U.S. 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 March 31, 2000

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

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

         1,630,688 shares of common stock, par value $.01 per share, were issued
and outstanding as of May 10, 2000.

         Transitional  Small  Business  Disclosure  Format (check one):
                                                                  Yes   No X
                                                                    ---    --



<PAGE>
<TABLE>
<CAPTION>


                                 ebank.com, Inc.
                           CONSOLIDATED BALANCE SHEETS

                                     ASSETS

                                                                             March 31,        December 31,
                                                                                2000             1999
                                                                                ----             ----
                                                                            (Unaudited)         (Audited)

<S>                                                                  <C>                   <C>
Cash and due from banks                                                 $     1,499,733       $       152,899
Federal funds sold                                                            1,910,000               620,000
Investment securities available for sale                                              -               994,700
Other securities                                                                215,600               213,000
Loans, net of allowance for loan losses of $788,000, and $730,000,           50,321,854            47,867,286
respectively
Premises and equipment, net                                                   2,197,947             1,498,568
Accrued interest receivable                                                     350,169               185,572
Investment in Talisman Technologies, Inc.                                       665,932                     -
Other assets                                                                  1,388,118               531,345
                                                                        ---------------       ---------------
         Total assets                                                   $    58,549,353       $    52,063,370
                                                                        ===============       ===============

                                        LIABILITIES AND SHAREHOLDERS' EQUITY

Deposits                                                                $      48,996,850     $     41,611,122
Accrued interest payable                                                          102,938               86,422
Other liabilities                                                                 425,067              424,183
                                                                        -----------------     ----------------
         Total liabilities                                                     49,524,855           42,121,727
                                                                        -----------------     ----------------

SHAREHOLDERS' EQUITY

Common stock, $.01 par value, 10,000,000 shares authorized,  1,630,688
and  1,469,250 shares issued and outstanding, respectively                         16,307               14,693

Surplus                                                                        14,386,390           13,722,072
Accumulated deficit                                                            (5,378,199)          (3,793,472)
Accumulated other comprehensive income (loss)                                           -               (1,650)
                                                                        -----------------     -----------------
           Total shareholders' equity                                           9,024,498            9,941,643
                                                                        -----------------     ----------------

          Total liabilities and shareholders' equity                    $      58,549,353     $     52,063,370
                                                                        =================     ================
</TABLE>

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


<PAGE>
<TABLE>
<CAPTION>


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

                                                                                             For the three months ended
                                                                                             --------------------------
                                                                                                      March 31,
                                                                                                      --------
                                                                                                2000             1999
                                                                                                ----             ----
<S>                                                                                       <C>               <C>
Interest income
        Loans, including fees.........................                                   $    1,234,887    $     351,116
         Investment securities:
             U.S. Government agencies and
             Corporations..............................                                            2,503           46,685
         Other investments.............................                                            1,217              487
         Federal funds sold............................                                           34,032           91,300
                                                                                          --------------   --------------
         Total interest income.........................                                        1,272,639          489,588
                                                                                          --------------   --------------
Interest expense

         Interest bearing demand and money market                                                179,967           60,816
         Savings.......................................                                              212              108
         Time deposits of $100,000 or more.............                                          133,859           50,521
         Other time deposits...........................                                          265,689           62,145
         Other borrowings..............................                                            2,974               --
                                                                                          --------------   --------------
         Total interest expense........................                                          582,701          173,590
                                                                                          --------------   --------------
Net interest income....................................                                          689,938          315,998
Provision for possible loan losses.....................                                           58,000           70,000
                                                                                          --------------   --------------
Net interest income after provision
         for possible loan losses......................                                          631,938          245,998
                                                                                          --------------   --------------
Other income                                                                                      24,318            1,725
                                                                                          --------------   --------------
         Total other income............................                                           24,318            1,725
                                                                                          --------------   --------------
Other expense
         Salaries and other compensation...............                                          630,668          227,622
         Employee benefits.............................                                          202,957           45,174
         Net occupancy and equipment expense...........                                          293,054           96,188
         Professional and other outside services.......                                          996,304           56,864
         Other expense.................................                                          118,000          120,301
                                                                                          --------------   --------------
         Total other expenses..........................                                        2,240,983          546,149
                                                                                          --------------   --------------
Loss before income tax benefit.........................                                       (1,584,727)        (298,426)
Income tax benefit.....................................                                               --               --
                                                                                          --------------   --------------
         Net loss......................................                                   $   (1,584,727)  $     (298,426)
                                                                                          ===============  ==============
Basic and diluted loss per common share................                                   $        (1.06)  $         (.20)
                                                                                          ===============  ==============

