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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 10-QSB

(Mark One)

|  |  |                                                                                   
|- |  | ----------------------------------------------------------------------------------
|x |  | QUARTERLY REPORT UNDER SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 
|  |  | For the quarterly period ended June 30, 2002                                      
| 
|
|o |  | TRANSITION REPORT UNDER SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|  |  | For the transition period from      to                                            

Commission File No. 333-41545

ebank.com, Inc.




(Exact Name of Small Business Issuer as Specified in its Charter)


|                         |  |                                     
|------------------------ |  | ------------------------------------
|Georgia                  |  | 58-2349097                          
|                         |  |                                     
|(State of Incorporation) |  | (I.R.S. Employer Identification No.)

2410 Paces Ferry Road, Suite 280, Atlanta, Georgia 30339




(Address of Principal Executive Offices)


(770) 863-9229




(Issuers Telephone Number, Including Area Code)


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 Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.:   
Yes   x   
No   o

State the number of shares outstanding of each of the issuers classes of
common equity, as of the latest practicable date:

1,707,916 shares of common stock, par value $.01 per share, were issued
and outstanding as of July 30, 2002.

Transitional Small Business Disclosure Format:   
Yes   o   
No   x





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TABLE OF CONTENTS



|                                           |  |  |  |  |  |  |  | 
|------------------------------------------ |  |  |  |  |  |  |  | 
|PART I  FINANCIAL INFORMATION            
|PART II OTHER INFORMATION                 
|SIGNATURES                                
|AMENDMENT TO THE 1998 STOCK INCENTIVE PLAN
|EMPLOYMENT AGREEMENT                      
|SECTION 906 CERTIFICATION OF THE CEO      
|SECTION 906 CERTIFICATION OF THE CFO      



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##### Table of Contents



ebank.com, Inc.
CONSOLIDATED BALANCE SHEETS
ASSETS

|                                                                                                                                                                                                                                                                                                                                                    |                                      |                                            |            |             |            |              |            |             |            | 
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------ | ------------------------------------------ | ---------- | ----------- | ---------- | ------------ | ---------- | ----------- | ---------- | 
|                                                                                                                                                                                                                                                                                                                                                    |                                      |                                            |            | June 30,    |            | December 31,
|                                                                                                                                                                                                                                                                                                                                                    |                                      |                                            |            | 2002        |            | 2001        
|                                                                                                                                                                                                                                                                                                                                                    |                                      |                                            |            |             |            |             
|                                                                                                                                                                                                                                                                                                                                                    |                                      |                                            |            | (Unaudited) |            | (Audited)   
|Cash and due from banks                                                                                                                                                                                                                                                                                                                             |                                      | $                                          | 812,507    |             |            | $            | 630,811    |            
|Interest bearing deposits in banks                                                                                                                                                                                                                                                                                                                  |                                      |                                            | 446,237    |             |            |              | 73,624     |            
|Federal funds sold                                                                                                                                                                                                                                                                                                                                  |                                      |                                            | 1,210,000  |             |            |              | 3,601,000  |            
|Securities held-to-maturity, fair value of $12,633,632
and $12,667,769, respectively                                                                                                                                                                                                                                                                |                                      |                                            | 12,926,659 |             |            |              | 12,927,505 |            
|Other Securities                                                                                                                                                                                                                                                                                                                                    |                                      |                                            | 510,000    |             |            |              | 510,000    |            
|Loans, net of allowance for loan losses of $960,000 and
$838,650, respectively                                                                                                                                                                                                                                                                      |                                      |                                            | 72,454,584 |             |            |              | 74,825,784 |            
|Premises and equipment, net                                                                                                                                                                                                                                                                                                                         |                                      |                                            | 1,077,563  |             |            |              | 1,420,066  |            
|Accrued interest receivable                                                                                                                                                                                                                                                                                                                         |                                      |                                            | 609,302    |             |            |              | 639,209    |            
|Goodwill                                                                                                                                                                                                                                                                                                                                            |                                      |                                            | 941,250    |             |            |              | 0          |            
|Other assets                                                                                                                                                                                                                                                                                                                                        |                                      |                                            | 1,294,235  |             |            |              | 1,629,084  |            
|                                                                                                                                                                                                                                                                                                                                                    |                                      |                                            |            |             |            |              |            |            
|                                                                                                                                                                                                                                                                                                                                                    |                                      | Total assets                               |            | $           | 92,282,337 |              |            | $           | 96,257,083 | 
|                                                                                                                                                                                                                                                                                                                                                    |                                      |                                            |            |             |            |              |            |            
|LIABILITIES AND SHAREHOLDERS EQUITY                                                                                                                                                                                                                                                                                                               
|Deposits                                                                                                                                                                                                                                                                                                                                            |                                      | $                                          | 74,943,140 |             |            | $            | 79,122,111 |            
|Accrued interest payable                                                                                                                                                                                                                                                                                                                            |                                      |                                            | 152,226    |             |            |              | 203,985    |            
|Other borrowings                                                                                                                                                                                                                                                                                                                                    |                                      |                                            | 9,321,935  |             |            |              | 9,361,980  |            
|Other liabilities                                                                                                                                                                                                                                                                                                                                   |                                      |                                            | 640,680    |             |            |              | 167,997    |            
|                                                                                                                                                                                                                                                                                                                                                    |                                      |                                            |            |             |            |              |            |            
|                                                                                                                                                                                                                                                                                                                                                    |                                      | Total liabilities                          |            |             | 85,057,981 |              |            |             | 88,856,073 | 
|                                                                                                                                                                                                                                                                                                                                                    |                                      |                                            |            |             |            |              |            |            
|SHAREHOLDERS EQUITY                                                                                                                                                                                                                                                                                                                                |                                      |                                            |            |             |            |              |            |            
|Series A preferred stock, $.01 par value, 8% cumulative,
convertible into one share of common stock; 10,000,000 shares
authorized;
2,410,000 and 2,390,000 issued and outstanding at
June 30, 2002 and December 31, 2001, respectively;
$163,344 and $413,270 accumulated undeclared dividends at
June 30, 2002 and December 31, 2001, respectively |                                      |                                            | 24,100     |             |            |              | 23,900     |            
|Series B-1 preferred, 9% convertible into one share of common
stock; no par value; 76,792 shares authorized, none
issued; $10,181 accumulated undeclared dividends at June
30, 2002                                                                                                                                                                 |                                      |                                            |           |             |            |              |           |            
|Series B-2 preferred, 9% convertible into one share of common
stock; no par value; 76,792 shares authorized, none
issued; $10,181 accumulated undeclared dividends at June
30, 2002                                                                                                                                                                 |                                      |                                            |           |             |            |              |           |            
|Common stock, $.01 par value, 10,000,000 shares authorized,
1,707,916 and 1,469,250 shares issued and outstanding
at June 30, 2002 and December 31, 2001, respectively                                                                                                                                                                              |                                      |                                            | 17,080     |             |            |              | 14,693     |            
|                                                                                                                                                                                                                                                                                                                                                    | Capital surplus                      |                                            |            | 19,649,609  |            |              |            | 19,060,376  |           
|                                                                                                                                                                                                                                                                                                                                                    | Accumulated deficit                  |                                            |            | (12,376,433 | )          |              |            | (11,607,959 | )         
|                                                                                                                                                                                                                                                                                                                                                    | Accumulated other comprehensive loss |                                            |            | (90,000     | )          |              |            | (90,000     | )         
|                                                                                                                                                                                                                                                                                                                                                    |                                      |                                            |            |             |            |              |            |            
|                                                                                                                                                                                                                                                                                                                                                    |                                      | Total shareholders equity                 |            |             | 7,224,356  |              |            |             | 7,401,010  | 
|                                                                                                                                                                                                                                                                                                                                                    |                                      |                                            |            |             |            |              |            |            
|                                                                                                                                                                                                                                                                                                                                                    |                                      | Total liabilities and shareholders equity |            | $           | 92,282,337 |              |            | $           | 96,257,083 | 
|                                                                                                                                                                                                                                                                                                                                                    |                                      |                                            |            |             |            |              |            |            

The accompanying notes are an integral part of these consolidated financial statements

