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 June 30, 2000

___      Transition report under Section 13 or 15(d) of the Exchange Act
         For the transition period from _______________ to ________________

                                           Commission File No.  333-70589

                              NEW COMMERCE BANCORP

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

         South Carolina                             58-2403844
         --------------                             ----------
    (State of Incorporation)           (I.R.S. Employer Identification No.)


            501 New Commerce Court, Greenville, South Carolina 29607
            --------------------------------------------------------
                  (New Address of Principal Executive Offices)

                                 (864) 297-6333
                  ---------------------------------------------
                (Issuer's Telephone Number, Including Area Code)

         One Five Forks Plaza Court, Simpsonville, South Carolina 29681
         ---------------------------------------------------------------
   (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:  1,000,000 shares of common
stock, par value $.01 per share, outstanding as of July 31, 2000.

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




<PAGE>


PART I - FINANCIAL INFORMATION
------------------------------

Item 1. Financial Statements
----------------------------
<TABLE>
<CAPTION>

                              New Commerce BanCorp
                           Consolidated Balance Sheets
                                                                           June 30,                     December 31,
                                                                             2000                           1999
                                                                          (Unaudited)                    (Audited)
                                                                          ----------                    -----------
Assets
<S>                                                                     <C>                           <C>
Cash and due from banks                                                 $ 3,425,160                   $ 1,608,350
Federal funds sold                                                            -----                     5,838,023
Securities, available for sale                                            7,005,987                     3,019,557
Securities, held to maturity                                                914,401                       965,005
Federal Reserve Bank stock                                                  237,250                       237,250
Federal Home Loan Bank stock                                                 38,200                        38,200
Loans - net                                                              15,983,274                    12,855,083
Property and equipment - at cost, less accumulated
   depreciation                                                           4,369,921                     2,585,116
Other assets                                                                665,552                       400,758
                                                                       ------------                  ------------
Total assets                                                            $32,639,745                   $27,547,342
                                                                       ============                  ============


Liabilities and Shareholders' Equity
Deposits                                                                $23,372,567                   $18,390,695
Federal funds purchased                                                     307,120                         -----
Accrued expenses and other liabilities                                      159,881                       144,548
                                                                       ------------                 -------------
Total liabilities                                                        23,839,568                    18,535,243
                                                                       ------------                 -------------


Shareholders' Equity
 Common stock - $.01par value,  authorized
     10,000,000 shares,  1,000,000 shares issued
     and outstanding at June 30, 2000 and
     December 31, 1999                                                       10,000                        10,000
Additional paid-in capital                                                9,741,658                     9,741,658
Retained earnings (deficit)                                                (888,262)                     (714,544)
Net unrealized holding loss on securities
   available for sale                                                       (63,219)                      (25,015)
                                                                       ------------                 -------------
Total shareholders' equity                                                8,800,177                     9,012,099
                                                                       ------------                 -------------
Total liabilities and shareholders' equity                              $32,639,745                   $27,547,342
                                                                       ============                ==============

</TABLE>

See Notes to  Consolidated  Financial  Statements  which are an integral part of
these statements.

<PAGE>


PART I  FINANCIAL INFORMATION (continued)
-----------------------------------------

Item 1. Financial Statements (continued)
-----------------------------------------
<TABLE>
<CAPTION>
                              New Commerce BanCorp
                      Consolidated Statements of Operations
                                   (Unaudited)
                                                       For the three   For the three    For the six    For the six
                                                       months ended    months ended     months ended   months ended
                                                       June 30,2000    June 30, 1999    June 30, 2000  June 30, 1999
                                                       -------------   -------------    -------------  -------------
INTEREST INCOME
<S>                                                      <C>             <C>               <C>            <C>
   Loans (including fees)                                $  343,110      $   13,000        $  659,539     $   13,000
   Investment securities                                    138,594          15,476           249,763         15,476
   Federal funds sold                                        41,801          45,468            88,940         51,652
                                                        -----------     -----------    --------------    -----------