</TABLE>

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


<PAGE>
<TABLE>
<CAPTION>


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

                                                                                    For the three months ended
                                                                                    --------------------------
                                                                                             March 31,
                                                                                             --------
                                                                                        2000              1999
                                                                                        ----              ----
<S>                                                                              <C>                 <C>
Net loss                                                                         $ (1,584,727)       $   (298,426)
Other comprehensive gain (loss), net of tax:
       Unrealized gain (loss) on securities
             Available for sale                                                        (1,650)               (379)
                                                                                 ------------       -------------
Comprehensive loss                                                               $ (1,583,077)       $   (298,805)
                                                                                 ============       =============
</TABLE>

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


<PAGE>
<TABLE>
<CAPTION>
                                 ebank.com, Inc.
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (Unaudited)

                                                                                         For the three months ended
                                                                                         --------------------------
                                                                                                  March 31,
                                                                                                  ---------
                                                                                            2000             1999
                                                                                            ----             ----
<S>                                                                                   <C>              <C>
Cash Flows from operating activities:                                                 $    (1,584,727) $      (298,426)
         Net loss
         Adjustment to reconcile net loss to net cash used                                     (3,650)         (46,548)
         by operating activities:
         Net accretion of investment securities                                               112,134           34,626
         Depreciation and amortization of premises and equipment                               58,000           70,000
         Provision for possible loan losses                                                  (856,773)          36,818
         (Increase) in other assets                                                          (164,597)         (30,238)
         (Increase) in accrued interest receivable                                             16,516           17,145
         (Increase) in accrued interest payable                                                   884           (7,649)
                                                                                      ---------------  ----------------
         (Decrease) in other liabilities                                                   (2,422,213)        (224,272)
                                                                                      ---------------- ----------------
                  Net cash used by operating activities

Cash flows from investing activities:
         Purchase of investment securities available for sale                                  (2,600)      (4,972,390)
         Maturities of investment securities available for sale                             1,000,000        5,000,000
         Loans originated, net of principal repayments                                     (2,512,568)      (8,688,802)
                                                                                             (811,513)         (89,216)
         Purchases of premises and equipment                                          ---------------- ----------------
                                                                                           (2,326,681)      (8,750,408)
                                                                                      ---------------- ----------------
 Net cash used by investing activities

Cash flows from financing activities:
         Net increase in deposits                                                           7,385,728        3,973,647
                                                                                      ---------------   ---------------
                  Net cash provided from financing activities                               7,385,728        3,973,647
                                                                                      ---------------   ---------------
Net increase (decrease) in cash and cash equivalents                                        2,636,834       (5,001,033)

Cash and Cash Equivalents:

         Beginning of period                                                                 772,899        9,923,677
                                                                                      ---------------  ---------------
         End of period                                                                $     3,409,733    $   4,922,644
                                                                                      ===============  ===============
 </TABLE>
The  accompanying  notes are an integral  part of these  consolidated  financial
statements.


<PAGE>

                                 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 accruals)  considered necessary for a fair presentation have
been included. Operating results for the three-month period ended March 31, 2000
are not necessarily  indicative of the results that may be expected for the year
ending  December  31,  2000.  For further  information,  refer to the  Company's
consolidated financial statements and footnotes included in the Company's 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 bank subsidiary, located in north
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. (the "Parent Company") was incorporated, under the laws
of the State of Georgia on August 22, 1997, to operate as a bank holding company
with the Office of Thrift  Supervision.  ebank (the  "Bank")  began as a general
banking business on August 17, 1998, as a wholly-owned  subsidiary of the Parent
Company.  The  Parent  Company  also owns 100  percent of the  capital  stock of
Commerce Mortgage Company, LLC ("Commerce Mortgage"). The consolidated financial
statements  include  the  accounts of the Parent  Company  and its  wholly-owned
subsidiaries,  the  Bank  and  Commerce  Mortgage,  collectively  known  as  the
"Company." All  significant  intercompany  accounts and  transactions  have been
eliminated in consolidation.

NOTE 2 - SHARES USED IN COMPUTING NET LOSS PER SHARE

         Basic  and  diluted  loss per share  are  based on  1,497,635  weighted
average  shares  outstanding  for the quarter  ended March 31, 2000.  There were
42,541 potential common shares  outstanding at March 31, 2000, related to common
stock options.  These shares were not included in the computation of the diluted
loss per share amount  because the Company was in a net loss position and, thus,
any potential common shares were anti-dilutive.

