U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)

 X   Quarterly report under Section 13 or 15(d) of the Securities Exchange Act
---- of 1934

For the quarterly period ended September 30, 2000

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

For the transition period from           to
                               ---------    ---------

Commission file number   333-44161
                         ---------


                               PSB BANCGROUP, INC.
                               -------------------
        (Exact Name of Small Business Issuer as Specified in Its Charter)


        Florida                                                      59-3454146
-------------------------                                           -----------
(State or Other Jurisdiction                                 (I.R.S. Employer
of Incorporation or Organization)                            Identification No.)

                             500 South First Street
                            Lake City, Florida 32025
                           -------------------------
                    (Address of Principal Executive Offices)

                                         (904) 754-0002
                              -------------------------
                (Issuer's Telephone Number, Including Area Code)


         (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  12, 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;


Common stock, par value $.01 per share                            515,784 shares
--------------------------------------           -------------------------------
            (class)                              Outstanding at November 1, 2000

<PAGE>

                       PSB BANCGROUP, INC. AND SUBSIDIARY

                                      INDEX

PART I. FINANCIAL INFORMATION

   Item 1. Financial Statements                                             Page

     Condensed Consolidated Balance Sheets -
       At September 30, 2000 (Unaudited) and At December 31, 1999..............2

     Condensed Consolidated Statements of Operations (Unaudited) -
       Three and Nine Months ended September 30, 2000 and 1999.................3

     Condensed Consolidated Statement of Changes in Stockholders" Equity
       (Unaudited) - Nine Months Ended September 30, 2000......................4

     Condensed Consolidated Statements of Cash Flows (Unaudited) -
       Nine Months Ended September 30, 2000 and 1999...........................5

     Notes to Condensed Consolidated Financial Statements (Unaudited)..........6

     Review by Independent Certified Public Accountants........................7

     Report on Review by Independent Certified Public Accountants..............8

   Item 2.  Management's Discussion and Analysis of Financial Condition
     and Results of Operations..............................................9-10

   Item 3. Quantitative and Qualitative Disclosure about Market Risk..........11

PART II. OTHER INFORMATION

   Item 6.  Exhibits and Reports on Form 8-K..................................12

SIGNATURES....................................................................13




                                       1
<PAGE>



                       PSB BANCGROUP, INC. AND SUBSIDIARY

                          PART I. FINANCIAL INFORMATION

                          Item 1. Financial Statements

                      Condensed Consolidated Balance Sheets

                                                  September 30,    December 31,
                                                          2000            1999
                                                          ----            ----
    Assets                                                          (unaudited)


Cash and due from banks                           $    763,439         929,837
Interest-bearing deposits with banks                    26,836         145,833
Federal funds sold                                     497,000       2,182,000
                                                    ----------      ----------

              Total cash and cash equivalents        1,287,275       3,257,670

Securities available for sale                        3,329,470       1,475,027
Securities held to maturity                            500,000       1,000,000
Loans receivable, net of allowance for
    loan losses of $113,249 in
    2000 and $42,382 in 1999                         8,663,400       4,235,120
Accrued interest receivable                             99,027          79,439
Premises and equipment, net                          1,475,109         366,500
Federal Home Loan Bank stock, at cost                   14,400           9,400
Deferred income taxes                                  373,176         250,095
Other assets                                            97,097         122,990
                                                    ----------      ----------

              Total assets                        $ 15,838,954      10,796,241
                                                    ==========      ==========


    Liabilities and Stockholders' Equity

Liabilities:
    Noninterest-bearing demand deposits              1,265,542         907,021
    Savings, NOW and money-market deposits           2,506,347       2,267,127
    Time deposits                                    7,843,341       3,386,261
                                                    ----------      ----------

              Total deposits                        11,615,230       6,560,409

    Accrued interest payable and other liabilities     236,322          58,562
                                                    ----------      ----------

              Total liabilities                     11,851,552       6,618,971
                                                    ----------      -----------