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ebank.com, Inc.
CONSOLIDATED STATEMENTS OF LOSS
(UNAUDITED)

|                                                             |                                          |                                           |          |                            |         |                          |          |           |       |      |           |           |         |   |           |           |       | 
|------------------------------------------------------------ | ---------------------------------------- | ----------------------------------------- | -------- | -------------------------- | ------- | ------------------------ | -------- | --------- | ----- | ---- | --------- | --------- | ------- | - | --------- | --------- | ----- | 
|                                                             |                                          |                                           |          | For the three months ended |         | For the six months ended
|                                                             |                                          |                                           |          | June 30,                   |         | June 30,                
|                                                             |                                          |                                           |          |                            |         |                         
|                                                             |                                          |                                           |          | 2002                       |         | 2001                     |          | 2002      |       | 2001
|                                                             |                                          |                                           |          |                            |         |                          |          |           |       |     
|Interest income                                              |                                          |                                           |          |                            |         |                          |          |           |       |      |           |           |         |   |           |          
|                                                             | Loans, including fees                    |                                           | $        | 1,373,412                  |         |                          | $        | 1,708,985 |       |      | $         | 2,799,812 |         |   | $         | 3,463,525 |      
|                                                             | Interest bearing deposits                |                                           |          | 1,435                      |         |                          |          | 345       |       |      |           | 2,272     |         |   |           | 483       |      
|                                                             | Investment securities:                   |                                           |          |                            |         |                          |          |           |       |      |           |           |         |   |           |           |      
|                                                             |                                          | U.S. Government agencies and
Corporations |          |                            | 202,189 |                          |          |           | 7,605 |      |           |           | 399,934 |   |           |           | 7,605 | 
|                                                             | Other investments                        |                                           |          | 5,321                      |         |                          |          | 1,438     |       |      |           | 12,352    |         |   |           | 2,733     |      
|                                                             | Federal funds sold                       |                                           |          | 7,445                      |         |                          |          | 49,147    |       |      |           | 14,048    |         |   |           | 75,924    |      
|                                                             |                                          |                                           |          |                            |         |                          |          |           |       |      |           |           |         |   |           |          
|                                                             | Total interest income                    |                                           |          | 1,589,802                  |         |                          |          | 1,767,520 |       |      |           | 3,228,418 |         |   |           | 3,550,270 |      
|                                                             |                                          |                                           |          |                            |         |                          |          |           |       |      |           |           |         |   |           |          
|Interest expense                                             |                                          |                                           |          |                            |         |                          |          |           |       |      |           |           |         |   |           |          
|                                                             | Interest bearing demand and money market |                                           |          | 123,659                    |         |                          |          | 203,328   |       |      |           | 291,954   |         |   |           | 379,405   |      
|                                                             | Savings                                  |                                           |          | 670                        |         |                          |          | 851       |       |      |           | 1,567     |         |   |           | 1,365     |      
|                                                             | Time deposits of $100,000 or more        |                                           |          | 125,102                    |         |                          |          | 223,205   |       |      |           | 262,128   |         |   |           | 426,892   |      
|                                                             | Other time deposits                      |                                           |          | 320,575                    |         |                          |          | 624,153   |       |      |           | 676,804   |         |   |           | 1,235,001 |      
|                                                             | Other borrowings                         |                                           |          | 87,900                     |         |                          |          | 24,746    |       |      |           | 176,187   |         |   |           | 59,533    |      
|                                                             |                                          |                                           |          |                            |         |                          |          |           |       |      |           |           |         |   |           |          
|                                                             | Total interest expense                   |                                           |          | 657,906                    |         |                          |          | 1,076,283 |       |      |           | 1,408,640 |         |   |           | 2,102,196 |      
|                                                             |                                          |                                           |          |                            |         |                          |          |           |       |      |           |           |         |   |           |          
|Net interest income                                          |                                          |                                           | 931,896  |                            |         |                          | 691,237  |           |       |      | 1,819,778 |           |         |   | 1,448,074 |          
|Provision for possible loan losses                           |                                          |                                           | 0        |                            |         |                          | 0        |           |       |      | 108,719   |           |         |   | 0         |          
|                                                             |                                          |                                           |          |                            |         |                          |          |           |       |      |           |           |         |   |           |          
|Net interest income after provision
for possible loan losses |                                          |                                           | 931,896  |                            |         |                          | 691,237  |           |       |      | 1,711,059 |           |         |   | 1,448,074 |          
|                                                             |                                          |                                           |          |                            |         |                          |          |           |       |      |           |           |         |   |           |          
|Other income                                                 |                                          |                                           | 273,987  |                            |         |                          | 35,500   |           |       |      | 500,701   |           |         |   | 185,368   |          
|                                                             |                                          |                                           |          |                            |         |                          |          |           |       |      |           |           |         |   |           |          
|Other expense                                                |                                          |                                           |          |                            |         |                          |          |           |       |      |           |           |         |   |           |          
|                                                             | Salaries and other compensation          |                                           |          | 567,708                    |         |                          |          | 424,223   |       |      |           | 1,111,070 |         |   |           | 889,668   |      
|                                                             | Employee benefits                        |                                           |          | 76,660                     |         |                          |          | 64,028    |       |      |           | 159,215   |         |   |           | 178,591   |      
|                                                             | Net occupancy and equipment expense      |                                           |          | 351,882                    |         |                          |          | 354,795   |       |      |           | 704,519   |         |   |           | 669,657   |      
|                                                             | Professional and other outside services  |                                           |          | 170,032                    |         |                          |          | 127,226   |       |      |           | 249,809   |         |   |           | 10,935    |      
|                                                             | Other expense                            |                                           |          | 168,074                    |         |                          |          | 35,635    |       |      |           | 263,800   |         |   |           | 115,846   |      
|                                                             |                                          |                                           |          |                            |         |                          |          |           |       |      |           |           |         |   |           |          
|                                                             | Total other expenses                     |                                           |          | 1,334,356                  |         |                          |          | 1,005,907 |       |      |           | 2,488,413 |         |   |           | 1,864,697 |      
|                                                             |                                          |                                           |          |                            |         |                          |          |           |       |      |           |           |         |   |           |          
|Loss before income tax benefit                               |                                          |                                           | (128,473 | )                          |         |                          | (279,170 | )         |       |      | (276,653  | )         |         |   | (231,225  | )        
|Income tax benefit                                           |                                          |                                           |         |                            |         |                          |         |           |       |      |          |           |         |   |          |          
|                                                             |                                          |                                           |          |                            |         |                          |          |           |       |      |           |           |         |   |           |          
|                                                             | Net loss                                 |                                           | $        | (128,473                   | )       |                          | $        | (279,170  | )     |      | $         | (276,653  | )       |   | $         | (231,255  | )    
|                                                             |                                          |                                           |          |                            |         |                          |          |           |       |      |           |           |         |   |           |          
|Basic and diluted loss per common share                      |                                          | $                                         | (.18     | )                          |         | $                        | (.24     | )         |       | $    | (.36      | )         |         | $ | (.26      | )        
|                                                             |                                          |                                           |          |                            |         |                          |          |           |       |      |           |           |         |   |           |          

The accompanying notes are an integral part of these consolidated financial statements.

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ebank.com, Inc.
Consolidated Statements of Comprehensive Loss
(Unaudited)

|                          |                                                  |   |                            |   |                          |   |          |   |      |   |          |   |  |   |          |   | 
|------------------------- | ------------------------------------------------ | - | -------------------------- | - | ------------------------ | - | -------- | - | ---- | - | -------- | - |  | - | -------- | - | 
|                          |                                                  |   | For the three months ended |   | For the six months ended
|                          |                                                  |   | June 30,                   |   | June 30,                
|                          |                                                  |   |                            |   |                         
|                          |                                                  |   | 2002                       |   | 2001                     |   | 2002     |   | 2001
|                          |                                                  |   |                            |   |                          |   |          |   |     
|Net loss                  |                                                  | $ | (128,473                   | ) |                          | $ | (279,170 | ) |      | $ | (276,653 | ) |  | $ | (231,255 | )
|                          |                                                  |   |                            |   |                          |   |          |   |      |   |          |   |  |   |          |  
|Other comprehensive loss: |                                                  |   |                            |   |                          |   |          |   |      |   |          |   |  |   |          |  
|                          | Unrealized loss on securities
available for sale |   |                            | 0 |                          |   |          | 0 |      |   |          | 0 |  |   |          | 0 | 
|                          |                                                  |   |                            |   |                          |   |          |   |      |   |          |   |  |   |          |  
|Comprehensive loss        |                                                  | $ | (128,473                   | ) |                          | $ | (279,170 | ) |      | $ | (276,653 | ) |  | $ | (231,255 | )
|                          |                                                  |   |                            |   |                          |   |          |   |      |   |          |   |  |   |          |  

The accompanying notes are an integral part of these consolidated financial statements.