NOTE 3 - NEW ACCOUNTING PRONOUNCEMENTS

Accounting Pronouncement Affecting Future Periods

         The  Financial  Accounting  Standards  Board has  issued  Statement  of
Financial  Accounting  Standards No. 133 (SFAS 133)  "Accounting  for Derivative
Instruments  and Hedging  Activities."  SFAS 133 is  effective  for fiscal years
beginning  after June 15,  2000.  Under SFAS 133, a company will


<PAGE>

recognize all free-standing derivative instruments in the statement of financial
position as either  assets or  liabilities  and will measure them at fair value.
The difference  between a  derivative's  previous  carrying  amount and its fair
value shall be reported as a  transition  adjustment  presented in net income or
other  comprehensive  income,  as  appropriate,  in  a  manner  similar  to  the
cumulative  effect of a change in  accounting  principle.  This  statement  also
determines  the  accounting  for the  changes  in fair  value  of a  derivative,
depending on the intended use of the derivative and resulting  designation.  The
adoption  of SFAS  133 is not  expected  to  have a  significant  impact  on the
consolidated financial condition or results of operations of the Company.

NOTE 4 - ACCUMULATED OTHER COMPREHENSIVE LOSS

         Accumulated other comprehensive loss is as follows:

                                                            Unrealized
                                                            Gains (Losses)
                                                            On Securities
                                                            -------------
            Beginning balance - December 31, 1999             $ (1,650)
            Current - period change $2,750, net of tax
            of $1,100                                            1,650
                                                            ----------
            Ending balance -  March 31, 2000                  $      0
                                                            ==========

NOTE 5 - INVESTMENT IN TALISMAN TECHNOLOGIES,  INC.

         On March 16,  2000,  the  Company  entered  into an  exclusive  15-year
license  agreement  with Talisman  Technologies,  Inc., an affiliate of Talisman
Entertainment  Inc., to use its Internet ATM technology in its  installation and
operation  of ATMs  within the United  States,  and  granted  Talisman a 15-year
license to use its banking knowledge and know-how,  trademarks,  business plans,
and marketing  materials  outside the United States.  As consideration for these
licenses,  the Company  issued  161,438  shares of its common stock to Talisman,
which  represented  9.9% of its common  stock on the  closing  date,  and we are
committed to issue  additional  shares to maintain  Talisman's  9.9% interest if
certain events occur. In return, Talisman issued us 9.9% of the then outstanding
shares of its common stock on a fully diluted  basis.  In addition,  the Company
has agreed to enter into an outsourcing  agreement with Talisman within 180 days
after  the  closing,  pursuant  to which  Talisman  will  provide  our core data
processing  services.  The Company will need a substantial  amount of additional
funds,  which it  believes  will be  between  $5  million  and $10  million,  to
implement the outsourcing  agreement.  The Company currently does not have these
funds and there is a risk  that it will not  obtain  them  during  this  180-day
period.  If the Company fails to enter into this  agreement  within this period,
Talisman  reserves the right to rescind the entire  transaction,  including  the
license transfers and share issuances.  Because there is a substantial risk that
the outsourcing  agreement will not be implemented and the transactions  will be
rescinded,  the Company has not attributed any value to the Talisman  license in
our  financial  statements  for the period  ended March 31,  2000.  In addition,
because the common stock it issued to Talisman is restricted stock and cannot be
freely  transferred  without  registration,  third party investment bankers have
applied a lack of marketability  discount of approximately  45% from the closing
price of our common stock on March 16, 2000, the date of issuance. Because there
is no public  market for the Talisman  common stock the Company  received in the
transaction,  the  Company  valued  this asset  based on the value of the common
stock it issued to  Talisman,  taking  into  account  the  discount  for lack of
liquidity.


<PAGE>


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:

o        significant  increases  in  competitive  pressure  in the  banking  and
         financial services industries;

o        changes in the interest rate environment which could reduce anticipated
         or actual margins;

o        changes  in  political  conditions  or the  legislative  or  regulatory
         environment;

o        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;

o        changes occurring in business conditions and inflation;

o        changes in technology;

o        changes in monetary and tax policies;

o        changes in the securities markets; and

o        other risks and uncertainties detailed from time to time in our filings
         with the Securities and Exchange  Commission, including our Form 10-KSB
         for the year ended December 31, 1999.

Financial Condition
-------------------

         Total   consolidated   assets  increased  by  $6,485,983  or  12.5%  to
$58,549,353 during the three-month period ended March 31, 2000. The increase was
generated primarily through a net increase in deposits of $7,385,728 or 17.8%.