Stockholders' equity:
    Preferred stock                                       -               -
    Common stock                                         5,158           5,145
    Additional paid-in capital                       4,599,398       4,587,657
    Accumulated deficit                               (617,334)       (404,244)
    Accumulated other comprehensive income (loss)          180         (11,288)
                                                    ----------      ----------

              Total stockholders' equity             3,987,402       4,177,270
                                                    ----------      ----------

              Total liabilities and
              stockholders' equity                $ 15,838,954      10,796,241
                                                    ==========      ==========


See Accompanying Notes to Condensed Consolidated Financial Statements.

                                       2
<PAGE>



                       PSB BANCGROUP, INC. AND SUBSIDIARY

           Condensed Consolidated Statements of Operations (Unaudited
<TABLE>

                                                                 Three Months Ended           Nine Months Ended
                                                                      September 30,               September 30,
                                                               ----------------------      --------------------
                                                               2000            1999        2000            1999
                                                               ----            ----        ----            ----
<S>                                                         <C>              <C>          <C>            <C>
Interest income:
     Loans receivable                                       $ 190,183        37,976       457,704        45,521
     Securities                                                59,071        21,604       143,796        22,110
     Other interest-earning assets                              9,650        48,093        63,145       145,927
                                                              -------       -------       -------       -------

               Total interest income                          258,904       107,673       664,645       213,558
                                                              -------       -------       -------       -------

Interest expense:
     Deposits                                                 131,257        23,644       302,101        29,764
     Borrowings                                                   458          -              458        12,071
                                                              -------       -------       -------       -------

               Total interest expense                         131,715        23,644       302,559        41,835
                                                              -------       -------       -------       -------

               Net interest income                            127,189        84,029       362,086       171,723

Provision for loan losses                                      26,710        10,686        74,843        16,158
                                                              -------       -------       -------       -------

Net interest income after provision
     for loan losses                                          100,479        73,343       287,243       155,565
                                                              -------       -------       -------       -------

Noninterest income-
     Service charges on deposit accounts
          and other fees                                       23,416         4,554        59,577         5,403
                                                              -------       -------       -------       -------

Noninterest expense:
     Salaries and employee benefits                           111,064        87,543       297,812       237,148
     Occupancy expense                                         28,778        20,819       112,332        44,272
     Professional fees                                         23,926         4,352        68,243        19,752
     Data processing                                           26,624        14,518        72,303        32,629
     Litigation expense                                       (64,000)         -           25,382          -
     Other                                                     59,376        27,601       113,838        57,053
                                                              -------       -------       -------       -------

               Total other expense                            185,768       154,833       689,910       390,854
                                                              -------       -------       -------       -------

               Loss before income tax benefit                 (61,873)      (76,936)     (343,090)     (229,886)

Income tax benefit                                            (21,289)      (29,185)     (130,000)      (86,500)
                                                              -------       -------       -------       -------

               Net loss                                     $ (40,584)      (47,751)     (213,090)     (143,386)
                                                              =======       =======       =======       =======

Loss per share, basic and diluted                           $    (.08)         (.09)         (.41)         (.37)
                                                              =======       =======       =======       =======

Weighted-average number of shares
     outstanding, basic and diluted                           515,711       513,967       515,248       388,253
                                                              =======       =======       =======       =======

Dividends per share                                        $     -             -             -              -
                                                              =======       =======       =======       =======
</TABLE>


See Accompanying Notes to Condensed Consolidated Financial Statements.