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ebank.com, Inc.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

|                                                     |                                                                                       |                                                       |                                                  |           |                          |            |           |            |            |            |  
|---------------------------------------------------- | ------------------------------------------------------------------------------------- | ----------------------------------------------------- | ------------------------------------------------ | --------- | ------------------------ | ---------- | --------- | ---------- | ---------- | ---------- | -
|                                                     |                                                                                       |                                                       |                                                  |           | For the six months ended
|                                                     |                                                                                       |                                                       |                                                  |           | June 30,                
|                                                     |                                                                                       |                                                       |                                                  |           |                         
|                                                     |                                                                                       |                                                       |                                                  |           | 2002                     |            | 2001     
|                                                     |                                                                                       |                                                       |                                                  |           |                          |            |          
|Cash Flows from operating activities:                |                                                                                       |                                                       |                                                  |           |                          |            |           |           
|                                                     | Net loss                                                                              |                                                       | $                                                | (276,653  | )                        |            | $         | (231,255   | )         
|                                                     | Adjustment to reconcile net loss to net cash provided (used)
by operating activities: |                                                       |                                                  |           |                          |            |           |            |           
|                                                     | Net amortization of investment securities                                             |                                                       |                                                  | 846       |                          |            |           |           |           
|                                                     | Depreciation and amortization of premises and equipment                               |                                                       |                                                  | 351,493   |                          |            |           | 366,053    |           
|                                                     | Provision for possible loan losses                                                    |                                                       |                                                  | 108,719   |                          |            |           |           |           
|                                                     | Gain on sale of other assets                                                          |                                                       |                                                  |          |                          |            |           | (120,764   | )         
|                                                     | (Increase) decrease in other assets                                                   |                                                       |                                                  | (110,930  | )                        |            |           | 73,984     |           
|                                                     | Decrease in accrued interest receivable                                               |                                                       |                                                  | 29,907    |                          |            |           | 67,655     |           
|                                                     | Decrease in accrued interest payable                                                  |                                                       |                                                  | (51,759   | )                        |            |           | (64,278    | )         
|                                                     | Decrease in other liabilities                                                         |                                                       |                                                  | (36,816   | )                        |            |           | (554,270   | )         
|                                                     |                                                                                       |                                                       |                                                  |           |                          |            |           |           
|                                                     |                                                                                       |                                                       | Net cash provided (used) by operating activities |           |                          | 14,807     |           |            |            | (462,875   | )
|                                                     |                                                                                       |                                                       |                                                  |           |                          |            |           |           
|Cash flows from investing activities:                |                                                                                       |                                                       |                                                  |           |                          |            |           |           
|                                                     | Purchase of investment securities available for sale                                  |                                                       |                                                  |          |                          |            |           | (1,025,900 | )         
|                                                     | Loans originated, net of principal repayments                                         |                                                       |                                                  | 2,276,509 |                          |            |           | (7,175,039 | )         
|                                                     |                                                                                       | Net proceeds from the sale of other real estate owned |                                                  |           |                         |            |           |            | 734,998    |           
|                                                     |                                                                                       | Refund of equipment cost                              |                                                  |           |                         |            |           |            | 22,500     |           
|                                                     | Purchases of premises and equipment                                                   |                                                       |                                                  | (8,990    | )                        |            |           | (31,845    | )         
|                                                     |                                                                                       |                                                       |                                                  |           |                          |            |           |           
|                                                     |                                                                                       |                                                       | Net cash used by investing activities            |           |                          | 2,267,519  |           |            |            | (7,475,286 | )
|                                                     |                                                                                       |                                                       |                                                  |           |                          |            |           |           
|Cash flows from financing activities:                |                                                                                       |                                                       |                                                  |           |                          |            |           |           
|                                                     |                                                                                       | Net proceeds from the sale of preferred stock         |                                                  |           | 100,000                  |            |           |            | 3,374,960  |           
|                                                     |                                                                                       | Principal repayments of other borrowings              |                                                  |           | (40,045                  | )          |           |            | (2,536,611 | )         
|                                                     |                                                                                       | Net (decrease) increase in deposits                   |                                                  |           | (4,178,972               | )          |           |            | 8,473,005  |           
|                                                     |                                                                                       |                                                       |                                                  |           |                          |            |           |           
|                                                     |                                                                                       |                                                       | Net cash provided by financing activities        |           |                          | (4,119,017 | )         |            |            | 9,311,354  |  
|                                                     |                                                                                       |                                                       |                                                  |           |                          |            |           |           
|Net (decrease) increase in cash and cash equivalents |                                                                                       |                                                       | (1,836,691                                       | )         |                          |            | 1,373,193 |           
|Cash and Cash Equivalents:                           |                                                                                       |                                                       |                                                  |           |                          |            |           |           
|                                                     | Beginning of period                                                                   |                                                       |                                                  | 4,305,435 |                          |            |           | 5,504,756  |           
|                                                     |                                                                                       |                                                       |                                                  |           |                          |            |           |           
|                                                     | End of period                                                                         |                                                       | $                                                | 2,468,744 |                          |            | $         | 6,877,949  |           
|                                                     |                                                                                       |                                                       |                                                  |           |                          |            |           |           

The accompanying notes are an integral part of these consolidated financial statements.

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ebank.com, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

NOTE 1  BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-QSB and Item
310 (b) of Regulation S-B. 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 adjustments) considered necessary
for a fair presentation have been included. Operating results for the three
and six month periods ended June 30, 2002 are not necessarily indicative of the
results that may be expected for the year ending December 31, 2002. For
further information, refer to our consolidated financial statements and
footnotes included in our annual report on Form 10-KSB.

ebank.com, Inc. (formerly known as Southeastern Commerce Holding Company)
provides a full range of banking and bank-related services to individual and
corporate customers through its wholly owned bank subsidiary ebank, located in
north Atlanta, Georgia and its wholly owned subsidiary Peachtree Capital
Corporation also located in Atlanta, Georgia. Shortly after the opening of the
bank subsidiary, plans were developed to offer Internet banking services, and
regulatory approval for such services was obtained in December 1998. Effective
April 20, 1999, the corporate name was changed to ebank.com, Inc. and the
Internet domain name ebank.com was acquired. Internet banking services began
on June 30, 1999. ebank.com, Inc. and its subsidiaries are subject to intense
competition for all banking services, including Internet banking, from other
financial institutions and nonbank financial service companies.

ebank.com, Inc. was incorporated under the laws of the State of Georgia on
August 22, 1997 to operate as a unitary thrift holding company under the
supervision of the Office of Thrift Supervision. ebank began as a general
banking business on August 17, 1998, as a wholly owned subsidiary of the
company. The consolidated financial statements include the accounts of the
company and its wholly owned subsidiaries, the bank and Peachtree Capital
Corporation, collectively known as the Company. All significant intercompany
accounts and transactions have been eliminated in consolidation.

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NOTE 2  LOSSES PER COMMON SHARE

Presented below is a summary of the components used to calculate basic and
diluted losses per common share for the three months ended June 30, 2002 and
2001