         At March 31, 2000, the Company's assets consisted  primarily of federal
funds  sold  of  $1,910,000,   other  investments  of  $215,600,  net  loans  of
$50,321,854,  property at cost less accumulated depreciation of $2,197,947, cash
due from banks of  $1,499,733,  investment  in  Talisman  Technologies,  Inc. of
$665,932,  and other assets totaling  $1,738,287.  The Company's  liabilities at
March 31, 2000,  were  $49,524,855,  consisting of deposits of  $48,996,850  and
accrued expenses and other liabilities of $528,005. The Company's  shareholders'
equity of totaled $9,024,498 at March 31, 2000.


<PAGE>

Results of Operations
---------------------

         From the Bank's opening date on August 17, 1998 through March 31, 2000,
the Bank has  attracted  approximately  $49.0  million in deposits  and made net
loans of $50.3 million.  Net interest income for the  three-month  period ending
March 31, 2000 totaled $689,938  compared to net interest income of $315,998 for
the  three-month  period  ending March 31, 1999.  This  increase in net interest
income in the 1st quarter of 2000 over the 1st quarter of 1999 is primarily  due
to an increase in earning  assets,  including  primarily the increase in average
loans of $34.0 million,  offset somewhat by the reduction in average  investment
securities of $9.2 million, respectively.

         Our provision for loan losses for the three months ended March 31, 2000
and 1999 was  $58,000 and  $70,000,  respectively.  This was offset  somewhat by
other income of $24,318 and $1,725, respectively.

         On an annualized basis, other income represents less than .17% of total
assets.  This figure is  relatively  low because in order to attract new banking
relationships,  the Bank's fee  structure  and charges are low when  compared to
other banks. The above fees and charges may increase in the future.

         Operating  expenses for the  three-month  period  ending March 31, 2000
totaled  $2,240,984,  including  salaries  and other  compensation  of $630,668,
employee  benefits  expenses of $202,957,  occupancy and  equipment  expenses of
$293,054,  professional  and  other  outside  services  of  $996,304,  and other
expenses of $118,000. On an annualized basis, other expenses represents 15.4% of
total assets. Operating expense for the three-month period ending March 31, 1999
totaled  $546,149.  The  significant  increases  in  operating  expenses  in the
three-month  period  ending  March 31, 2000 over the same period in 1999 include
additional  staffing,  occupancy,  and  professional  expenses  to  support  the
projected  growth of the Company,  marketing  expenses to promote the  Company's
products and services, and other general operating expenses.

         The  Company  had a net loss of  $1,584,727  or $1.06 per share for the
three-month period ending March 31, 2000,  compared to a net loss of $298,426 or
$.20 per share for the three-month period ending March 31, 1999.

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 currently  evaluate the  allowance for loan losses on an overall
portfolio  basis,  but we  intend  to begin  allocating  the  allowance  to loan
categories  once the loan  portfolio  becomes  large and  diversified  enough to
support  such  an  allocation  system.  We  consider  a  number  of  factors  in
determining  the  level  of  this  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


<PAGE>

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.

         At  December  31,  1999,  the  allowance  for loan  losses  amounted to
$730,000. By March 31, 2000, the allowance had grown to $788,000.  The allowance
for loan losses,  as a percentage of total gross loans,  increased from 1.50% to
1.54%  during  the  three-month   period  ended  March  31,  2000.  We  had  one
non-performing  loan  totaling  $93,000 and no  significantly  past due loans at
March 31, 2000 and had no charge-offs  for the  three-month  period ending March
31, 2000.

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 three months
ended March 31, 2000.
<TABLE>
<CAPTION>

          Interest                                                    Interest
       Earning Assets/                     Average                     Income/                         Yield/
     Bearing Liabilities                   Balance                      Cost                            Cost
     -------------------                   --------                    -------                        --------
<S>                                   <C>                        <C>                         <C>
Federal funds sold                    $     2,416,230            $       34,032                          5.66%
Investment securities                         247,637                     3,720                          6.04%
Loans                                      48,837,571                 1,234,887                         10.17%
                                      ---------------            --------------                    -----------
     Total                            $    51,501,439            $   1,272,639                           9.94%
                                      ===============            =============                     ===========
Deposits                              $    45,922,641            $     582,701                           5.10%
                                      ===============            ==============                    ===========
Net interest income                                              $      689,938                          4.84%
                                                                 ==============                    ===========
Net yield on earning assets                                                                              5.39%
                                                                                                   ===========
</TABLE>

Liquidity and Sources of Capital
--------------------------------

         Liquidity  is the  Company's  ability to meet all  deposit  withdrawals
immediately,  while also providing for the credit needs of customers.  The March
31, 2000  financial  statements  evidence a satisfactory  liquidity  position as
total cash, cash  equivalents,  and federal funds sold amounted to approximately
$3.4 million,  representing 6% of total assets.  Note that the Company's ability
to maintain and expand its deposit base and borrowing  capabilities are a source
of liquidity.  For the three-month  period ended March 31, 2000,  total deposits
increased from $41.6 million to $49.0 million,  representing an increase of 18%.
The Company  closely  monitors  and attempts 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 customer  withdrawals
and loan demand.

