<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                ---------------
                                  FORM 10-KSB
(Mark One):

[X]      ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2001.

                                       OR

 [ ]     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

               For the transition period from _______ to _______.

                          Commission File No. 0-25846

                              CCF HOLDING COMPANY
                 -------------------------------------------
                 (Name of Small Business Issuer in Its Charter)

Georgia                                                           58-2173616
-------                                                           ----------

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

101 North Main Street, Jonesboro, Georgia                             30236
-----------------------------------------                             -----
(Address of Principal Executive Offices)                            (Zip Code)

                                 (770) 478-8881
                                 --------------
                (Issuer's Telephone Number, Including Area Code)

      Securities registered pursuant to Section 12(b) of the Exchange Act:
                                      None
                                      ----

      Securities registered pursuant to Section 12(g) of the Exchange Act:
                     Common Stock, par value $0.10 per share
                     ---------------------------------------
                                (Title of Class)
         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 past 90 days.

YES X  NO __
    -

         Check if there is no disclosure of delinquent filers in response to
Item 405 of Regulation S-B contained in this form and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [X]

         State issuer's revenues for its most recent fiscal year.  $20.4
million.

         As of March 11, 2002, there were issued and outstanding 979,206 shares
of the registrant's common stock.

         The registrant's voting stock trades on the SmallCap market of The
Nasdaq Stock Market under the symbol "CCFH." The aggregate market value of the
voting stock held by non-affiliates of the registrant, based on the average bid
and asked price of the registrant's common stock on March 19, 2002, was $19.5
million.

Transition Small Business Disclosure Format (check one)
YES __ NO X
          -

<PAGE>

                      DOCUMENTS INCORPORATED BY REFERENCE

         1.  Portions of the Annual Report to Stockholders for the fiscal year
             ended December 31, 2001.     (Part II)

         2.  Portions of the Proxy Statement for the 2002 Annual Meeting of
             Stockholders.  (Part III)

                Cautionary Notice Regarding Forward-Looking Statements

         CCF Holding Company (the "Company") may from time to time make written
or oral "forward-looking statements", including statements contained in the
Company's filings with the Securities and Exchange Commission (including this
annual report on Form 10-KSB and the exhibits thereto), in its reports to
stockholders and in other communications by the Company, which are made in good
faith by the Company pursuant to the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995.

         These forward-looking statements involve risks and uncertainties, such
as statements of the Company's plans, objectives, expectations, estimates and
intentions, that are subject to change based on various important factors, some
of which are beyond the Company's control. The following factors, among others,
could cause the Company's financial performance to differ materially from the
plans, objectives, expectations, estimates and intentions expressed in such
forward-looking statements: the strength of the United States economy in general
and the strength of the local economies in which the Company conducts
operations; the effects of, and changes in, trade, monetary and fiscal policies
and laws, including interest rate policies of the Board of Governors of the
Federal Reserve System, inflation, interest rate, market and monetary
fluctuations; the timely development of and acceptance of new products and
services of the Company and the perceived overall value of these products and
services by users, including the features, pricing and quality compared to
competitors' products and services; the willingness of users to substitute
competitors' products and services for the Company's products and services; the
success of the Company in gaining regulatory approval of its products and
services, when required; the impact of changes in financial services' laws and
regulations, including laws concerning taxes, banking, securities and insurance;
technological changes and acquisitions; managing credit risk; changes in
consumer spending and saving habits; and the success of the Company at managing
the risks involved in the foregoing.

         The Company cautions that the foregoing list of important factors is
not exclusive. The Company does not undertake to update any forward-looking
statement, whether written or oral, that may be made from time to time by or on
behalf of the Company.

                                      2

<PAGE>

                                     PART I

ITEM 1.  DESCRIPTION OF BUSINESS
--------------------------------

GENERAL

         CCF Holding Company, a Georgia corporation (the "Company"), was
organized in March 1995 at the direction of Clayton County Federal Savings and
Loan Association (the "Bank") in connection with the Bank's conversion from a
mutual to stock form of organization (the "Conversion"). In July 1995, the Bank
completed its conversion and became a wholly owned subsidiary of the Company. In
February 1997, the Bank changed its name to Heritage Bank.

         The Company is a bank holding company and the Bank is a commercial bank
chartered by the State of Georgia. Prior to September 1998, the Company was a
savings and loan holding company and the Bank was a federally chartered savings
bank. The Company has not engaged in any significant business to date other than
the ownership of the Bank. As such, references herein to the Bank include the
Company unless the context otherwise indicates.

         The Bank, through its predecessors, commenced business in 1955. Prior
to 1997, the Bank operated as a traditional savings and loan, attracting deposit
accounts from the general public and using these deposits, together with other
funds, primarily to originate and invest in long-term conventional loans secured
by single-family residential real estate. Since the early part of 1997, the Bank
began to offer more of the products and services of a commercial bank in order
to compete on a broader scale in the highly competitive financial services
industry. During the fiscal year ended December 31, 2001, the Bank continued to
expand the size of its commercial (primarily real estate mortgages),
construction (primarily residential), and consumer (primarily indirect) lending
portfolios as well as the amount of the deposits it holds.