|                                                                                                                                                     |  |                            |           |      |  |   |           |  
|---------------------------------------------------------------------------------------------------------------------------------------------------- |  | -------------------------- | --------- | ---- |  | - | --------- | -
|                                                                                                                                                     |  | For the three months ended
|                                                                                                                                                     |  | June 30,                  
|                                                                                                                                                     |  |                           
|                                                                                                                                                     |  | 2002                       |           | 2001
|                                                                                                                                                     |  |                            |           |     
|Basic Losses Per Common Share:                                                                                                                       |  |                            |           |      |  |   |           |  
|Weighted average common shares outstanding                                                                                                           |  |                            | 1,707,916 |      |  |   | 1,469,250 |  
|                                                                                                                                                     |  |                            |           |      |  |   |           |  
|Net loss                                                                                                                                             |  | $                          | (128,473  | )    |  | $ | (279,170  | )
|Preferred stock dividend                                                                                                                             |  |                            | (173,525  | )    |  |   | (80,078   | )
|                                                                                                                                                     |  |                            |           |      |  |   |           |  
|Net loss attributable to common stockholders                                                                                                         |  | $                          | (301,998  | )    |  | $ | (359,248  | )
|                                                                                                                                                     |  |                            |           |      |  |   |           |  
|Basic losses per common share                                                                                                                        |  | $                          | (.18      | )    |  | $ | (.24      | )
|                                                                                                                                                     |  |                            |           |      |  |   |           |  
|Diluted Losses Per Common Share:                                                                                                                     |  |                            |           |      |  |   |           |  
|Weighted average common shares outstanding                                                                                                           |  |                            | 1,707,916 |      |  |   | 1,469,250 |  
|Net effect of the assumed exercise of stock
options and warrants
    based on the treasury stock
method using average market
    prices for the year |  |                            |          |      |  |   |          |  
|Net effect of convertible preferred stock                                                                                                            |  |                            |          |      |  |   |          |  
|                                                                                                                                                     |  |                            |           |      |  |   |           |  
|Total weighted average common shares and
common stock
    equivalents outstanding                                                                    |  |                            | 1,707,916 |      |  |   | 1,469,250 |  
|Net loss attributable to common stockholders                                                                                                         |  | $                          | (301,998  | )    |  | $ | (359,248  | )
|                                                                                                                                                     |  |                            |           |      |  |   |           |  
|Diluted losses per common share                                                                                                                      |  | $                          | (.18      | )    |  | $ | (.24      | )
|                                                                                                                                                     |  |                            |           |      |  |   |           |  

7



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Presented below is a summary of the components used to calculate basic and
diluted losses per common share for the six months ended June 30, 2002 and
2001.

|                                                                                                                                                     |  |                          |           |      |  |   |           |  
|---------------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------------------ | --------- | ---- |  | - | --------- | -
|                                                                                                                                                     |  | For the six months ended
|                                                                                                                                                     |  | June 30,                
|                                                                                                                                                     |  |                         
|                                                                                                                                                     |  | 2002                     |           | 2001
|                                                                                                                                                     |  |                          |           |     
|Basic Losses Per Common Share:                                                                                                                       |  |                          |           |      |  |   |           |  
|Weighted average common shares outstanding                                                                                                           |  |                          | 1,616,073 |      |  |   | 1,469,250 |  
|                                                                                                                                                     |  |                          |           |      |  |   |           |  
|Net loss                                                                                                                                             |  | $                        | (276,653  | )    |  | $ | (231,255  | )
|Undeclared preferred stock dividends                                                                                                                 |  |                          | (299,284  | )    |  |   | (143,367  | )
|                                                                                                                                                     |  |                          |           |      |  |   |           |  
|Net loss attributable to common stockholders                                                                                                         |  | $                        | (575,937  | )    |  | $ | (374,622  | )
|                                                                                                                                                     |  |                          |           |      |  |   |           |  
|Basic losses per common share                                                                                                                        |  | $                        | (.36      | )    |  | $ | (.26      | )
|                                                                                                                                                     |  |                          |           |      |  |   |           |  
|Diluted Losses Per Common Share:                                                                                                                     |  |                          |           |      |  |   |           |  
|Weighted average common shares outstanding                                                                                                           |  |                          | 1,616,073 |      |  |   | 1,469,250 |  
|Net effect of the assumed exercise of stock
options and warrants
    based on the treasury stock method using
average market
    prices for the year |  |                          |          |      |  |   |          |  
|Net effect of convertible preferred stock                                                                                                            |  |                          |          |      |  |   |          |  
|                                                                                                                                                     |  |                          |           |      |  |   |           |  
|Total weighted average common shares and
common stock
    equivalents outstanding                                                                    |  |                          | 1,616,073 |      |  |   | 1,469,250 |  
|Net loss attributable to common stockholders                                                                                                         |  | $                        | (575,937  | )    |  | $ | (374,622  | )
|                                                                                                                                                     |  |                          |           |      |  |   |           |  
|Diluted losses per common share                                                                                                                      |  | $                        | (.36      | )    |  | $ | (.26      | )
|                                                                                                                                                     |  |                          |           |      |  |   |           |  

NOTE 3  NEW ACCOUNTING PRONOUNCEMENTS

Accounting Pronouncements

In July 2001, the Financial Accounting Standards Board issued SFAS No. 141,
Business Combinationsand SFAS No. 142, Goodwill and Other Intangible Assets.
SFAS No. 141 requires that the purchase method of accounting be used for all
business combinations initiated after June 30, 2001. SFAS No. 141 also
specifies criteria that intangible assets acquired in a purchase method
business combination must meet certain criteria to be recognized and reported
apart from goodwill. SFAS No. 142 requires that goodwill and intangible assets
with indefinite useful lives no longer be amortized, but instead be tested for
impairment at least annually in accordance with the provisions of SFAS No. 142.
SFAS No. 142 also requires that intangible assets with estimable useful lives
be amortized over their respective useful lives to their estimated residual
values, and reviewed for impairment. SFAS No. 141 was effective July 1, 2001
and the provisions of SFAS No. 142 were effective January 1, 2002.

On January 2, 2002 the Company acquired Peachtree Capital Corporation, a
financial planning and securities brokerage firm located in Atlanta, Georgia.
The results of operations for Peachtree Capital Corporation are included in the
consolidated statement of operations of the Company for the period from January
2, 2002 to June 30, 2002. In exchange for all of the outstanding stock of
Peachtree Capital Corporation, the Company paid $400,000 in cash and agreed to
issue 76,792 shares of the Companys Series B-1 preferred stock and 76,792
shares of the Companys Series B-2 preferred stock. The preferred stock has
been valued at $450,000. The total $850,000 purchase price was determined based
upon arms length negotiations. A condensed balance sheet of Peachtree Capital
Corporation disclosing the amount assigned to each major asset and liability
caption at the acquisition date follows:

|                  |  |   |        | 
|----------------- |  | - | ------ | 
|Cash              |  | $ | 15,000 | 
|Receivables       |  | $ | 0      | 
|Other liabilities |  | $ | 0      | 

8



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The Series B-1 and B-2 preferred stock pays a 9% annual dividend
semi-annually. If the Company is unable to pay the dividends in cash, the
Company will issue common stock in lieu of the cash dividend. Each share of
the Series B-1 preferred stock will automatically convert into one share of
common stock on the fifth day of the second month following the first
anniversary date of the agreement, subject to adjustment on Peachtree Capital
Corporation attaining certain performance goals. Each share of Series B-2
preferred stock will automatically convert into one share of common stock on
the fifth day of the second month following the second anniversary date of the
agreement, also subject to adjustment based on Peachtree Capital attaining
certain performance goals. Common stock issued in excess of the one for one
conversion factor will be recorded as an expense in the consolidated statement
of operations when the conversion factor is determinable. There were no
purchased research and development costs acquired or written off in the
acquisition.

All purchase price allocations in the acquisition have been finalized. The
amount of the purchase price in excess of the book value of the net assets
acquired of Peachtree Capital Corporation has been allocated to goodwill. The
aggregate amount of goodwill acquired for the period ended June 30, 2002
amounted to $941,250. No goodwill impairment losses have been recognized for
the period ended June 30, 2002. No amount of the goodwill is expected to be
deductible for income tax purposes.

NOTE 4  OTHER BORROWING

Other borrowings consist of the following:

|                                                                                                                                                                                                                          |  |          |           |              |  |   |           | 
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | -------- | --------- | ------------ |  | - | --------- | 
|                                                                                                                                                                                                                          |  | June 30, |           | December 31,
|                                                                                                                                                                                                                          |  | 2002     |           | 2001        
|                                                                                                                                                                                                                          |  |          |           |             
|Advance from Federal Home Loan Bank, interest payable quarterly at 3.91% until November 7, 2006 when the rate may be
converted to the three-month LIBOR, matures November 7, 2011,
collateralized by first mortgage loans |  | $        | 4,000,000 |              |  | $ | 4,000,000 | 
|Advance from Federal Home Loan Bank, interest payable quarterly
at 3.51%, matures December 1, 2003, collateralized by securities                                                                                          |  |          | 5,000,000 |              |  |   | 5,000,000 | 
|Note payable from bank, interest payable quarterly at prime minus
0.50% (4.25% at June 30, 2002), due December 28, 2003,
collateralized by common stock of the Bank                                                       |  |          | 250,000   |              |  |   | 250,000   | 
|Capitalized lease obligation, monthly payments of $7,390
including imputed interest at 9%, collateralized by equipment                                                                                                    |  |          | 71,935    |              |  |   | 111,980   | 
|                                                                                                                                                                                                                          |  |          |           |              |  |   |           | 
|                                                                                                                                                                                                                          |  | $        | 9,321,935 |              |  | $ | 9,361,980 | 
|                                                                                                                                                                                                                          |  |          |           |              |  |   |           | 