         The Company and the Bank maintain  adequate levels of capitalization as
measured by the following  capital  ratios and the  respective  minimum  capital
requirements by the OTS, the Bank's primary regulator.
<TABLE>
<CAPTION>

                                                               Bank             Company              Minimum
                                                             Capital            Capital            Regulatory
           Capital ratios at March 31, 2000                   Ratio              Ratio             Requirement
                                                              -----              -----             -----------
<S>             <C>                                      <C>               <C>                 <C>
           Tier 1 capital                                       13.1%             16.0%               4.0%
           Tier 2 capital                                        1.2%              1.2%
                                                          -----------        ----------
             Total risk-based capital ratio                     14.3%             17.2%               8.0%
                                                          ===========        ==========       ============

           Leverage ratio                                       12.4%             15.0%               4.0%
                                                          ===========        ==========       ============
</TABLE>


         The OTS has established a 3.0% minimum leverage ratio requirement.  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 3.0%
plus an  additional  cushion  of at least 1 to 2  percent,  depending  upon risk
profiles and other factors.

         Management  believes  that, as of March 31, 2000,  the Company and Bank
meet all capital requirements to which they are subject.

Liquidity And Rate Sensitivity
------------------------------

         Asset/liability management is the process by which the Company monitors
and controls the mix and maturities of its 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.

         The  Company  measures  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.
<PAGE>

         The table below shows the interest  rate  sensitivity  of the Company's
assets and liabilities as of March 31, 2000:
<TABLE>
<CAPTION>

                                                         After three
                                            Within        but within         After one
                                            three           twelve          but within    After five
                                            months          months          five years      Years           Total
                                         -------------  ---------------    ---------------------------  ---------------
                                                                    (Dollars in Thousands)

<S>                                      <C>             <C>                <C>           <C>           <C>
Interest-earning assets:
   Federal funds sold                    $    1,910      $       --         $        --   $       --    $     1,910
   Other  securities                              0              --                  --          215            215
   Loans                                     26,569           2,520              16,698        5,323         51,110
                                         ----------      ----------         -----------  -----------    -----------
 Total earning assets                    $  28,479       $    2,520         $    16,698   $    5,538    $    53,235
                                         =========       ==========         ===========   ==========    ===========

 Interest-bearing liabilities:
   Money market, savings and NOW         $  13,856       $       --         $        --   $       --    $    13,856
   Time deposits                              4,183          25,601                  85           --         29,869
                                         ----------      ----------         -----------  -----------    -----------
 Total interest-bearing liabilities      $   18,039      $   25,601         $        85   $       --    $    43,725
                                         ==========      ==========         ===========   ==========    ===========

 Interest-sensitivity gap                $   10,440      $  (23,081)        $    16,613   $    5,538    $     9,510
                                         ==========      ===========        ===========   ==========    ===========

 Cumulative interest-sensitivity gap     $   10,440      $  (12,641)        $     3,972   $    9,510    $     9,510
                                         ==========      ===========        ===========   ==========    ===========

 Ratio of interest-sensitivity gap to
   total earning assets                       19.61%        (43.36)%              31.21%       10.40%

 Ratio of cumulative
   interest-sensitivity gap to total
   earning assets                             19.61%        (23.75)%               7.46%       17.86%
</TABLE>

         As  evidenced  by  the  table  above,   the  Company  is   cumulatively
liability-sensitive  at one year.  However,  the Company's 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.


<PAGE>



Loan Portfolio
--------------

         Since loans  typically  provide  higher  interest  yields than do other
types of  earning  assets,  the  Company's  intent is to  channel a  substantial
percentage of its earning assets into the loans  category.  Average loans, on an
annualized  basis,  were  approximately  $48,800,000 for the three-month  period
ended  March 31,  2000.  Total gross  loans  outstanding  at March 31, 2000 were
$51,109,854.

