|SOUTHERN HERITAGE BANCORP, INC.                         
|--------------------------------------------------------
|AND SUBSIDIARY                                          
|                                                        
|CONSOLIDATED BALANCE SHEETS                             
|DECEMBER 31, 2000 AND 1999                              
|                                                        
|Assets                                                  
|Cash and due from banks                                 
|Federal funds sold                                      
|Securities available-for-sale                           
|Loans                                                   
|Less allowance for loan losses                          
|Loans, net                                              
|Premises and equipment                                  
|Other assets                                            
|Total assets                                            
|                                                        
|Liabilities and Stockholders' Equity                    
|Deposits                                                
|Noninterest-bearing                                     
|Interest-bearing                                        
|Total deposits                                          
|Other borrowings                                        
|Other liabilities                                       
|Total liabilities                                       
|                                                        
|Commitments and contingencies                           
|Stockholders' equity                                    
|Common stock, par value $5; 1,000,000 shares authorized;
|878,344 issued and outstanding                          
|Capital surplus                                         
|Accumulated deficit                                     
|Accumulated other comprehensive loss                    
|Total stockholders' equity                              
|Total liabilities and stockholders' equity              
|                                                        
|See Notes to Consolidated Financial Statements.         

25

|SOUTHERN HERITAGE BANCORP, INC.                
|-----------------------------------------------
|AND SUBSIDIARY                                 
|                                               
|CONSOLIDATED STATEMENTS OF OPERATIONS          
|YEARS ENDED DECEMBER 31, 2000 AND 1999         
|                                               
|                                               
|Interest income                                
|Loans                                          
|Taxable securities                             
|Federal funds sold                             
|Other                                          
|Total interest income                          
|                                               
|Interest expense                               
|Deposits                                       
|Other borrowings                               
|Total interest expense                         
|Net interest income                            
|Provision for loan losses                      
|Net interest income after provision for        
|loan losses                                    
|                                               
|Other income                                   
|Service charges on deposit accounts            
|Other operating income                         
|Total other income                             
|Other expenses                                 
|Salaries and employee benefits                 
|Equipment expenses                             
|Occupancy expenses                             
|Other operating expenses                       
|Total other expenses                           
|Income (loss) before income taxes              
|Income tax expense                             
|Net income (loss)                              
|Basic and diluted earnings (losses) per share  
|                                               
|See Notes to Consolidated Financial Statements.



26



|SOUTHERN HERITAGE BANCORP, INC.                       
|------------------------------------------------------
|AND SUBSIDIARY                                        
|                                                      
|CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
|YEARS ENDED DECEMBER 31, 2000 AND 1999                
|                                                      
|                                                      
|                                                      
|Net income (loss)                                     
|Other comprehensive income (loss):                    
|                                                      
|Unrealized holding gains (losses) on securities       
|available-for-sale arising during period              
|                                                      
|Comprehensive income (loss)                           
|                                                      
|                                                      
|See Notes to Consolidated Financial Statements.       



27

|SOUTHERN HERITAGE BANCORP, INC.                 |              |         |           |             |  |               |           |               |   |             |  |             |           |       |  
|----------------------------------------------- | ------------ | ------- | --------- | ----------- |  | ------------- | --------- | ------------- | - | ----------- |  | ----------- | --------- | ----- | -
|AND SUBSIDIARY                                  |              |         |           |             |  |               |           |               |   |             |  |             |           |       |  
|                                                |              |         |           |             |  |               |           |               |   |             |  |             |           |       |  
|CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY |              |         |           |             |  |               |           |              
|YEARS ENDED DECEMBER 31, 2000 AND 1999          |              |         |           |             |  |               |           |               |   |             |  |            
|                                                |              |         |           |             |  |               |           |               |   |             |  |             |           |       |  
|                                                |              |         |           |             |  |               |           |               |   |             |  | Accumulated |           |       |  
|                                                |              |         |           |             |  |               |           |               |   |             |  | Other       |           | Total
|                                                | Common Stock | Capital |           | Accumulated |  | Comprehensive |           | Stockholders'
|                                                | Shares       |         | Par Value | Surplus     |  | Deficit       |           | Income (Loss) |   | Equity     
|                                                |              |         |           |             |  |               |           |               |   |             |  |             |           |       |  
|Balance, December 31, 1998                      | 878,344      |         | $         | 4,391,720   |  | $             | 4,339,985 |               | $ | (536,962)   |  | $           | -         |       | $
|Net loss                                        | -            |         |           | -           |  |               | -         |               |   | (573,335)   |  |             | -         |       |  
|Other comprehensive loss                        | -            |         |           | -           |  |               | -         |               |   | -           |  |             | (206,067) |       |  
|Balance, December 31, 1999                      | 878,344      |         |           | 4,391,720   |  |               | 4,339,985 |               |   | (1,110,297) |  |             | (206,067) |       |  
|Net income                                      | -            |         |           | -           |  |               | -         |               |   | 15,102      |  |             | -         |       |  
|Other comprehensive income                      | -            |         |           | -           |  |               | -         |               |   | -           |  |             | 200,470   |       |  
|Balance, December 31, 2000                      | 878,344      |         | $         | 4,391,720   |  | $             | 4,339,985 |               | $ | (1,095,195) |  | $           | (5,597)   |       | $
|                                                |              |         |           |             |  |               |           |               |   |             |  |             |           |       |  
|See Notes to Consolidated Financial Statements. |              |         |           |             |  |               |           |               |   |             |  |             |           |       |  



28

|SOUTHERN HERITAGE BANCORP, INC.                       
|------------------------------------------------------
|AND SUBSIDIARY                                        
|                                                      
|CONSOLIDATED STATEMENTS OF CASH FLOWS                 
|YEARS ENDED DECEMBER 31, 2000 AND 1999                
|                                                      
|                                                      
|OPERATING ACTIVITIES                                  
|Net income (loss)                                     
|Adjustments to reconcile net income (loss) to net cash
|provided by (used in) operating activities:           
|Depreciation                                          
|Amortization                                          
|Provision for loan losses                             
|Increase in interest receivable                       
|Increase in interest payable                          
|Other operating activities                            
|                                                      
|Net cash provided by (used in) operating activities   
|                                                      
|INVESTING ACTIVITIES                                  
|Purchases of securities available-for-sale            
|Net increase in federal funds sold                    
|Net increase in loans                                 
|Purchase of premises and equipment                    
|Net decrease in interest-bearing deposits             
|                                                      
|Net cash used in investing activities                 
|                                                      
|FINANCING ACTIVITIES                                  
|Net increase in deposits                              
|Proceeds from other borrowings                        
|                                                      
|Net cash provided by financing activities             
|                                                      
|Net increase (decrease) in cash and due from banks    
|                                                      
|Cash and due from banks at beginning of year          
|                                                      
|Cash and due from banks at end of year                
|                                                      
|SUPPLEMENTAL DISCLOSURES                              
|Cash paid for:                                        
|Interest                                              
|                                                      
|See Notes to Consolidated Financial Statements.       

29