                                       3
<PAGE>



                       PSB BANCGROUP, INC. AND SUBSIDIARY

       Condensed Consolidated Statement of Changes in Stockholders" Equity

                  For the Nine Months Ended September 30, 2000

<TABLE>

                                                                                              Accumulated
                                                                                                    Other
                                                                                                  Compre-
                                              Common Stock         Additional                     hensive Total
                                           -------------------      Paid-In     Accumulated        Income Stockholders'
                                           Shares       Amount      Capital         Deficit         (Loss)    Equity
                                           ------       ------    ----------- ------------------ --------------------

<S>                                       <C>          <C>        <C>              <C>            <C>      <C>
Balance at December 31, 1999              514,478      $ 5,145    4,587,657        (404,244)      (11,288) 4,177,270
                                                                                                           ---------

Comprehensive income (loss):
         Net loss (unaudited)               -             -           -            (213,090)         -      (213,090)

         Net change in unrealized
             loss on securities
             available for sale,
             net of income taxes
             of $6,919 (unaudited)          -             -           -               -            11,468     11,468
                                                                                                              ------

Comprehensive income (loss)
             (unaudited)                                                                                    (201,622)

Issuance of common stock upon
         exercise of warrants
         (unaudited)                        1,306           13         11,741         -              -        11,754
                                          -------       ------     ----------       -----------  --------  ---------

Balance at September 30, 2000
         (unaudited)                      515,784      $ 5,158      4,599,398      (617,334)          180  3,987,402
                                          =======       ======     ==========       ===========  ========  =========


</TABLE>



See Accompanying Notes to Condensed Consolidated Financial Statements.

                                       4
<PAGE>


                       PSB BANCGROUP, INC. AND SUBSIDIARY

           Condensed Consolidated Statements of Cash Flows (Unaudited)

<TABLE>
                                                                                               Nine Months Ended
                                                                                                   September 30,
                                                                                               -----------------
                                                                                             2000           1999
                                                                                             ----           ----
Cash flows from operating activities:
<S>                                                                                      <C>            <C>
     Net loss                                                                            (213,090)      (143,386)
     Adjustments to reconcile net loss to net cash
       used in operating activities:
         Depreciation and amortization                                                     41,607          8,120
         Provision for loan losses                                                         74,843         16,158
         Deferred income tax benefit                                                     (130,000)       (86,500)
         Net amortization of fees, costs, premiums and discounts                            9,254          1,373
         Decrease (increase) in accrued interest receivable and
           other assets                                                                     6,305        (88,333)
         Increase in accrued interest payable and other liabilities                       177,760        141,291
                                                                                       ----------    -----------

               Net cash used in operating activities                                      (33,321)      (151,277)
                                                                                       ----------    -----------

Cash flows from investing activities:

     Purchase of securities available for sale                                         (1,832,447)      (525,380)
     Purchase of securities held to maturity                                                -         (1,000,000)
     Proceeds from maturities of securities held to maturity                              500,000          -
     Purchase of premises and equipment                                                (1,150,216)      (110,539)
     Net increase in loans                                                             (4,515,986)    (1,903,269)
     Purchase of Federal Home Loan Bank stock                                              (5,000)        (9,400)
                                                                                       ----------    -----------

               Net cash used in investing activities                                   (7,003,649)    (3,548,588)
                                                                                       ----------    -----------
Cash flows from financing activities:

     Net increase in deposits                                                           5,054,821      4,268,046
     Net decrease in borrowings                                                              -          (465,000)
     Retirement of common stock                                                              -          (177,390)
     Net proceeds from issuance of common stock                                            11,754      4,592,802
                                                                                       ----------    -----------
              Net cash provided by financing activities                                 5,066,575      8,218,458
                                                                                       ----------      ---------

Net (decrease) increase in cash and cash equivalents                                   (1,970,395)     4,518,593

Cash and cash equivalents at beginning of period                                        3,257,670         44,568
                                                                                       ----------    -----------

Cash and cash equivalents at end of period                                            $ 1,287,275      4,563,161
                                                                                       ==========    ===========

Supplemental  disclosure of cash flow  information-  Cash paid during the period
     for:

         Interest                                                                    $    189,980         23,621
                                                                                       ==========     ==========

         Income taxes                                                                $      -             -
                                                                                       ==========     ==========

     Noncash transaction-
         Accumulated other comprehensive income (loss), change
               in unrealized gain (loss) on securities available
               for sale, net of tax                                                  $     11,468        (11,288)
                                                                                       ==========     ==========


See Accompanying Notes to Condensed Consolidated Financial Statements.