         The following table summarizes the composition of the loan portfolio at
March 31, 2000:

                                                                    Percent
                                          Amount                   of total
                                      ----------------            -----------
 Commercial                           $   10,899,145                 21.25%
 Real estate - individual                  3,124,081                  6.09%
 Real estate - commercial                 35,182,059                 68.59%
 Installment loans to individuals          2,085,823                  4.07%
                                      ----------------            -----------
 Total loans                              51,291,108                100.00%
                                                                  ===========
 Less:   Net deferred loan fees             (181,254)
         Allowance for loan loss            (788,000)
                                      ----------------
 Total net loans                      $   50,321,854
                                      ================

         The principal  components of the Company's  loan portfolio at March 31,
2000 were mortgage loans and commercial loans,  which represented  95.93% of the
portfolio.  Due to the short time the portfolio has existed,  the current mix of
loans may not be  indicative  of the ongoing  portfolio  mix.  The Company  will
attempt to maintain a relatively  diversified  loan portfolio to help reduce the
risk inherent in concentration of collateral.

Other Matters

         On November 4, 1999, the U.S. Senate and House of Representatives  each
passed the  Gramm-Leach-Bliley  Act,  previously known as the Financial Services
Modernization  Act of 1999. The Act was signed into law by President  Clinton on
November 12, 1999. Among other things, the Act repeals the restrictions on banks
affiliating  with  securities  firms  contained  in  sections  20  and 32 of the
Glass-Steagall  Act. The Act also permits bank holding  companies to engage in a
statutorily  provided  list of financial  activities,  including  insurance  and
securities  underwriting and agency activities,  merchant banking, and insurance
company portfolio investment activities. The Act also authorizes activities that
are "complementary" to financial activities.

         The Act  contains a number of  provisions  specifically  applicable  to
federal thrifts. For example, the Act repeals the Savings Association  Insurance
Fund special  reserve;  modernizes  the Federal Home Loan Bank System;  provides
regulatory relief for community banks with satisfactory or outstanding Community
Reinvestment Act ratings in the form of less frequent  compliance  examinations;
and creates privacy  provisions that address  consumer needs without  disrupting
necessary  information  sharing  between  community  banks and  their  financial
services partners.

         The Act also  prohibits  new  unitary  thrift  holding  companies  from
engaging in nonfinancial  activities or affiliating with nonfinancial  entities.
The  prohibition  applies to a company  that  becomes a unitary  thrift  holding
company  pursuant  to an  application  filed  with the OTS  after  May 4,  1999.
However,  a grandfathered  unitary thrift holding company,  such as our Company,
retains its authority to engage in nonfinancial activities.
<PAGE>


         The Act is intended to grant to  community  banks  certain  powers as a
matter of right that larger  institutions  have  accumulated on an ad hoc basis.
Nevertheless,  the  Act  may  have  the  result  of  increasing  the  amount  of
competition that we face from larger  institutions and other types of companies.
In fact, it is not possible to predict the full effect that the Act will have on
us. From time to time other  changes are proposed to laws  affecting the banking
industry,  and these  changes  could have a material  effect on our business and
prospects.  We cannot  predict  the  nature or the  extent of the  effect on our
business and earnings of fiscal or monetary policies,  economic controls, or new
federal or state legislation.

         Other than as described  in this Form 10-QSB,  the Company is not aware
of  any  current   recommendation  by  the  regulatory   authorities  which,  if
implemented,  would have a material effect on the Company's  liquidity,  capital
resources, or results of operations.

Year 2000

         Like many financial institutions, we rely upon computers for conducting
our business  and for  information  systems  processing.  Industry  experts were
concerned that on January 1, 2000, some computers would not be able to interpret
the new  year  properly,  causing  computer  malfunctions.  While  we  have  not
experienced any material  computer  malfunctions  to date,  there remains a risk
that  our  computers   will  be  unable  to  read  or  interpret  data  on  Year
2000-sensitive  dates,  including  October 10, 2000. Our regulators  have issued
guidelines to require compliance with Year 2000 issues. In accordance with these
guidelines,  we have  developed  and executed a plan to ensure that our computer
and telecommunication systems do not have these Year 2000 problems. We generally
rely on software and hardware  developed by  independent  third  parties for our
information  systems.  We  believe  that  our  internal  systems  and  software,
including  our  network  connections,  are  programmed  to comply with Year 2000
requirements,   although   there  is  a  risk  they  may  not  be.  We  incurred
approximately $30,000 in expenses in 1999 to implement our Year 2000 plan. Under
our plan, we are continuing to monitor the situation  throughout  2000. Based on
information  currently available,  we believe that we will not incur significant
additional expenses in connection with the Year 2000 issue.