RECENT DEVELOPMENTS

         On February 1, 2002, the Company completed the sale, through its
subsidiary, CCF Capital Trust I, of $4,000,000 of floating rate capital
securities (the "Capital Securities") with a maturity date of March 31, 2032 and
a liquidation value of $50,000 per Capital Security. Interest on the Capital
Securities is to be paid on the last business day of each March, June,
September, and December. The interest rate is reset quarterly at a rate equal to
the prime rate of interest as announced in the Money Rates section of the
Eastern Edition of The Wall Street Journal plus 75 basis points. For the quarter
ended March 31, 2002, the interest rate is 5.50%. The Company intends to use the
proceeds from this offering to reduce its debt and for general corporate
purposes, including providing capital to its subsidiary, Heritage Bank. The
securities issued have a 30-year maturity and may be called at par on any
interest payment date after the first five years, at the Company's option.

MARKET AREA

         The Bank operates five offices within its primary market area in
Clayton, Fayette and Henry Counties, Georgia. This market area is part of the
Atlanta, Georgia metropolitan statistical area and home to a portion of
Atlanta's Hartsfield International Airport. To a much lesser extent, the Bank
also makes loans in adjacent Georgia counties. The Bank's market area is a
growing suburban residential community with related growth in retail and
commercial development.

COMPETITION

         The Bank competes for deposits with financial institutions located in
metropolitan Atlanta, super-regional banks, and several relatively new local
financial institutions. Loan competition comes from the same sources and from
mortgage companies and other lenders.

         Many of the Bank's competitors possess greater financial and marketing
resources. The Bank competes for deposit accounts by offering depositor's
competitive interest rates and a high level of personal service. The Bank
competes for loans primarily through the interest rates and loan fees it charges
and the efficiency and quality of services it provides borrowers.

                                      3

<PAGE>

LENDING ACTIVITIES

         General. The principal lending activity of the Bank has been the
origination for its portfolio of adjustable-rate and fixed-rate loans secured by
various forms of collateral. The following table sets forth information
concerning the composition of the Bank's loan portfolio in dollar amounts and in
percentages of the loan portfolio as of the dates indicated.

<TABLE>
<CAPTION>
                                                                          At December 31,
                                                  ---------------------------------------------------------------
                                                              2001                               2000
                                                  -----------------------------      ----------------------------
                                                   Amount            Percent           Amount           Percent
                                                  -------            -------           ------           -------
                                                                      (Dollars in Thousands)
<S>                                               <C>                <C>               <C>              <C>
               Loan Category
------------------------------------------
 Residential (1-4 family) mortgage........        $ 13,681             7.27%           $ 28,027          16.10%
 Commercial, primarily real estate
   mortgage...............................          95,321            50.62%             80,378          46.18%
 Real estate construction.................          51,337            27.27%             35,049          20.14%
 Consumer and other installment...........          27,946            14.84%             30,591          17.58%
                                                  --------          --------          ---------        --------
 Total loans receivable...................        $188,285           100.00%           $174,045         100.00%
                                                  ========          ========          =========        ========

 Less:
   Unamortized loan fees and costs, net...        $   (480)                            $   (520)
   Allowance for loan losses..............          (2,149)                              (1,708)
                                                  --------                            ----------

Total loans, net..........................        $185,656                             $171,817
                                                  ========                            ==========
</TABLE>

         Loan Maturity Table. The following table sets forth the maturity of the
Bank's loan portfolio at December 31, 2001. The table does not include
prepayments. Prepayments and scheduled principal repayments on loans totaled
$221 million and $167 million for the years ended December 31, 2001 and December
31, 2000, respectively. Adjustable-rate mortgage loans ("ARMs") are shown as
maturing based on repricing dates.

<TABLE>
<CAPTION>
                                                                          December 31, 2001
                                                     ------------------------------------------------------------

                                                                     Within One to     After Five
                                                        One Year       Five Years          Years          Total
                                                        --------       ----------          -----         ------
                                                                        (Dollars in Thousands)
<S>                                                     <C>                <C>             <C>         <C>
Residential (1-4 family) mortgage....................   $     0            $ 2,211         $11,470     $ 13,681
Commercial, primarily real estate mortgage...........    24,843             52,486          17,992       95,321
Real estate construction.............................    44,945              6,308              84       51,337
Consumer and other installment.......................     1,492              5,653          20,801       27,946
                                                        -------            -------         -------     --------
Total................................................   $71,280            $66,658         $50,347     $188,285
                                                        =======            =======         =======     ========
</TABLE>

         The following tables set forth the dollar amount of all loans due after
December 31, 2001, which have fixed interest rates and which have floating or
adjustable interest rates.