</TABLE>


                                       5
<PAGE>


                       PSB BANCGROUP, INC. AND SUBSIDIARY

        Notes to Condensed Consolidated Financial Statements (unaudited)

(1) Description of Business and Basis of Presentation
     General.  In  the  opinion  of  management,   the  accompanying   condensed
         consolidated  financial statements contain all adjustments  (consisting
         principally of normal recurring  accruals)  necessary to present fairly
         the financial position at September 30, 2000, the results of operations
         for the three- and nine-month periods ended September 30, 2000 and 1999
         and cash flows for the nine-month  periods ended September 30, 2000 and
         1999.  The results of  operations  for the three and nine months  ended
         September 30, 2000 are not necessarily  indicative of the results to be
         expected for the year ending December 31, 2000.

     PSB BancGroup,  Inc.  ("PSB") was  incorporated  on June 30, 1997. PSB owns
         100% of the  outstanding  common stock of Peoples  State Bank  ("Bank")
         (collectively the "Company"). PSB was organized simultaneously with the
         Bank and its only  business is the ownership and operation of the Bank.
         The Bank is a Florida state-chartered  commercial bank and its deposits
         are  insured by the Federal  Deposit  Insurance  Corporation.  The Bank
         opened for  business on April 28, 1999 and provides  community  banking
         services to businesses and individuals in Lake City, Florida.

(2)  Loan Impairment and Loan Losses
     No  loans were  identified  as impaired at or during the nine months  ended
         September  30, 2000 or 1999.  The  activity in the  allowance  for loan
         losses is as follows:

<TABLE>
                                                                     Three Months Ended        Nine Months Ended
                                                                          September 30,            September 30,
                                                                       ----------------          ---------------
                                                                   2000            1999        2000          1999
                                                                   ----            ----        ----          ----

<S>                                                           <C>                 <C>        <C>
            Balance at beginning of period                    $  90,515           5,472      42,382           -
            Provision charged to operations                      26,710          10,686      74,843        16,158
            Loan charged-off                                     (3,976)            -        (3,976)          -
                                                                -------         -------     -------       -------

            Balance at end of period                          $ 113,249          16,158     113,249        16,158
                                                                =======         =======     =======       =======
</TABLE>

(3)  Loss Per Share
     Basic and  diluted  loss per share have been  computed  on the basis of the
         weighted-average  number of shares of common stock  outstanding  during
         the periods. The Company's common stock equivalents are not dilutive.

(4)  Regulatory Matters
     The Bank  is  required  to  maintain  certain  minimum  regulatory  capital
         requirements.  The  following is a summary at September 30, 2000 of the
         regulatory  capital  requirements  and the Bank's  actual  capital on a
         percentage basis:

                                                                      Regulatory
                                                      Actual         Requirement
                                                      ------         -----------

            Total capital to risk-weighted assets     32.16%           8.00%
            Tier I capital to risk-weighted assets    31.14%           4.00%
            Tier I capital to total assets -
            leverage ratio                            21.90%           4.00%




                                       6
<PAGE>



                       PSB BANCGROUP, INC. AND SUBSIDIARY

               Review by Independent Certified Public Accountants

Hacker,   Johnson  &  Smith  PA,  the  Company's  independent  certified  public
accountants,  have made a limited  review of the financial  data as of September
30, 2000, and for the three- and nine-month periods ended September 30, 2000 and
1999 presented in this document, in accordance with standards established by the
American Institute of Certified Public Accountants.

Their  report  furnished  pursuant to Article 10 of  Regulation  S-X is included
herein.