         The Year 2000  issue may also  negatively  affect the  business  of our
customers,  but to  date we are not  aware  of any  material  Year  2000  issues
affecting  them.  We include  Year 2000  readiness  in our  lending  criteria to
minimize  risk.  However,  this will not eliminate the issue,  and any financial
difficulties  that our  customers  experience  caused by Year 2000 issues  could
impair their ability to repay loans to us.

                                     PART II

                                OTHER 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


<PAGE>

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 is seeking
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 has submitted a motion to dismiss the Georgia action, and we
have 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.  Although we intend to vigorously defend
our  rights to the name  "ebank.com,"  we cannot  predict  the  outcome  of this
litigation.  Although  we do not  expect  this,  in the  worst  case we could be
required  to pay  damages,  change our name,  and choose a new domain  name from
which to host our  Internet  operations,  and the amount of  damages  could even
include the actual  amount of damages  sustained by  Huntington,  multiplied  by
three, plus all profits we realize through the use of the name "ebank," and even
punitive damages.

         There are no other material  legal  proceedings to which the Company or
any of its properties are subject.

Item 2.  Changes in Securities.

         (a)      Not applicable.

         (b)      Not applicable.

         (c)      On March 16, 2000, we issued 161,438 shares of common stock to
                  Talisman  Technologies,  Inc. in return for 9.9% of its common
                  stock. We are committed to issue additional shares to maintain
                  Talisman's  9.9%  interest if certain  events  occur.  For its
                  services in connection with the Talisman transaction,  we have
                  agreed  to pay Sutro & Co.  Incorporated  an  advisory  fee of
                  $300,000 and 7.5% of the Talisman  shares we received.  Please
                  see a more detailed  discussion of this transaction under Note
                  5 to the financial statements.

Item 3.  Defaults Upon Senior Securities.

         Not applicable.

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

         None.

Item 5.  Other Information.

         None

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

         (a)      Exhibits.

3.1.     Articles of Incorporation  (Incorporated by reference to Exhibit 3.1 of
         the Company's Registration Statement on Form SB-2, File No. 333-41545.)


<PAGE>

3.2.     Bylaws  (Incorporated  by  reference  to Exhibit  3.2 of the  Company's
         Registration Statement on Form SB-2, File No. 333-41545.)

4.1.     See Exhibits 3.1 and 3.2 for  provisions in the  Company's  Articles of
         Incorporation  and Bylaws  defining the rights of holders of the Common
         Stock  (Incorporated  by  reference  to  Exhibit  4.1 of the  Company's
         Registration Statement on Form SB-2, File No. 333-41545.)

4.2.     Form of  Certificate  of Common  Stock  (Incorporated  by  reference to
         Exhibit 4.2 of the Company's  Registration Statement on Form SB-2, File
         No. 333-41545.)

4.3.     ebank.com, Inc. 1998 Stock Incentive Plan (incorporated by reference to
         Exhibit 4.3 of the company's Form S-8 filed October 5, 1999)

4.4.     ebank.com,  Inc.  First  Amendment to the 1998 Stock  Incentive Plan as
         adopted by the Board of Directors on September 20, 1999

10.1.    Letter of Employment  dated November 18, 1997,  between the Company and
         Louis J. Douglass,  III  (Incorporated  by reference to Exhibit 10.1 of
         the Company's Registration Statement on Form SB-2, File No. 333-41545.)

10.2.    Line of Credit Agreement dated August 27, 1997, between The Company and
         The Bankers  Bank  (Incorporated  by  reference  to Exhibit 10.2 of the
         Company's Registration Statement on Form SB-2, File No. 333-41545.)

10.3.    Lease Agreement dated October 14, 1997, between the Company, as lessee,
         and Regent  Paces  Ferry  Office I, Inc.,  as lessor  (Incorporated  by
         reference to Exhibit 10.3 of the  Company's  Registration  Statement on
         Form SB-2, File No. 333-41545.)

10.4.    Form of  Escrow  Agreement  among the  Company,  Banc  Stock  Financial
         Services,  Inc.,  and The Bankers  Bank  (Incorporated  by reference to
         Exhibit 10.4 of the Company's Registration Statement on Form SB-2, File
         No. 333-41545.)

10.5.    Phoenix   International   Ltd.,   Inc.   Software   License   Agreement
         (Incorporated   by  reference   to  Exhibit   10.5  of  the   Company's
         Registration Statement on Form SB-2, File No. 333-41545.)

