losses remained  substantially the same for
the three  months  ended  March 31, 2000 as compared to the same period in 1999.
Net loans  charged off during the three months ended March 31, 2000 were $54,000
compared to $94,000 for the comparable 1999 period.

                                       13


<PAGE>

Other Income

     Total other income  decreased by $238,000,  or 13.0%, for the first quarter
of 2000 compared to the same period in 1999.  The decrease is primarily due to a
$158,000 decrease in commercial  mortgage brokerage fees and a $108,000 decrease
in gains on sales of loans.  Higher interest rates adversely  impacted  mortgage
originations  resulting in lower  volumes of loans sold in the first  quarter of
2000 compared to the same quarter in 1999.  Commercial  mortgage  brokerage fees
fluctuate  significantly  from  quarter-to-quarter  depending on the balances of
loans brokered. In the first quarter of 2000, there were no commercial mortgages
brokered and therefore no related fee income.

    Deposit fees and net merchant  processing income increased $49,000, or 7.4%,
and $35,000, or 41.2%,  respectively,  for the first quarter of 2000 compared to
the first quarter of 1999.

Other Expenses

    Total other expense decreased by $88,000 or 1.8%, for the three months ended
March 31, 2000  compared to the same period in 1999.  The decrease was primarily
due to a decrease  in  commission  expense  related to the lower  volume of loan
originations and brokered loans discussed above.

Liquidity

     The  principal  sources of funds for the Company for the three months ended
March 31, 2000  included a $33.6 million  increase in deposits,  $9.4 million in
proceeds  from the sale of  loans,  $8.6  million  in  proceeds  from  principal
repayments  and  maturities  of  securities  available  for sale, a $4.6 million
decrease in loans held for  investment,  $11 million of advances from the FHLB,
and a $1.3 million  redemption of Federal Home Loan Bank stock.  Funds were used
primarily to repay $58.0 million in FHLB advances,  to originate  loans held for
sale of $6.9 million,  and to fund purchases of securities available for sale of
$5.5 million.

    The Company's  liquidity  could be impacted by a decrease in the renewals of
deposits  or general  deposit  runoff.  However,  the Company has the ability to
raise  deposits  by  conducting  deposit  promotions.  In the event the  Company
requires funds beyond its ability to generate them internally, the Company could
obtain  additional  advances from the FHLB.  The Company could also obtain funds
through the sale of investment securities from its available for sale portfolio.

    All savings  institutions,  including the Bank,  are required to maintain an
average daily balance of liquid assets equal to a certain  percentage of the sum
of its average daily balance of net withdrawable deposit accounts and borrowings
payable in one year or less.  The  liquidity  requirement  may vary from time to
time (between 4% and 10%) depending  upon economic  conditions and savings flows
of all savings  institutions.  At March 31, 2000 and December 31, 1999, the Bank
exceeded the required liquid asset ratio of 4.0%.

                                       14


<PAGE>

Item 3 - Quantitative and Qualitative Disclosure About Market Risk

Market Risk Management

    The  Company's   primary   market  risk  exposure  is  interest  rate  risk.
Fluctuations in interest rates will impact both the level of interest income and
interest expense and the market value of the Company's  interest-earning  assets
and  interest-bearing  liabilities.  There  were  no  material  changes  in  the
Company's  market risk  management  strategy,  as stated in the  Company's  1999
annual report, during the first three months of 2000.

PART II - OTHER INFORMATION


Item 1 - Legal Proceedings - Inapplicable

Item 2 - Changes in Securities - Inapplicable

Item 3 - Defaults Upon Senior Securities - Inapplicable

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  -  None

                                                      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.

                                           CENIT BANCORP, INC.




DATE:  May 12, 2000                        /S/ Michael S. Ives
                                           ----------------------------
                                           Michael S. Ives
                                           President and Chief Executive Officer



DATE:  May 12, 2000                       /S/ John O. Guthrie
                                           -----------------------------
                                           John O. Guthrie
                                           Senior Vice President and
                                           Chief Financial Officer


                                       15