                                       7
<PAGE>


          Report on Review by Independent Certified Public Accountants


The Board of Directors
PSB BancGroup, Inc.
Lake City, Florida:


     We have reviewed the accompanying  condensed  consolidated balance sheet of
PSB BancGroup, Inc. and Subsidiary (the "Company") as of September 30, 2000, the
related  condensed  consolidated  statements  of  operations  for the three- and
nine-month  periods  ended  September 30, 2000 and 1999,  the related  condensed
consolidated statements of cash flows for the nine-month periods ended September
30,  2000  and  1999  and  the  related  condensed   consolidated  statement  of
stockholders'  equity for the nine-month  period ended September 30, 2000. These
financial statements are the responsibility of the Company's management.

     We conducted our review in accordance  with  standards  established  by the
American  Institute  of  Certified  Public  Accountants.  A  review  of  interim
financial  information consists principally of applying analytical procedures to
financial  data and making  inquiries of persons  responsible  for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the  expression  of an opinion  regarding the  financial  statements  taken as a
whole. Accordingly, we do not express such an opinion.

     Based on our review,  we are not aware of any material  modifications  that
should be made to the condensed  consolidated  financial  statements referred to
above  for  them  to  be  in  conformity  with  generally  accepted   accounting
principles.

     We have previously  audited, in accordance with generally accepted auditing
standards,  the  consolidated  balance  sheet as of December 31,  1999,  and the
related consolidated  statements of operations,  changes in stockholders' equity
and cash flows for the year then ended (not presented herein); and in our report
dated February 8, 2000 we expressed an unqualified opinion on those consolidated
financial  statements.  In  our  opinion,  the  information  set  forth  in  the
accompanying  condensed  consolidated  balance sheet as of December 31, 1999, is
fairly stated, in all material respects, in relation to the consolidated balance
sheet from which it has been derived.




HACKER, JOHNSON & SMITH PA
Tampa, Florida
October 30, 2000



                                       8
<PAGE>



                       PSB BANCGROUP, INC. AND SUBSIDIARY

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

Liquidity and Capital Resources

             Comparison of September 30, 2000 and December 31, 1999

    The Company's  primary source of cash during the nine months ended September
    30,  2000  was from  net  deposit  inflows  of $5.1  million.  Cash was used
    primarily to originate  loans,  net of principal  repayments,  totaling $4.5
    million and to purchase  securities  available for sale of $1.8 million.  At
    September 30, 2000, the Company had loan  commitments  totaling $.9 million,
    unfunded lines of credit  totaling $.5 million and had time deposits of $6.6
    million  maturing  in one year or less.  At  September  30,  2000,  the Bank
    exceeded its regulatory liquidity requirements.

Results of Operations

          Comparison of Three Months Ended September 30, 2000 and 1999

General.  Net loss for the three months ended  September 30, 2000 was $40,584 or
   $.08 per basic and  diluted  share  compared to a net loss of $47,751 or $.09
   per  basic and  diluted  share for the  comparable  period in 1999.  The Bank
   commenced  operations on April 28, 1999.  At September 30, 2000,  the Company
   had not achieved the asset size to operate profitably.

Interest Income and Expense. Interest income increased by $151,231 from $107,673
   for the three  months  ended  September  30, 1999 to  $258,904  for the three
   months ended September 30, 2000.  Interest income on loans increased $152,207
   primarily due to an increase in the average loan portfolio balance.  Interest
   income on securities  increased  $37,467  primarily due to an increase in the
   average securities portfolio balance.

   Interest  expense on deposits  increased  $107,613 to $131,257  for the three
   months  ended  September  30, 2000 from  $23,644 for the three  months  ended
   September 30, 1999.  Interest expense on deposits increased  primarily due to
   an increase in the average balance of deposits.