   Total interest income                                    523,505          73,944           998,242         80,128
                                                        -----------     -----------    --------------    -----------
INTEREST EXPENSE
   Deposits                                                 227,193           9,462           427,700          9,462
                                                        -----------     -----------     -------------    -----------

NET INTEREST INCOME                                         296,312          64,482           570,542         70,666

Provision for Possible Loan Losses                           34,866          22,629            55,170         22,629
                                                        -----------      ----------      -------------    ----------
NET INTEREST INCOME AFTER
 PROVISION FOR LOAN LOSSES                                  261,446          41,853            515,372        48,037
NONINTEREST INCOME

   Service charges                                           12,503           1,820             21,763         1,820
   Other                                                     15,477           -----             29,068         -----
                                                        -----------      ----------      -------------    ----------

         Total noninterest income                            27,980           1,820             50,831         1,820
                                                        -----------      ----------      -------------    ----------

TOTAL INCOME                                                289,426          43,673            566,203        49,857

NONINTEREST EXPENSES
   Salaries and employee benefits                           211,560         277,274            413,435       331,204
   Occupancy, office and equipment                           81,665          37,082            147,813        37,082
   Data processing                                           10,093           8,596             25,563         8,596
   Postage and supplies                                      21,374          37,202             34,636        37,202
   Marketing                                                 41,254          61,761             72,784        61,761
   Legal                                                     11,021           -----             26,555          ----
   Other                                                     51,136          92,187             85,818       155,421
                                                        -----------      ----------     ---------------   ----------

   Total noninterest expense                                428,103         514,102            806,604       631,266
                                                        -----------      ----------     ---------------   ----------

LOSS BEFORE INCOME TAX BENEFIT                             (138,677)       (470,429)          (240,401)     (581,409)

INCOME TAX BENEFIT                                          (37,356)       (148,434)           (66,683)     (186,885)
                                                        -----------      ----------     --------------    ----------
NET LOSS                                                   (101,321)       (321,995)    $     (173,718)   $ (394,524)
                                                        ===========      ==========     ==============    ==========

Net loss Per Common Share                               $      (.10)    $      (.32)    $         (.17)   $     (.39)
                                                        ===========      ==========     ==============    ==========


</TABLE>
See Notes to  Consolidated  Financial  Statements  which are an integral part of
these statements.
<PAGE>

PART I - FINANCIAL INFORMATION (continued)
------------------------------------------

Item 1. Financial Statements (continued)
-----------------------------------------
<TABLE>
<CAPTION>

                              New Commerce BanCorp
                 Consolidated Statements of Shareholders' Equity
                  for the six month period ended June 30, 2000
                                   (Unaudited)

                                                                                                   Accumulated
                                                 Common Stock           Additional    Retained         Other            Total
                                              Shares      Amount         paid-in      Earnings     comprehensive    Shareholder's
                                                                         capital     (Deficit)         Loss            Equity
                                              -------     ------        ----------   ---------     ------------     -------------

<S>                                      <C>           <C>            <C>           <C>         <C>             <C>
Balance, December 31, 1999                  1,000,000     $10,000        $9,741,658    $(714,544)  $ (25,015)      $9,012,099

Net loss                                           --          --                --     (173,718)         --         (173,718)
Other comprehensive income (loss),
   net of tax:
    Net change in unrealized holding losses
    on securities available for sale               --          --                --           --     (38,204)         (38,204)


Comprehensive income                               --          --                --           --          --         (211,922)
                                                                                                                  -----------

Balance, June 30, 2000                      1,000,000     $10,000        $9,741,658    $(888,262)  $ (63,219)      $8,800,177
                                            ---------     -------        ----------    ----------  ---------      -----------

</TABLE>
See Notes to  Consolidated  Financial  Statements  which are an integral part of
these statements.