Aggregate maturities required on other borrowings at June 30, 2002 are due in
future years as follows:

|     |  |   |           | 
|---- |  | - | --------- | 
|2002 |  | $ | 41,882    | 
|2003 |  |   | 5,280,053 | 
|2011 |  |   | 4,000,000 | 
|     |  |   |           | 
|     |  | $ | 9,321,935 | 
|     |  |   |           | 

NOTE 5  SERIES A PREFERRED STOCK

In the third and fourth quarters of 2000 and the first and second quarters
of 2001, the Company offered, through a private placement memorandum, to sell
up to 500,000 capital units at a price of $10.00 per unit. Each capital unit
consists of four shares of 8% cumulative preferred stock and a warrant to
purchase two shares of common stock for $3.50 per share. Each share of
preferred stock is convertible into one share of common stock. The preferred
stock is convertible at any time at the option of the holder. In addition, the
Company can require conversion of the preferred stock if the closing price of
its common stock equals or exceeds $10.00 per share for fifteen consecutive
trading days. At the Companys election, dividends on the preferred stock may
be paid in cash or in additional shares of common stock. The warrants
terminate on the earlier of five years or thirty days after the Company
notifies the holder that the closing price of the Companys common stock has equaled or
exceeded $5.00 per share for twenty consecutive trading days.

9



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In June 2001, the Company offered, through a private placement memorandum,
to sell up to 100,000 capital units at a price of $10.00 per unit. Each
capital unit consists of four shares of 8% cumulative preferred stock and a
warrant to purchase two shares of common stock for $4.00 per share. Each share
of preferred stock is convertible into one share of common stock. The
preferred stock is convertible at any time at the option of the holder. In
addition, the Company can require conversion for the preferred stock if the
closing price of its common stock equals or exceeds $10.00 per share for
fifteen consecutive trading days. At the Companys election, dividends on the
preferred stock may be paid in cash or in additional shares of common stock.
The warrants terminate on the earlier of five years or thirty days after the
Company notifies the holder that the closing price of the Companys common
stock has equaled or exceeded $5.50 per share for twenty consecutive trading
days.

In January 2002, the Company offered, through a private placement
memorandum, to sell 10,000 capital units at a price of $10.00 per unit. Each
capital unit consists of four shares of 8% cumulative preferred stock and a
warrant to purchase two shares of common stock for $4.00 per share. Each share
of preferred stock is convertible into one share of common stock. The
preferred stock is convertible at any time at the option of the holder. In
addition, the Company can require conversion for the preferred stock if the
closing price of its common stock equals or exceeds $10.00 per share for
fifteen consecutive trading days. At the Companys election, dividends on the
preferred stock may be paid in cash or in additional shares of common stock.
The warrants terminate on the earlier of five years or thirty days after the
Company notifies the holder that the closing price of the Companys common
stock has equaled or exceeded $5.50 per share for twenty consecutive trading
days.

In connection with the sale of the preferred stock, the Company paid its
underwriter (a) a commission equal to 10% of the sales price for each unit sold
by the underwriter (with the exception of units sold to directors and officers
of the Company or units sold to investors located by the Companys directors
and officers who purchase at least 50,000 units) plus (b) a $25,000 fee after
50,000 units were sold by the underwriter, plus (c) a warrant to purchase
200,000 shares of the Companys common stock at a price of $4.00 per share,
exercisable for a period of five years.

A summary of the Series A preferred stock issued as of June 30, 2002
follows:

|                                                                                    |  |   |           |  
|----------------------------------------------------------------------------------- |  | - | --------- | -
|Capital units sold                                                                  |  |   | 602,500   |  
|                                                                                    |  |   |           |  
|Gross proceeds from offering                                                        |  | $ | 6,075,000 |  
|Offering costs including underwriter commission                                     |  |   | (612,796  | )
|                                                                                    |  |   |           |  
|Net proceeds received from offering                                                 |  | $ | 5,462,204 |  
|                                                                                    |  |   |           |  
|Preferred shares issued                                                             |  |   | 2,430,000 |  
|                                                                                    |  |   |           |  
|Preferred shares converted to common                                                |  |   | 20,000    |  
|                                                                                    |  |   |           |  
|Preferred shares issued and outstanding                                             |  |   | 2,410,000 |  
|                                                                                    |  |   |           |  
|Accumulated undeclared dividends on Series A preferred stock                        |  | $ | 163,344   |  
|                                                                                    |  |   |           |  
|Common stock available for purchase under warrants issued to preferred shareholders |  |   | 1,205,000 |  
|Common stock available for purchase under warrants issued to underwriter            |  |   | 200,000   |  
|                                                                                    |  |   |           |  
|Total common stock available for purchase under preferred stock warrants            |  |   | 1,405,000 |  
|                                                                                    |  |   |           |  

10



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##### Table of Contents






PART I  FINANCIAL INFORMATION

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

This Report contains statements which constitute forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933 and
the Securities Exchange Act of 1934. These statements are based on many
assumptions and estimates and are not guarantees of future performance. Our
actual results may differ materially from those projected in any
forward-looking statements, as they will depend on many factors about which we
are unsure, including many factors which are beyond our control. The words
may, would, could, will, expect, anticipate, believe, intend,
plan, and estimate, as well as similar expressions, are meant to identify
such forward-looking statements. Other potential risks and uncertainties
include, but are not limited to:



| |  |  | significant increases in competitive pressure in the banking and
financial services industries;                                                                                                                
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | changes in the interest rate environment which could reduce anticipated or actual margins;                                                                                                                     
|
| |  |  | changes in political conditions or the legislative or regulatory environment;                                                                                                                                  
|
| |  |  | general economic conditions, either nationally or regionally and especially in primary service area, becoming less
favorable than expected resulting in, among other things, a deterioration in credit quality;
|
| |  |  | changes occurring in business conditions and inflation;                                                                                                                                                        
|
| |  |  | changes in technology;                                                                                                                                                                                         
|
| |  |  | changes in monetary and tax policies;                                                                                                                                                                          
|
| |  |  | changes in the securities markets; and                                                                                                                                                                         
|
| |  |  | other risks and uncertainties detailed from time to time in our filings with the Securities and Exchange Commission.                                                                                           

General

ebank.com, Inc., a Georgia corporation, is the holding company for ebank,
a federal savings bank, and as of January 2, 2002, Peachtree Capital
Corporation, a Georgia corporation based in Atlanta which provides financial
planning and securities brokerage services. We provide banking and other
financial services to small business and retail customers through our offices
in Atlanta, Georgia and via the Internet. We have revised our business
strategy to emphasize our traditional banking business and to develop
cost-effective strategies utilizing the Internet as one of our delivery
channels. We provide a broad array of financial products and services to our
small business and retail customers, including checking accounts, money
markets, CDs, ATM cards, home equity loans, mortgage loans, commercial loans,
credit cards, bill payment services, and human resource services. In addition,
as of January 2, 2002, we began providing comprehensive investment services,
including personal financial planning; life, health and disability insurance;
portfolio management; and financial advisory services for entrepreneurs and
small businesses through our wholly owned subsidiary Peachtree Capital
Corporation.

Financial Condition

Total consolidated assets decreased by $3,974,746 to $92,282,337 during
the six month period ended June 30, 2002. The decrease was primarily related
to a decrease in net deposits of approximately $4,179,000.

11



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At June 30, 2002, our assets consisted primarily of federal funds sold of
$1,210,000, securities held to maturity of $12,926,659, net loans of
$72,454,584, property at cost less accumulated depreciation of $1,077,563,
other real estate owned of $1,041,220 and goodwill of $941,250 associated with
the purchase of Peachtree Capital Corporation. Our liabilities at June 30,
2002 totaled $85,057,981, consisting of deposits of $74,943,140, accrued
expenses and other liabilities of $792,906, and other borrowings of $9,321,935.
Our shareholders equity totaled $7,224,356 at June 30, 2002.

Results of Operations

From the banks opening date on August 17, 1998 through June 30, 2002, the
bank had attracted approximately $75 million in deposits and net loans of $73
million. Net interest income, before provision for loan losses, for the
six-month period ending June 30, 2002 totaled $1,819,778, compared to net
interest income, before provision for loan losses, of $1,448,074 for the
six-month period ending June 30, 2001. This increase in net interest income in
the first half of 2002 over the first half of 2001 was primarily due to a
reduction in the cost of time deposits.