Provision  for  Loan  Losses.  The  provision  for loan  losses  is  charged  to
   operations to increase the total  allowance to a level deemed  appropriate by
   management and is based upon the volume and type of lending  conducted by the
   Company,  industry  standards,  the amount of nonperforming loans and general
   economic  conditions,  particularly  as they relate to the  Company's  market
   areas, and other factors related to the  collectibility of the Company's loan
   portfolio.  The Company  recorded a  provision  for loan losses for the three
   months ended  September 30, 2000 of $26,710 and the allowance for loan losses
   was $113,249 at  September  30, 2000.  Management  believes the  allowance is
   adequate at September 30, 2000.

Noninterest Expense. Noninterest expense was $185,768 for the three months ended
   September 30, 2000 compared to $154,833 for the three months ended  September
   30, 1999.  Noninterest  expense  increased  due to the overall  growth of the
   Company.  The Company recovered $64,000 from its liability  insurance carrier
   for  expenses  incurred  in the  litigation  initiated  by the Bank's  former
   President and Chief Executive Officer and the settlement thereof.

Income Tax Benefit.  The income tax benefit for the three months ended September
   30,  2000 was $21,289 (an  effective  rate of 34.4%)  compared to $29,185 (an
   effective tax rate of 37.9%) for the three months ended September 30, 1999.


                                       9
<PAGE>


                       PSB BANCGROUP, INC. AND SUBSIDIARY

                  Nine Months Ended September 30, 2000 and 1999

General.  Net loss for the nine months ended  September 30, 2000 was $213,090 or
   $.41 per basic and diluted  share  compared to a net loss of $143,386 or $.37
   per  basic and  diluted  share for the  comparable  period in 1999.  The Bank
   commenced  operations on April 28, 1999.  At September 30, 2000,  the Company
   had not achieved the asset size to operate profitably.

Interest Income and Expense. Interest income increased by $451,087 from $213,558
   for the nine months ended  September 30, 1999 to $664,645 for the nine months
   ended  September  30,  2000.  Interest  income on loans  increased  $412,183,
   primarily due to an increase in the average loan portfolio balance.  Interest
   income on securities  increased  $121,686 primarily due to an increase in the
   average securities portfolio balance.

   Interest expense on deposits  increased  $272,337,  from $29,764 for the nine
   months  ended  September  30,  1999 to  $302,101  for the nine  months  ended
   September 30, 2000.  Interest expense on deposits increased  primarily due to
   an increase in the average balance of deposit accounts.

Provision  for  Loan  Losses.  The  provision  for loan  losses  is  charged  to
   operations to increase the total  allowance to a level deemed  appropriate by
   management and is based upon the volume and type of lending  conducted by the
   Company,  industry  standards,  the amount of nonperforming loans and general
   economic  conditions,  particularly  as they relate to the  Company's  market
   areas, and other factors related to the  collectibility of the Company's loan
   portfolio.  The  Company  recorded a  provision  for loan losses for the nine
   months ended  September 30, 2000 of $74,843 and the allowance for loan losses
   was $113,249 at  September  30, 2000.  Management  believes the  allowance is
   adequate at September 30, 2000.

Noninterest Expense.  Noninterest expense was $689,910 for the nine months ended
   September 30, 2000  compared to $390,854 for the nine months ended  September
   30, 1999.  Noninterest  expense increased primarily due to the overall growth
   of the Company.  The Company recovered  $64,000 from its liability  insurance
   carrier for  expenses  incurred  in the  litigation  initiated  by the Bank's
   former President and Chief Executive Officer and the settlement thereof.

Income Tax Benefit.  The income tax benefit for the nine months ended  September
   30, 2000 was $130,000 (an  effective  rate of 37.9%)  compared to $86,500 (an
   effective tax rate of 37.6%) for the nine months ended September 30, 1999.



                                       10
<PAGE>



                       PSB BANCGROUP, INC. AND SUBSIDIARY



Item 3.  Quantitative and Qualitative Disclosures About Market Risk

Market risk is the risk of loss from adverse changes in market prices and rates.
The Company's  market risk arises  primarily from interest rate risk inherent in
its  lending and deposit  taking  activities.  The Company has little or no risk
related to trading accounts, commodities or foreign exchange.