<PAGE>

PART I - FINANCIAL INFORMATION (continued)
------------------------------------------

Item 1. Financial Statements (continued)
----------------------------------------
<TABLE>
<CAPTION>

                              New Commerce BanCorp
                       Unaudited Statements of Cash Flows
                           From December 31 to June 30

                                                                                         2000               1999
                                                                                         ----               ----
OPERATING ACTIVITIES
<S>                                                                               <C>                 <C>
   Net loss                                                                          $(173,718)          $   (394,524)
   Adjustments to reconcile net loss to net cash
     used for operating activities
   Depreciation                                                                         44,830                  3,000
   Provision for possible loan losses                                                   55,170                 22,629
   Deferred income tax benefit                                                         (66,683)              (186,885)
   Increase in other assets                                                           (198,111)               (11,117)
   Increase in accrued expenses and other liabilities                                   15,333                 30,595
                                                                                 -------------         --------------
   Net cash used for operating activities                                             (323,179)              (536,302)
                                                                                 -------------         --------------

INVESTING ACTIVITIES
   Net (increase) decrease in federal funds sold                                     5,838,023             (8,585,000)
   Purchase of investment securities                                                (3,974,030)              (210,000)
   Net increase in loans                                                            (3,183,361)            (2,629,671)
   Capital expenditures for property                                                (1,829,635)            (1,733,718)
   Decrease in real estate options                                                        ----                 39,800
                                                                                  ------------         --------------

   Net cash used for investing activities                                           (3,149,003)           (13,118,589)
                                                                                  ------------         --------------

FINANCING ACTIVITIES
   Net increase in federal funds purchased                                             307,120                  -----
   Net increase in deposits                                                          4,981,872              4,714,939
    Issuance of capital stock, net of stock offering expenses                            -----              7,930,175
                                                                                  ------------         --------------
   Net cash provided by financing activities                                         5,288,992             12,645,114
                                                                                  ------------         --------------
   NET INCREASE (DECREASE) IN CASH AND DUE FROM                                      1,816,810             (1,009,777)
   BANKS
   Cash and Due From Banks, Beginning of Period                                      1,608,350              1,762,031
                                                                                  ------------         --------------
   Cash and Due From Banks, End of Period                                         $  3,425,160         $      752,254
                                                                                  ============         ==============

CASH PAID FOR
   Interest                                                                       $   418,436          $       5,664
                                                                                  ===========          =============

   Income Taxes                                                                   $        --          $          --
                                                                                  ===========          =============

</TABLE>
See Notes to  Consolidated  Financial  Statements  which are an integral part of
these statements.

<PAGE>
PART I - FINANCIAL INFORMATION (continued)
------------------------------------------
Item 1. Financial Statements (continued)
----------------------------------------

                              New Commerce BanCorp
                          Notes to Financial Statements
                                   (Unaudited)

Note 1 - Organization and Basis of Presentation
-----------------------------------------------

Business activity and organization

         New Commerce  Bancorp (the "Company") was  incorporated to operate as a
bank holding  company  pursuant to the Federal Bank Holding  Company Act of 1956
and the South  Carolina  Bank Holding  Company Act, and to purchase  100% of the
issued and outstanding  stock of New Commerce Bank (the "Bank"),  an association
organized  under the laws of the United  States,  to  conduct a general  banking
business in Simpsonville, South Carolina.

         Since  inception  through  May 17,  1999,  the  Company  had engaged in
organizational  and  pre-opening   activities  necessary  to  obtain  regulatory
approvals and to prepare its  subsidiary,  the Bank,  to commence  business as a
financial institution. The Bank opened for business on May 17, 1999. The Bank is
primarily  engaged in the  business of  accepting  demand  deposits  and savings
insured by the Federal Deposit Insurance Corporation,  and providing commercial,
consumer and mortgage loans to the general public.

         The Company sold  1,000,000 at $10 per share.  The Company  capitalized
the Bank with  $8,250,000  of the net  proceeds of the  offering and the sale of
shares to the organizers.  The remaining net offering  proceeds were used to pay
organization  expenses of the Company and to provide  general  working  capital,
including  additional  future capital for investment in the Bank, if needed.  We
believe this amount will be sufficient to fund the activities of the Company and
the Bank in their initial stages of operations,  and that the Bank will generate
sufficient  income from  operations to fund its  activities on an ongoing basis.
However,  we cannot be sure that either the Bank or the Company will achieve any
particular level of profitability or that we will not need additional capital in
the future.