Our provision for loan losses for the six months ended June 30, 2002 and
2001 was $108,719 and $0, respectively. Other income earned for the six months
ended June 30, 2002 and 2001 was $500,701 and $185,368, respectively. Included
in other income for the six months ended June 30, 2002 is $456,087 generated by
Peachtree Capital Corporation. Income from Peachtree Capital Corporation
consists primarily of commissions earned on brokerage transactions, investment
advisory service fees and insurance commissions. Included in other income for
the six months ended June 30, 2001 was a gain of $120,764 recognized on the
sale of other real estate owned. On an annualized basis, other income
represents less than 1.09% of total assets.

Operating expenses for the six-month period ending June 30, 2002 totaled
$2,488,413, including salaries and other compensation of $1,111,070, employee
benefits expenses of $159,215, occupancy and equipment expenses of $704,519,
professional and other outside services of $249,809, and other expenses of
$263,800. On an annualized basis, operating expenses represent 5.39% of total
assets. Operating expenses for the six-month period ending June 30, 2001,
adjusted for the effect of favorable resolutions to vendor fee disputes of
$272,245, totaled $2,136,942.

We had a net loss of $276,653 for the six-month period ended June 30,
2002, compared to a net loss of $213,255 for the six-month period ended June
30, 2001. After taking into account $299,284 in undeclared dividends on
preferred stock, we had a net loss of $(.36) per common share for the six-month
period ended June 30, 2002, compared to a net loss of $(.26) per common share
for the six-month period ended June 30, 2001.

Allowance for Loan Losses

There are risks inherent in making all loans, including risks with respect
to the period of time over which loans may be repaid, risks resulting from
changes in economic and industry conditions, risks inherent in dealing with
individual borrowers, and, in the case of a collateralized loan, risks
resulting from uncertainties about the future value of the collateral. To
address these risks, we have developed policies and procedures to evaluate the
overall quality of our credit portfolio and the timely identification of
potential problem loans. We maintain an allowance for possible loan losses,
which we establish through charges in the form of a provision for loan losses.
We charge loan losses and credit recoveries directly to this allowance.

We attempt to maintain the allowance at a level that will be adequate to
provide for potential losses in our loan portfolio. To maintain the allowance
at an adequate level, we periodically make additions to the allowance by
charging an expense to the provision for loan losses on our statement of
operations. We evaluate the allowance for loan losses on an overall portfolio
basis, as well as allocating the allowance to loan categories. We consider a
number of factors in determining the level of this

12



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allowance, including our total amount of outstanding loans, our amount of
past due loans, our historic loan loss experience, general economic conditions,
and our assessment of potential losses. Our evaluation is inherently
subjective as it requires estimates that are susceptible to significant change.
Our losses will undoubtedly vary from our estimates, and there is a
possibility that charge-offs in future periods will exceed the allowance for
loan losses as estimated at any point in time.

As of June 30, 2002 and December 31, 2001, the allowance was $960,000 and
$838,650, respectively. The allowance for loan losses, as a percentage of
total gross loans, was 1.31% as of June 30, 2002, compared to 1.11% as of
December 31, 2001. As of June 30, 2002, we had nine loans past due greater
than 60 days totaling approximately $466,000. As of August 13, 2002, six of
the nine delinquent loans totaling approximately $255,000 were current. We
repossessed the collateral associated with one delinquent auto loan totaling
$39,000 during the first quarter. During the second quarter, we received
approximately $35,000 in net proceeds from the sale of the collateral resulting
in a loss of approximately $4,000. There were no loans charged-off for the
six-month period ending June 30, 2002.

Average Balances, Income and Expense, and Rates

Net interest income represents the difference between interest received on
interest-earning assets and interest paid on interest-bearing liabilities. The
following represents, in a tabular form, the main components of
interest-earning assets and interest-bearing liabilities for the six months
ended June 30, 2002:

|                           |       |         |            |            |  |          |           |           |  |  |      |      |  
|-------------------------- | ----- | ------- | ---------- | ---------- |  | -------- | --------- | --------- |  |  | ---- | ---- | -
|Interest                   |       |         |            |            |  | Interest |           |           |  | 
|Earning Assets/            |       | Average |            | Income/    |  | Yield/  
|Bearing Liabilities        |       | Balance |            | Cost       |  | Cost    
|                           |       |         |            |            |  |         
|Interest bearing deposits  |       | $       | 315,538    |            |  | $        | 2,272     |           |  |  | 1.44 | %   
|Federal funds sold         |       |         | 1,803,247  |            |  |          | 14,048    |           |  |  | 1.56 | %   
|Investment securities      |       |         | 13,377,113 |            |  |          | 412,286   |           |  |  | 6.16 | %   
|Loans                      |       |         | 75,755,995 |            |  |          | 2,799,812 |           |  |  | 7.39 | %   
|                           |       | $       | 91,251,893 |            |  | $        | 3,228,418 |           |  |  | 7.08 | %   
|                           |       |         |            |            |  |          |           |           |  |  |      |     
|Deposits                   |       | $       | 77,559,147 |            |  | $        | 1,232,453 |           |  |  | 3.18 | %   
|Other borrowings           |       |         | 9,120,287  |            |  |          | 176,187   |           |  |  | 3.86 | %   
|                           |       |         |            |            |  |          |           |           |  |  |      |     
|                           | Total |         |            | 86,679,434 |  |          |           | 1,408,640 |  |  |      | 3.25 | %
|                           |       |         |            |            |  |          |           |           |  |  |      |     
|Net interest income/spread |       |         |            |            |  | $        | 1,819,778 |           |  |  | 3.83 |     
|                           |       |         |            |            |  |          |           |           |  |  |      |     
|Net interest margin        |       |         |            |            |  |          |           |           |  |  | 3.99 |     
|                           |       |         |            |            |  |          |           |           |  |  |      |     

The net interest margin for the first six months of 2002 has increased to
3.99% as compared to 3.77% for the first six months of 2001 and for the entire
year of 2001. Since most of our deposits have matured and are repriced, we
expect our net interest margin to improve slightly in 2002.

Liquidity and Sources of Capital

Liquidity is our ability to meet all deposit withdrawals immediately,
while also providing for the credit needs of customers. The June 30, 2002
financial statements evidence a satisfactory liquidity position as total cash,
cash equivalents, and federal funds sold amounted to approximately $2.5
million, or 2.7% of total assets. Additionally, our ability to maintain and
expand our deposit base and borrowing capabilities are a source of liquidity.
For the six-month period ended June 30, 2002, total deposits

13



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decreased from $79.1 million to $74.9 million, representing a decrease of
5.3%. We will increase deposits as required to fund new loan growth. We
closely monitor and attempt to maintain appropriate levels of interest-earning
assets and interest-bearing liabilities so that maturities of assets are such
that adequate funds are available to meet our customer withdrawals and loan
demand.

The bank maintains adequate levels of capitalization as measured by the
following capital ratios and the respective minimum capital requirements by the
Office of Thrift Supervision, the banks primary regulator.

|                                |                |                                |  |         |       |             |  |     |     |  
|------------------------------- | -------------- | ------------------------------ |  | ------- | ----- | ----------- |  | --- | --- | -
|                                |                |                                |  | Bank    |       | Minimum    
|                                |                |                                |  | Capital |       | Regulatory 
|                                |                |                                |  | Ratio   |       | Requirement
|                                |                |                                |  |         |       |            
|Capital ratios at June 30, 2002 |                |                                |  |         |       |             |  |    
|                                | Tier 1 capital |                                |  | 9.71    | %     |             |  | 4.0 | %  
|                                | Tier 2 capital |                                |  | 1.25    | %     |             |  |     |    
|                                |                | Total risk-based capital ratio |  |         | 10.96 | %           |  |     | 8.0 | %
|                                | Leverage ratio |                                |  | 7.29    | %     |             |  | 4.0 | %  

The Office of Thrift Supervision has established a 4.0% minimum leverage
ratio requirement for its highest rated banks. The leverage ratio is computed
by dividing Tier 1 capital into average assets. For all except the highest
rated banks, the minimum leverage ratio should be 4.0% plus an additional
cushion of at least 1 to 2 percent, depending upon risk profiles and other
factors.