Management  actively  monitors and manages its interest rate risk exposure.  The
primary objective in managing interest-rate risk is to limit, within established
guidelines, the adverse impact of changes in interest rates on the Company's net
interest  income and capital,  while  adjusting  the  Company's  asset-liability
structure to obtain the maximum yield-cost spread on that structure.  Management
relies primarily on its asset-liability structure to control interest rate risk.
However,  a sudden and  substantial  increase in interest rates could  adversely
impact the Company's  earnings,  to the extent that the interest  rates borne by
assets and liabilities do not change at the same speed,  to the same extent,  or
on the same  basis.  There have been no  significant  changes  in the  Company's
market risk exposure since December 31, 1999.



                                       11
<PAGE>



                       PSB BANCGROUP, INC. AND SUBSIDIARY

                           PART II. OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K

(a)  Exhibits.  The  following  exhibits  are  filed  with  or  incorporated  by
     reference into this report.  The exhibit(s) marked by a single asterisk (*)
     were  previously  filed  as a part of the  Holding  Company's  Registration
     Statement  on Form SB-2,  as  effective  with the  Securities  and Exchange
     Commission on January 13, 1998,  Registration  No. 333-44161 and are hereby
     incorporated  by reference.  The exhibits  marked by a double asterisk (**)
     were previously filed as part of the Holding  Company's  Amendment No. 3 to
     the  Registration  Statement on Form SB-2 as filed with the  Securities and
     Exchange Commission on May 18, 1998,  Registration No. 333-44161 and hereby
     incorporated  by reference.  The exhibits marked by a triple asterisk (***)
     was previously filed as part of the Holding  Company's Form 10-QSB as filed
     with the Securities  and Exchange  Commission on May 5, 2000 and are hereby
     incorporated  by reference.  The exhibit  marked by the quadruple  asterisk
     (****) was  previously  filed as part of the Holding  Company's  Definitive
     Form 14-A, as filed with the  Securities  and Exchange  Commission on March
     16, 2000 and is hereby  incorporated  by  reference.  The  exhibit  numbers
     correspond to the exhibit numbers in the referenced  documents,  except for
     Exhibit  No.  10.7,  which  was  designated  Appendix  A in the  referenced
     Definitive Form 14-A.

     Exhibit No.                                Description of Exhibit

       *3.1                                 Articles of Incorporation of PSB
                                            BancGroup, Inc.
       *3.2                                 Bylaws of PSB BancGroup, Inc.
       *4.1                                 Specimen Common Stock Certificate
       *4.2                                 Specimen Warrant Certificate
       *4.4                                 PSB Bancgroup, Inc. Warrant Plan
      **4.5                                 Amended and Restated Warrant Plan
      *10.1                                 Employment Agreement with Robert W.
                                            Woodard
      *10.2                                 Land Purchase Agreement
     **10.3                                 Addendum to Land Purchase Agreement
     **10.4                                 Amended Employment Agreement with
                                            Robert W. Woodard
    ***10.6                                 Employment Agreement with Wesley T.
                                            Small
   ****10.7                                 Amended 1998 Employee Stock Option
                                            and Limited Rights Plan
         27                                 Financial Data Schedule
                                            (for SEC use only)

(b)  Reports on Form 8-K.  There  were no  reports on Form 8-K filed  during the
     three months ended September 30, 2000.

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<PAGE>



                       PSB BANCGROUP, INC. AND SUBSIDIARY

                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                                                     PSB BANCGROUP, INC.
                                                        (Registrant)





Date:  November 6, 2000               By: /s/Alton C. Milton, Sr.
      ---------------------------          -----------------------------
                                           Alton C. Milton, Sr.,
                                           Chairman of the Board




Date:  November 6, 2000               By: /s/ Robert W. Woodard
      ---------------------------          -----------------------------
                                           Robert W. Woodard,
                                           President and Chief Executive
                                           Officer (Principal Financial Officer)





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