Basis of Presentation

         The accompanying  unaudited financial  statements have been prepared in
accordance with generally accepted  accounting  principles for interim financial
information and with the instructions to Form 10-QSB.  Accordingly,  they do not
include all of 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
six months ended June 30, 2000 are not necessarily indicative of the results for
the year  ending  December  31,  2000.  For  further  information,  refer to the
consolidated   financial  statements  and  footnotes  thereto  included  in  the
Company's  Form 10-KSB for the period  ended  December  31,  1999  (Registration
Number 333-70589) as filed with the Securities and Exchange Commission.

         Until the Bank  opened for  business on May 17,  1999,  the Company was
accounted  for as a  development  stage  enterprise  as defined by  Statement of
Financial  Accounting  Standards No. 7, "Accounting and Reporting by Development
Stage  Enterprises," as the Company devoted  substantially all of its efforts to
establishing a new business. When the Bank opened, certain reclassifications and
adjustments were made to the financial statements to reflect that the Company is
now accounted for as an operating company.
<PAGE>

Note 2 - Stock Option Plan

         On August 26, 1999, the Company  adopted a stock incentive plan for the
benefit of the directors,  officers,  and employees of the Company and the Bank.
Under the plan,  the Company may grant up to 150,000  options at an option price
per share not less than the fair  market  value on the date of grant.  On August
26, 1999,  the Company  granted  135,000 stock options that expire 10 years from
the grant date and are  subject  to  various  vesting  schedules  to  directors,
officers  and  employees.   The  Company  has  adopted  Statement  of  Financial
Accounting Standards No. 123, "Accounting for Stock-Based Compensation".

Note 3 - Net Loss Per Common Share

         SFAS No. 128,  "Earnings Per Share"  requires that the Company  present
basic and diluted net income per share.  Net loss per common share is calculated
by dividing net loss by the weighted average number of common shares outstanding
for each  period  presented.  The  weighted  average  number  of  common  shares
outstanding for basic net loss per common share was 1,000,000 for the six months
ended June 30,  2000.  The  Company  did not have any common  stock  equivalents
during the six months  ended June 30, 1999.  Stock  options  outstanding  had no
effect on the computation of weighted average shares outstanding.

Note 4 - FASB Accounting Standards

         In June 1998,  the FASB issued  SFAS 133,  "Accounting  for  Derivative
Instruments and Hedging  Activities." All derivatives are to be measured at fair
value  and  recognized  in the  balance  sheet as assets  or  liabilities.  This
statement's  effective date was delayed by the issuance of SFAS 137 ("Accounting
for Derivative Instruments and Hedging Activities-Deferral of the Effective Date
of SFAS 133"),  and is effective for fiscal years and quarters  beginning  after
June 15,  2000.  The Company  does not expect that the adoption of SFAS 133 will
have a material impact on the presentation of the Company's financial results or
financial position.


<PAGE>
Part 1 - Financial Information
------------------------------

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

         The following is a discussion of the Company's  financial  condition as
of June 30, 2000 compared to December 31, 1999 and the results of operations for
the  three  months  and six  months  ended  June 30,  2000.  The Bank  commenced
operations on May 17, 1999.  Consequently,  results of operations  for the three
months and six months ended June 30, 1999 reflect holding company activity prior
to the opening of the Bank and limited Bank operating history, and therefore,  a
comparison with June 30, 1999 is not meaningful.  The discussion  should be read
in conjunction with the Company's condensed  consolidated  financial  statements
and accompanying footnotes appearing in this report.

         This report contains "forward-looking  statements" relating to, without
limitation, future economic performance,  plans and objectives of management for
future  operations,  and  projections of revenues and other financial items that
are based on the beliefs of the  Company's  management,  as well as  assumptions
made by and information  currently  available to the Company's  management.  The
words "expect," "anticipate," and "believe," as well as similar expressions, are
intended to identify  forward-looking  statements.  The Company's actual results
may  differ  materially  from  the  results  discussed  in  the  forward-looking
statements,  and the Company's operating  performance each quarter is subject to
various  risks and  uncertainties  that are discussed in detail in the Company's
filings  with the  Securities  and  Exchange  Commission,  including  the  "Risk
Factors"  section  in  the  Company's   Registration   Statement  on  Form  SB-2
(Registration  Number  333-70589)  as filed with and  declared  effective by the
Securities and Exchange Commission.