10.6.    Letter of Intent  dated  February 20, 1998 between the Company and Banc
         Stock Financial  Services,  Inc.  (Incorporated by reference to Exhibit
         10.6 of the  Company's  Registration  Statement on Form SB-2,  File No.
         333-41545.)

10.7.    Form of  Underwriting  Agreement  among  the  Company  and  Banc  Stock
         Financial Services,  Inc. (Incorporated by reference to Exhibit 10.7 of
         the Company's Registration Statement on Form SB-2, File No. 333-41545.)

10.8.    First  Amendment  to Lease  Agreement  dated June 4, 1998  between  the
         Company  and  Regent  Paces  Ferry  Office  I,  Inc.  (incorporated  by
         reference in the  Company's  Form 10KSB filed with the SEC on April 12,
         2000.)

10.9.    Sublease  dated  March 15, 1999  between the Bank and The Bankers  Bank
         (incorporated  by reference in the Company's  Form 10KSB filed with the
         SEC on April 12, 2000.)

10.10.   Engagement letter dated December 13, 1999 between the company and Sutro
         & Co.,  Inc.  (incorporated  by reference in the  Company's  Form 10KSB
         filed with the SEC on April 12, 2000.)


<PAGE>
10.11.   Integrated  Business  Center  Agreement dated December 15, 1999 between
         the company and Office.com  (incorporated by reference in the Company's
         Form 10KSB filed with the SEC on April 12, 2000.)

10.12.   Letter  of  Agreement  dated  May 14,  1999  between  the  Company  and
         Fountainhead Strategic Solutions, LLC (incorporated by reference in the
         Company's Form 10KSB filed with the SEC on April 12, 2000.)

10.13.   Form of  employment  agreement  for  Richard  A.  Parlontieri  with the
         Company  (incorporated  by reference in the Company's  Form 10KSB filed
         with the SEC on April 12, 2000.)

10.14    Stock   Exchange  and Rights Agreement with Tailsman Technologies, Inc.
         dated January 25, 2000.

21.1.    Subsidiaries of the Company (incorporated by reference in the Company's
         Form 10KSB filed with the SEC on April 12, 2000.)

23.1     Independent Certified Public Accountants

27.1.    Financial Data Schedule (for electronic filing purposes)

99.1(a)  Press  Release  dated  August 17,  1998 to announce  Commerce  Mortgage
         Company,  LLC  (incorporated  by reference in the Company's  Form 10QSB
         filed for the period ended June 30, 1998)

99.1(b)  Press  Release  dated  April 23, 1999 to announce  the  Company's  name
         change to ebank.com,  Inc.  (incorporated by reference in the Company's
         Form 8-K filed with the SEC on April 23, 1999)

99.2.    Press  Release  dated May 3, 1999 to announce the  Company's  new stock
         trading  symbol  (incorporated  by reference in the Company's  Form 8-K
         filed with the SEC on May 5, 1999)
------------------------

         (b) The  following  reports  on were  filed by the  Company on Form 8-K
during the quarter ended March 31, 2000.

99.3(a)  Press  Release  dated  January  26,  2000  to  announce  the  Company's
         agreement  to  enter  into   strategic   relationship   with   Talisman
         Technologies,  Inc.  (incorporated  by reference to Exhibit 99.1 of the
         Company's Form 8-K filed with the SEC on February 17, 2000)

99.3(b)  Press  Release  dated  January  30,  2000  to  announce  the  Company's
         initiative to be a leading Internet provider of financial  services for
         small  business  and retail  customers  (incorporated  by  reference to
         Exhibit 99.2 of the  Company's  Form 8-K filed with the SEC on February
         17, 2000)

99.3(c)  Press Release dated February 8, 2000 to announce the Company's alliance
         with  Office.com  (incorporated  by  reference  to Exhibit  99.3 of the
         Company's Form 8-K filed with the SEC on February 17, 2000)

99.3(d)  Press  Release  dated  February  16,  2000 to  announce  the  Company's
         alliance with GoRate.com  (incorporated by reference to Exhibit 99.4 of
         the Company's Form 8-K filed with the SEC on February 17, 2000)
<PAGE>

                                   SIGNATURES

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

                                        ebank.com, Inc.

Date:   May 15, 2000                    By:     /s/ Richard A. Parlontieri
       ----------------                     -------------------------------
                                                Richard A. Parlontieri
                                                Chairman and Chief Executive
                                                 Officer

                                        By: /s/ Mark D. Little
                                            --------------------------------
                                                Mark D. Little
                                                Chief Financial Officer