We believe that, as of June 30, 2002, we meet all capital requirements to
which we are subject.

Liquidity And Rate Sensitivity

Asset/liability management is the process by which we monitor and control
the mix and maturities of our assets and liabilities. The essential purposes of
asset/liability management are to ensure adequate liquidity and to maintain an
appropriate balance between interest sensitive assets and liabilities to
minimize potentially adverse impacts on earnings from changes in market
interest rates.

We measure interest rate sensitivity as the difference between amounts of
interest-earning assets and interest-bearing liabilities, which either reprice
or mature within a given period of time. The difference, or the interest rate
repricing gap, provides an indication of the extent to which an institutions
interest rate spread will be affected by changes in interest rates. A gap is
considered positive when the amount of interest-rate sensitive assets exceeds
the amount of interest-sensitive liabilities, and is considered negative when
the amount of interest-rate sensitive liabilities exceeds the amount of
interest-sensitive assets. Generally, during a period of rising interest
rates, a negative gap within shorter maturities would adversely affect net
interest income, while a positive gap within shorter maturities would result in
an increase in net interest income, and during a period of falling interest
rates, a negative gap within shorter maturities would result in an increase in
net interest income while a positive gap within shorter maturities would have
the opposite effect.

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The table below shows the interest rate sensitivity of our assets and
liabilities as of June 30, 2002,

|                                                                      |                           |   |                        |        |            |   |             |        |            |   |         |        |  |   |        |        |  |   |        |        | 
|--------------------------------------------------------------------- | ------------------------- | - | ---------------------- | ------ | ---------- | - | ----------- | ------ | ---------- | - | ------- | ------ |  | - | ------ | ------ |  | - | ------ | ------ | 
|                                                                      |                           |   |                        |        |            |   | After three |        |            |   |         |        |  |   |        |        |  |   |       
|                                                                      |                           |   | Within                 |        | but within |   | After one   |        |            |   |         |        |  |   |       
|                                                                      |                           |   | Three                  |        | twelve     |   | But within  |        | After five |   |         |        | 
|                                                                      |                           |   | Months                 |        | months     |   | five years  |        | Years      |   | Total  
|                                                                      |                           |   |                        |        |            |   |             |        |            |   |        
|                                                                      |                           |   | (Dollars in Thousands)
|Interest-earning assets:                                              |                           |   |                        |        |            |   |             |        |            |   |         |        |  |   |        |        |  |   |        |       
|                                                                      | Interest Earning Deposits |   | $                      | 446    |            |   | $           |       |            |   | $       |       |  |   | $      |       |  |   | $      | 446    | 
|                                                                      | Loans                     |   |                        | 36,938 |            |   |             | 2,399  |            |   |         | 14,822 |  |   |        | 19,256 |  |   |        | 73,415 | 
|                                                                      | Investment Securities     |   |                        | 2,450  |            |   |             |       |            |   |         |       |  |   |        | 10,928 |  |   |        | 13,378 | 
|                                                                      | Federal Funds Sold        |   |                        | 1,210  |            |   |             |       |            |   |         |       |  |   |        |       |  |   |        | 1,210  | 
|                                                                      |                           |   |                        |        |            |   |             |        |            |   |         |        |  |   |        |        |  |   |        |       
|Total Earning Assets                                                  |                           | $ | 41,044                 |        |            | $ | 2,399       |        |            | $ | 14,822  |        |  | $ | 30,184 |        |  | $ | 88,449 |       
|                                                                      |                           |   |                        |        |            |   |             |        |            |   |         |        |  |   |        |        |  |   |        |       
|Interest-bearing liabilities:                                         |                           |   |                        |        |            |   |             |        |            |   |         |        |  |   |        |        |  |   |        |       
|                                                                      | Money Market and NOW      |   | $                      | 25,436 |            |   | $           |       |            |   | $       |       |  |   | $      |       |  |   | $      | 25,436 | 
|                                                                      | Savings Deposits          |   |                        | 157    |            |   |             |       |            |   |         |       |  |   |        |       |  |   |        | 157    | 
|                                                                      | Time Deposits             |   |                        | 8,874  |            |   |             | 23,948 |            |   |         | 11,418 |  |   |        |       |  |   |        | 44,240 | 
|                                                                      | Other Liabilities         |   |                        | 21     |            |   |             | 51     |            |   |         | 5,250  |  |   |        | 4,000  |  |   |        | 9,322  | 
|                                                                      |                           |   |                        |        |            |   |             |        |            |   |         |        |  |   |        |        |  |   |        |       
|Total interest-bearing liabilities                                    |                           | $ | 34,488                 |        |            | $ | 23,999      |        |            | $ | 16,668  |        |  | $ | 4,000  |        |  | $ | 79,155 |       
|Interest-sensitivity gap                                              |                           | $ | 6,556                  |        |            | $ | (21,600     | )      |            | $ | (1,846  | )      |  | $ | 26,184 |        |  | $ | 9,294  |       
|                                                                      |                           |   |                        |        |            |   |             |        |            |   |         |        |  |   |        |        |  |   |        |       
|Cumulative interest-sensitivity gap                                   |                           | $ | 6,556                  |        |            | $ | (15,044     | )      |            | $ | (16,890 | )      |  | $ | 9,294  |        |  | $ | 9,294  |       
|                                                                      |                           |   |                        |        |            |   |             |        |            |   |         |        |  |   |        |        |  |   |        |       
|Ratio of interest-sensitivity gap
to total earning assets             |                           |   | 7.41                   | %      |            |   | -24.42      | %      |            |   | -2.09   | %      |  |   | 29.60  | %      |  |   | 10.51  | %     
|Ratio of cumulative interest-
sensitivity gap to total earning
assets |                           |   | 7.41                   | %      |            |   | -17.01      | %      |            |   | -19.10  | %      |  |   | 10.51  | %      |  |   |        |       

As evidenced by the table above, we are cumulatively liability-sensitive
at one year. However, our gap analysis is not a precise indicator of its
interest sensitivity position. The analysis presents only a static view of the
timing of maturities and repricing opportunities, without taking into
consideration that changes in interest rates do not affect all assets and
liabilities equally. Net interest income may be impacted by other significant
factors in a given interest rate environment, including changes in the volume
and mix of earning assets and interest-bearing liabilities.

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Loan Portfolio

Because loans typically provide higher interest yields than do other types
of earning assets, our intent is to channel a substantial percentage of our
earning assets into the loans category. Average gross loans were $75,755,995
for the six-month period ended June 30, 2002. Total gross loans outstanding at
June 30, 2002 were $73,517,899.

The following table summarizes the composition of the loan portfolio at
June 30, 2002:

|                                 |                         |   |            |          |          |  |         |   | 
|-------------------------------- | ----------------------- | - | ---------- | -------- | -------- |  | ------- | - | 
|                                 |                         |   |            |          |          |  | Percent
|                                 |                         |   | Amount     |          | of total
|                                 |                         |   |            |          |         
|Commercial                       |                         | $ | 13,650,000 |          |          |  | 18.57   | %
|Real estate  individual         |                         |   | 30,842,527 |          |          |  | 41.95   | %
|Real estate  commercial         |                         |   | 23,821,128 |          |          |  | 32.40   | %
|Installment loans to individuals |                         |   | 5,204,244  |          |          |  | 7.08    | %
|                                 |                         |   |            |          |          |  |         |  
|Total loans                      |                         |   | 73,517,899 |          |          |  | 100.00  | %
|                                 |                         |   |            |          |          |  |         |  
|Less: Net deferred loan fees     |                         |   | (103,315   | )        |          |  |         |  
|                                 | Allowance for loan loss |   |            | (960,000 | )        |  |         |   | 
|                                 |                         |   |            |          |          |  |         |  
|Total net loans                  |                         | $ | 72,454,584 |          |          |  |         |  
|                                 |                         |   |            |          |          |  |         |  

The principal components of our loan portfolio at June 30, 2002 were
mortgage loans and commercial loans, which represented 92.9% of the portfolio.
We will attempt to maintain a relatively diversified loan portfolio to help
reduce the risk inherent in concentration of collateral.

Regulatory Matters

From time to time, various bills are introduced in the United States
Congress with respect to the regulation of financial institutions. Certain of
these proposals, if adopted, could significantly change the regulation of banks
and the financial services industry. We cannot predict whether any of these
proposals will be adopted or, if adopted, how these proposals would affect us.