Results of Operations  for the period ended June 30, 2000 compared to the period
ended June 30, 1999:

The  Company's  net loss for the three  months  ended June 30, 2000 was $101,321
compared to a net loss of $321,995 for the three months ended June 30, 1999. The
Company's net loss for the six months ended June 30, 2000 was $173,718, compared
to a net loss of $394,524 for the six months  ended June 30,  1999.  The Company
expects to  experience  losses  until the Bank's  assets reach a point where the
assets generate income from operations that exceed the Bank's fixed costs.

Net Interest Income
-------------------

The largest  component of the Company's  net income is its net interest  income,
the  difference  between the income  earned on assets and the  interest  paid on
deposits and  borrowings  used to support such  assets.  Net interest  margin is
determined by dividing the net interest income by average  earning  assets.  Net
interest  spread is derived from  determining the rates and mix of interest paid
on  deposits  and  borrowings  and  subtracting  them from the yields and mix of
earning assets. Net interest income for the six-month period ended June 30, 2000
was $570,542.  The  annualized  interest rate margin was 4.65% at June 30, 2000.
Loans, the highest yielding  component of earning assets,  represented  66.4% of
earning  assets at June 30, 2000.  Since loans often provide a higher yield than
other types of earning  assets,  one of the  Company's  goals is to maintain its
loan portfolio as the highest percentage of total earning assets.  Loan interest
income for the six month  period  ended June 30,  2000  totaled  $659,539  while
interest  earned on  investment  securities  and federal  funds sold amounted to
$249,763 and $88,940, respectively.

For the six months ended June 30, 1999, net interest  income totaled $70,666 and
represented  interest earned on the Company's escrow account maintained prior to
the opening of the Bank as well as net interest  earned by the Bank from the May
17, 1999 opening date.

<PAGE>
PART I - FINANCIAL INFORMATION(continued)
-----------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition (continued)
-------------------------------------------------------------------------------

Provision and Allowance for Loan Losses
---------------------------------------

The  provision  for  loan  losses  is the  charge  to  operating  earnings  that
management feels is necessary to maintain the allowance for possible loan losses
at an adequate  level.  For the six months  ended June 30, 2000,  the  provision
charged to expense was  $55,170.  The loan loss  reserve was $241,370 as of June
30,  2000,  or 1.49% of gross loans as  compared to $195,800 as of December  31,
1999, or 1.50% of gross loans.  The loan portfolio is  periodically  reviewed to
evaluate  the  outstanding  loans and to  measure  both the  performance  of the
portfolio  and the  adequacy of the  allowance  for loan losses.  This  analysis
includes a review of  delinquency  trends,  actual losses,  and internal  credit
ratings. Management's judgment as to the adequacy of the allowance is based upon
a number of assumptions  about future events which it believes to be reasonable,
but which may or may not be  accurate.  Because of the inherent  uncertainty  of
assumptions made during the evaluation  process,  there can be no assurance that
loan losses in future  periods will not exceed the  allowance for loan losses or
that additional allocations will not be required.

Non-Interest Income
-------------------

Non-interest  income for the  six-month  period ended June 30, 2000 was $50,831.
Deposit account service charges  represented  $21,763,  while brokered  mortgage
loan  origination fees totaled $9,062.  Fees on ATM and cash dispenser  machines
amounted to $11,148. The Company recorded  non-interest income of $1,820 for the
six months ended June 30, 1999.

Non-Interest Expense
--------------------

Non-interest  expense for the six-month period ended June 30, 2000 was $806,604.
Of this amount,  salaries and employee benefits comprised  $413,435.  Occupancy,
office  and  equipment,   including  depreciation  of  furniture  and  equipment
accounted  for  $147,813  for the six month  period  ended  June 30,  2000,  and
marketing  expenses  totaled  $72,784.  Non-interest  expense  for the six month
period  ended June 30, 1999  amounted to $631,266  and  consisted  primarily  of
salaries  and benefits of  $331,204,  marketing  of $61,761 and  planning  costs
incurred during the preopening phase of the Bank.

Balance Sheet Review

During the first six months of 2000,  total assets  increased by  $5,092,403  to
$32,639,745.  Net loans increased by $3,128,191 to  $15,983,274.  Since December
31, 1999,  the Company  shifted funds from federal funds sold to higher  earning
investment securities.  Investment securities including Federal Reserve Bank and
Federal Home Loan Bank stock  increased by  $3,935,826 to  $8,195,838.  Deposits
increased  by  $4,981,872  to  $23,372,567.  The  Company's  management  closely
monitors and seeks to maintain appropriate levels of interest earning assets and
interest bearing liabilities so that maturities of assets are such that adequate
funds are provided to meet customer  withdrawals and demand.  Management expects
asset and liability growth to continue during the coming months, with the growth
tapering off to a more  deliberate and  controllable  pace over the longer term,
and believes capital should continue to be adequate for the next 12 months.

<PAGE>
PART I - FINANCIAL INFORMATION (continued)
------------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition (continued)
--------------------------------------------------------------------------------

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

Balances  within the major loan  categories as of June 30, 2000 and December 31,
1999 are as follows:

                                            June 30, 2000      December 31, 1999
                                            -------------      -----------------
Commercial and Industrial                   $  6,410,130        $   5,870,988
Real Estate - 1-4 Family                       2,007,495            2,182,255
Real Estate - Commercial                       6,723,656            4,014,790
Installment and consumer credit lines          1,083,363              982,850
                                               ---------              -------
                                            $ 16,224,644        $  13,050,883
                                              ==========           ==========

Allowance for loan loss, December 31, 1999                    $   195,800
Provision                                                          55,170
Charge-offs                                                         9,600
                                                              -----------
Allowance for loan loss, June 30, 2000                        $   241,370
                                                              -----------
Gross loans outstanding, December 31, 1999                    $13,050,883
                                                              -----------
Gross loans outstanding, June 30, 2000                        $16,224,644
                                                              -----------

Allowance for loan losses to loans outstanding, December 31, 1999      1.50 %
                                                                       ------

Allowance for loan losses to loans outstanding,  June 30, 2000         1.49 %
                                                                       ------

Investment Portfolio

At June 30, 2000,  the  investment  securities  portfolio  represented  33.6% of
earning assets.  The Company primarily  invests in U. S. Government  agencies or
government-sponsored  agencies,  mortgage-backed  securities and  collateralized
mortgage  obligations.  The Company also owns stock in the Federal  Reserve Bank
and  The  Federal  Home  Loan  Bank.  The  following  is a table  of  investment
securities by category at June 30, 2000 and December 31, 1999:

                                              June 30,  2000  December 31, 1999
                                              --------------  -----------------
U.S. Government agencies and U.S.
 Government sponsored agencies             $  3,402,940       $     1,455,216
Agency mortgage-backed securities             1,650,112               486,806
Agency collateralized mortgage obligations    2,867,336             2,042,540
FRB stock                                       237,250               237,250
FHLB stock                                       38,200                38,200
                                             ----------            ----------
Total                                      $  8,195,838       $     4,260,012
                                             ==========           ===========

Deposits

Balances  within the major  deposit  categories as of June 30, 2000 and December
31, 1999 are as follows:

                                            June 30,  2000     December 31, 1999
                                            --------------     -----------------
Non-interest bearing demand deposits    $    4,732,055          $   2,824,668
Interest-bearing checking                    5,754,913              6,654,818
Savings deposits                               213,086                178,404
Money market accounts                        6,553,955              3,951,492
Time deposits less than $100,000             2,810,970              2,415,499
Time deposits of $100,000 or more            3,307,588              2,365,814
                                            ----------            -----------
                                        $   23,372,567          $  18,390,695
                                            ==========            ===========

<PAGE>
PART I - FINANCIAL INFORMATION (continued)
------------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition (continued)
-------------------------------------------------------------------------------