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PART IIOTHER INFORMATION

Item 1. Legal Proceedings.

In late May 1999, we received a notice from Huntington Bancshares
Incorporated asserting that it has superior trademark rights in the name
ebank. In 1996, Huntington Bancshares Incorporated obtained a federal
trademark registration for the term E-BANK. Based on our review of materials
Huntington sent us describing its use of the term E-BANK, we believe that
Huntingtons use of the term is limited to a description of a system platform,
which Huntington at one time offered or planned to offer on a wholesale basis
to other banks. We do not believe that Huntington has used the term in
connection with offering financial services to the public. Consequently, we do
not believe that our ownership rights in the service mark ebank and our use
of the mark to provide financial services on the Internet and elsewhere
infringe upon Huntingtons federal trademark. In order to clarify the
situation, on June 30, 1999 we filed an action in the United States District
Court for the Northern District of Georgia, asking for a declaratory judgment
that we have the right to use ebank.com as a trademark for Internet banking
services despite Huntingtons registration. Rather than answering our
complaint, Huntington filed suit against us on August 10, 1999 in the United
States District Court for the Eastern District of Ohio, alleging trademark
infringement over our use of the name ebank.com. In the Ohio action,
Huntington sought an injunction against our use of the name ebank.com and
ebank, as well as treble damages and all profits realized by us by reason of
our use of the name ebank. Huntington submitted a motion to dismiss the
Georgia action, and we submitted a motion to dismiss the Ohio action, in each
case on the grounds of lack of jurisdiction. On March 29, 2000, the district
court in the Georgia action granted Huntingtons motion to dismiss on the
grounds that the court did not have jurisdiction over Huntington. On September
27, 2000, the district court in the Ohio action granted our motion to dismiss
on the grounds of lack of jurisdiction.

On July 20, 2001, e-BANK, LLC, a Huntington affiliate, filed claims
against us in the United States District Court for the Northern District of
Georgia, Atlanta Division. These currently pending claims are substantially
similar to the claims that were dismissed in the Ohio action. We have filed a
motion to dismiss, which has been opposed. We intend to vigorously defend our
rights to the name ebank.com.

There are no other material legal proceedings to which we or any of our
properties are subject.

Item 2. Changes in Securities and Use of Proceeds.

None.

Item 3. Defaults Upon Senior Securities.

None.

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

Our annual meeting of the shareholders was held on May 20, 2002, for the
following purposes:



| | 1. |  | to elect three Class I directors to serve for three-year terms; and
| | -- |  | -------------------------------------------------------------------
|
| | 2. |  | to elect one Class II director to serve for a one-year term.       

Only shareholders of record at the close of business on April 12, 2002,
were entitled to vote at the Annual Meeting. Proxies for the meeting were
solicited pursuant to the Georgia Business Corporation Code, and there was no
solicitation in opposition to managements solicitations. Proxies and ballots
were

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received from the holders of 1,397,985 shares of our common stock,
representing 81.85% of the outstanding shares of common stock. The results
were as follows:

The three individuals nominated to serve as Class I directors and the one
individual nominated to serve as a Class II director were elected with the
number of votes for, against, and withheld as indicated below:

|                    |  |     |           |         |  |          |     |  |  |  |        | 
|------------------- |  | --- | --------- | ------- |  | -------- | --- |  |  |  | ------ | 
|CLASS I             |  | FOR |           | AGAINST |  | WITHHELD
|                    |  |     |           |         |  |         
|Terry L. Ferrero    |  |     | 1,384,740 |         |  |          | -0- |  |  |  | 13,245 | 
|Walter Drakeford    |  |     | 1,384,740 |         |  |          | -0- |  |  |  | 13,245 | 
|Caroline O. Harless |  |     | 1,377,140 |         |  |          | -0- |  |  |  | 20,845 | 

|                  |  |     |           |         |  |          |     |  |  |  |        | 
|----------------- |  | --- | --------- | ------- |  | -------- | --- |  |  |  | ------ | 
|CLASS II          |  | FOR |           | AGAINST |  | WITHHELD
|                  |  |     |           |         |  |         
|Gregory J. Corona |  |     | 1,384,740 |         |  |          | -0- |  |  |  | 13,245 | 

Item 5. Other Information.

None.

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

|    |  |                                                                                                                                                                                                        
|--- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(a) |  | Exhibits                                                                                                                                                                                               
|   
|3.1 |  | Articles of Incorporation (Incorporated by reference to Exhibit 3.1 to
the Companys Registration Statement on Form SB-2 filed on December 5,
1997, File No. 333-41545.)                               
|   
|3.2 |  | Articles of Amendment to the Articles of Incorporation (Incorporated by
reference to Exhibit 3.1.1 to the Companys Form 8-K filed on April 23,
1999, File No. 000-24043.)                             
|   
|3.3 |  | Articles of Amendment to the Articles of Incorporation (Incorporated by
reference to Exhibit 3.1 to the Companys Form 10-KSB filed on April 2,
2001, File No. 000-24043.)                             
|   
|3.4 |  | Articles of Amendment to the Articles of Incorporation (Incorporated by
reference to Exhibit 3.1 to the Companys Registration Statement on Form
SB-2 filed on August 3, 2001, File No. 333-66704.)    
|   
|3.5 |  | Articles of Amendment to the Articles of Incorporation effective December
21, 2001 (Incorporated by reference to Exhibit 3.5 to the Companys Form
10-KSB filed on March 29, 2002, File No. 000-24043.)
|   
|3.6 |  | Articles of Amendment to the Articles of Incorporation effective December
28, 2001 (Incorporated by reference to Exhibit 3.6 to the Companys Form
10-KSB filed on March 29, 2000, File No. 000-24043.)
|   
|3.7 |  | Bylaws (Incorporated by reference to Exhibit 3.2 to the Companys
Registration Statement on Form SB-2 filed on December 5, 1997, File No.
333-41545.)                                                  
|   
|4.1 |  | Articles of Incorporation of the Company, as amended, filed as Exhibits
3.1, 3.2, 3.3, 3.4, 3.5 and 3.6 and incorporated herein by reference.                                                          
|   
|4.2 |  | Bylaws of the Company, filed as Exhibits 3.7 and incorporated herein by
reference.                                                                                                                     

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|     |  |                                                                                                                                                                                                                                                  
|---- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|4.3  |  | Specimen Common Stock Certificate (Incorporated by reference to Exhibit
4.2 to the Companys Registration Statement on Form SB-2 filed on December
5, 1997, File No. 333-41545.)                                                                 
|    
|10.1 |  | *ebank.com, Inc. 1998 Stock Incentive Plan (Incorporated by reference to
Exhibit 4.3 to the Companys Form S-8 filed October 5, 1999.)                                                                                                           
|    
|10.2 |  | *ebank.com, Inc. First Amendment to the 1998 Stock Incentive Plan as
adopted by the Board of Directors on September 20, 1999 (Incorporated by
reference to Exhibit 4.4 to the Companys Form 10-KSB filed on April 12,
2000, File No. 000-24043.)
|    
|10.3 |  | *ebank.com, Inc. Second Amendment to the 1998 Stock Incentive Plan as
adopted by the Board of Directors on June 17, 2002.                                                                                                                        
|    
|10.4 |  | *Employment Agreement between James L. Box and ebank dated May 17, 2002.                                                                                                                                                                         
|    
|99.1 |  | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.                                                                                                                          
|    
|99.2 |  | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.                                                                                                                          
|    
|     |  | *  Denotes management contract or compensatory plan or
arrangement.                                                                                                                                                                              
|    
|(b)  |  | Reports on Form 8-K  No reports on Form 8-K were filed during the
quarter ended June 30, 2002.                                                                                                                                                  

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SIGNATURES

In accordance with Section 13 or 15(d) of the Securities Exchange Act of
1934, the registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

|                      |  |     |  |                                                   
|--------------------- |  | --- |  | --------------------------------------------------
|                      |  |     |  | ebank.com, Inc.                                   
|                      |  |     |  |                                                   
|Date: August 14, 2002 |  | By: |  | /s/ James L. Box                                  
|                      |  |     |  |                                                   
|                      |  |     |  | James L. Box
President and Chief Executive Officer
|                      |  |     |  |                                                   
|Date: August 14, 2002 |  | By: |  | /s/ Wayne W. Byers                                
|                      |  |     |  |                                                   
|                      |  |     |  | Wayne W. Byers
Chief Financial Officer            

20