Liquidity Management
--------------------

At June 30, 2000, the Company's  liquid assets,  consisting of cash and due from
banks and federal funds sold,  amounted to $3,425,160 and represented  10.49% of
total assets. Investment securities totaled $8,195,838. These securities provide
a secondary  source of liquidity since they can be converted to cash in a timely
manner.  The  Company's  ability to  maintain  and expand its  deposit  base and
borrowing capabilities also serves as a source of liquidity.  The Company's loan
to deposit  ratio at June 30,  2000 was  69.4%.  The  Company  plans to meet its
future cash needs through the liquidation of temporary  investments,  maturities
of loans and investment securities and generation of deposits. In addition,  the
Company  maintains  lines of credit  with  correspondent  banks in the amount of
$3,500,000 and is a member of the Federal Home Loan Bank from which  application
for borrowings can be made for leverage purposes.

The Company completed construction of its main office and opened on May 8, 2000.
As of June 30, 2000 construction costs for the main office totaled approximately
$1,542,000.  Our permanent  branch was completed in June and opened for business
on June 19, 2000.  Construction costs incurred through June 30, 2000 amounted to
approximately  $584,000.  As of June 30, 2000, all major furniture and equipment
costs associated with these two buildings have been paid.

Management  believes that its existing  stable base of core deposits  along with
continued  growth in this deposit base,  will enable the Company to successfully
meet its long-term liquidity needs.

Capital Adequacy
----------------

Bank holding  companies and their banking  subsidiaries  are required by banking
regulators  to meet  certain  minimum  levels  of  capital  adequacy  which  are
expressed in the form of certain  ratios.  The Federal  Reserve  guidelines also
contain an exemption from the capital  requirements  for bank holding  companies
with less than $150 million in consolidated assets. Because the Company has less
than $150 million in assets,  it is not currently  subject to these  guidelines.
However,  the Bank falls under these rules as set by bank  regulatory  agencies.
Capital  is  separated  into Tier 1 capital  (essentially  common  shareholders'
equity less intangible assets) and Tier 2 capital (essentially the allowance for
loan losses  limited to 1.25% of risk  weighted  assets).  The first two ratios,
which are based on the degree of credit risk in the  Company's  assets,  require
the weighting of assets based on assigned  risk factors and include  off-balance
sheet items such as loan commitments and stand-by  letters of credit.  The ratio
of Tier 1 capital to  risk-weighted  assets must be at least 4% and the ratio of
total  capital (Tier 1 capital plus Tier 2) to  risk-weighted  assets must be at
least  8%.  The  capital  leverage  ratio  supplements  the  risk-based  capital
guidelines.  The  leverage  ratio  is Tier 1  capital  divided  by the  adjusted
quarterly average total assets. Banks and bank holding companies are required to
maintain a minimum leverage ratio of 4.0%.

The following table  summarizes the Bank's  risk-based  capital at June 30, 2000
(in thousands):

                  Required amount    Percent    Actual amount      Percent
                  --------------     -------    -------------      ------

Tier 1 capital         $   766        4.0 %     $   7,449            38.92%
Total capital            1,531        8.0           7,688            40.17
Tier 1 leverage ratio    1,180        4.0           7,449            25.26



<PAGE>
PART I - FINANCIAL INFORMATION (continued)
------------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition (continued)
--------------------------------------------------------------------------------

IMPACT OF INFLATION

The assets and liabilities of financial institutions such as the Company and the
Bank are primarily  monetary in nature.  Therefore,  interest  rates have a more
significant  effect on the Company's  performance than do the effects of changes
in the general rate of  inflation  and changing  prices.  In addition,  interest
rates do not necessarily  move in the same direction or in the same magnitude as
the prices of goods and services.  Management seeks to manage the  relationships
between  interest-sensitive  assets and  liabilities in order to protect against
wide  interest  rate  fluctuations,  including  those,  which  may  result  from
inflation.

THE 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  $10,000 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
-------------------------

There are no material  pending legal  proceedings to which the Company or any of
its subsidiaries is party or of which any of their property is the subject.

Item 2. Changes in Securities
-----------------------------

Not Applicable

Item 3. Defaults Upon Senior Securities
---------------------------------------

Not Applicable

Item 4. Submission of matters to a vote of security holders
-----------------------------------------------------------

There were two matters  submitted to a vote of security  holders  during the six
months ended June 30, 2000 at the Company's annual meeting of shareholders  held
on April 28, 2000.

1.       The election of three members of the Board of Directors as Class I
         directors for a three year term.
<PAGE>


           The Company's  Bylaws  provides that the Board of Directors  shall be
           divided  into three  classes  with each  class to be nearly  equal in
           number as possible. The Bylaws also provide that the three classes of
           directors  are to have  staggered  terms,  so that the  terms of only
           approximately  one-third  of the board  members  will  expire at each
           annual  meeting of  shareholders.  The current  Class I directors are
           Marshall J. Collins,  Jr., Tommy D. Greer,  and Curran A. Smith.  The
           current Class II directors  are Ralph S.  Crawley,  Bobby L. Johnson,
           Robert T.  Kellett,  and  Dennis O.  Raines.  The  current  Class III
           directors are Richard W. Bailey, Timothy A. Brett, G. Mitchell Gault,
           and James D.  Stewart.  The  current  terms of the Class I  directors
           expired  at the Annual  Meeting.  Each of the three  current  Class I
           directors  was  nominated  for election and stood for election at the
           Annual Meeting on April 28, 2000 for a three year term. The number of
           votes for the election of the Class I directors  was as follows:  For
           Mr. Collins - 804,930;  for Mr. Greer - 804,930;  and for Mr. Gault -
           804,930. The number of votes which withheld authority for Mr. Collins
           - 2,500;  withheld  authority  for Mr.  Greer - 2,500;  and  withheld
           authority  for Mr.  Gault - 2,500.  The number of votes  against  the
           election  of  directors  was as follows:  against Mr.  Collins --- 0;
           against Mr.  Greer - 0; and  against Mr.  Gault - 0. The terms of the
           Class  II  directors  will  expire  at the  2001  Annual  Meeting  of
           Shareholders, and the terms of the Class III directors will expire at
           the 2002 Annual Meeting of Shareholders.

2.       A proposal to approve the Company's 1999 Stock Incentive Plan.

           The  shareholders  of the Company  approved the 1999 Stock  Incentive
           Plan which was  approved by our Board of  Directors of the Company in
           August  1999.  The Plan  authorizes  the grant to our  employees  and
           directors of stock  options for up to 150,000  shares of common stock
           from time to time during the term of the plan,  subject to adjustment
           upon changes in  capitalization.  Under the plan, we may grant either
           incentive  stock  options  (which  qualify for certain  favorable tax
           consequences,  as described in the Company's 1999 Proxy Statement) or
           nonqualified  stock  options.  We may grant up to all 150,000  shares
           available  under the plan as incentive  stock options.  The number of
           votes for the approval of the Plan was  572,425.  The number of votes
           against the Plan was 16,400, and 7,600 abstained from voting.

A majority vote was attained for each matter and therefore approved and recorded
in the Company's minute book from the annual meeting of shareholders. There were
no other matters voted on by the Company's  shareholders  at our annual  meeting
held on April 28, 2000.

Item 5. Other Information
-------------------------

None.

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

         (a) Exhibits.

           See Exhibit Index attached hereto.

         (b)    Reports on Form 8-K.

         There  were no  reports  on Form 8-K filed by the  Company  during  the
quarter ended June 30, 2000.


<PAGE>


                                   SIGNATURES

         In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                        NEW COMMERCE BANCORP
                                        --------------------
                                        (Registrant)


Date:    August 10, 2000            By:  /s/ James D. Stewart
                                        ----------------------------------------
                                        James D. Stewart
                                        President and Chief Executive Officer

                                    By:   /s/ Paula S. King
                                        ----------------------------------------
                                        Paula S. King
                                        Principal Accounting and Chief
                                        Financial Officer

<PAGE>


                                  EXHIBIT INDEX

Exhibit                             Description
-------                             -----------

27.1.             Financial Data Schedule for period ended June 30, 2000
                  (for electronic filing purposes)