<TABLE>
<CAPTION>
                                                         Fixed Rate               Adjustable Rate
                                                     Amount      Percent     Amount     Percent     Total
                                                     -------     -------     ------     -------     -----
<S>                                                  <C>          <C>        <C>         <C>       <C>
Residential (1-4 family) mortgage................    $ 2,211      16.16%     $11,470     83.84%    $ 13,681
Commercial, primarily real estate mortgage.......     44,421      46.60%      50,900     53.40%      95,321
Real estate construction.........................     18,727      36.48%      32,610     63.52%      51,337
Consumer and other installment                        25,644      91.76%       2,302      8.24%      27,946
                                                      ------                  ------               --------
Total............................................    $91,003                 $97,282               $188,285
                                                     =======                 =======               ========
</TABLE>

                                      4

<PAGE>

         One- to Four-Family Residential Mortgage Loans. The Bank's residential
real estate lending activity consists of the origination of one- to four-family,
owner-occupied, residential mortgage loans secured by property located in the
Bank's primary market area. The Bank originates both adjustable-rate and
fixed-rate residential, mortgage loans. The Bank primarily sells its new
residential mortgage loans to the Federal National Mortgage Association ("FNMA")
at the time of closing. The Bank also from time to time sells older residential
mortgage loans in its loan portfolio in the secondary market. The residential
mortgage loans reflected on the balance sheet are primarily loans that have been
on the balance sheet of the Bank for more than five years and have paid as
agreed.

         Construction Lending. The Bank engages in construction lending
involving loans to qualified borrowers for construction of one- to four-family
residential properties and, on a limited basis, for commercial properties.
Almost all of the Bank's construction loan properties are located in the Bank's
market area and nearby counties.

         The Bank makes construction loans to builders on a speculative and
pre-sale basis. The Bank makes loans for speculative housing construction to
area builders after a background check has been made. Construction loans on
one-to-four family properties are limited to a maximum loan-to-value ratio of
80% on presales and 75% on speculative (unsold properties) and have a maximum
maturity of 12 months after which the loan can be renewed for up to an
additional 12 months. Construction loans on nonresidential properties are
generally limited to a maximum loan-to-value ratio of 75% and also have a
maximum maturity of 12 months after which the loan can be converted to a
permanent mortgage loan.

         Construction loan proceeds are disbursed in increments as construction
progresses and only after a Bank representative makes a physical inspection of
the project. At December 31, 2001, the Bank had $24.2 million in construction
loans outstanding secured by unsold properties.

         The Bank also from time to time will make construction loans to
owner/borrowers that have either fixed or adjustable rates and are underwritten
in accordance with the same terms and requirements as the Bank's permanent
mortgages on existing properties, except that the builder must qualify as an
approved contractor by the Bank, and the loans provide for disbursement of loan
proceeds in stages during the construction period. An approved contractor is one
who has been approved by the Bank and whose credit, financial statements, and
experience have been approved by the Bank. Borrowers are typically required to
pay accrued interest on the outstanding balance monthly during the construction
phase. At December 31, 2001, there was $700,000 outstanding in construction
loans to owner/borrowers.

         The Bank originated $119.9 million and $108.3 million in construction
loans on one- to four-family properties during the fiscal years ended December
31, 2001, and December 31, 2000, respectively.

         Commercial Loans. The Bank's commercial loans, which include commercial
real estate, represent a growing portion of its lending activities. At December
31, 2001, outstanding commercial loans amounted to $95 million. At December 31,
2001, the largest commercial loan had a balance of $2.5 million and was secured
by land and commercial buildings.

         Most of the Bank's commercial lending activities are in loans secured
by commercial properties. Such loans consist primarily of permanent loans
secured by small office buildings, apartment buildings, churches, shopping
centers and convenience stores. Commercial real estate secured loans are
generally originated in amounts up to 75% of the appraised value of the
property. Such appraised value is determined by an independent appraiser who has
been previously approved by the Bank's Board of Directors. Commercial real
estate loans are generally originated on an adjustable-rate basis with the
interest rate adjusting annually and have terms of up to 20 years.

         Consumer and Other Installment Loans. Consumer loans consist of savings
account loans, personal secured and unsecured loans, automobile loans,
watercraft loans, recreational vehicle loans, and home improvement loans.
Substantially all of the Bank's consumer loans have fixed rates of interest.

                                      5

<PAGE>

         Loan Underwriting Risks. Construction financing is generally considered
to involve a higher degree of risk of loss than long-term financing on improved,
occupied real estate. Risk of loss on a construction loan is dependent largely
upon the accuracy of the initial estimate of the property's value at completion
of construction or development and the estimated cost (including interest) of
construction and time to completion. During the construction phase, a number of
factors could result in delays and cost overruns. If the estimate of
construction cost proves to be inaccurate, it may be necessary for the Bank to
advance funds beyond the amount originally committed to permit completion of the
construction. If the estimate of value proves to be inaccurate, the Bank may be
confronted, at or prior to the maturity of the loan, with collateral having a
value which is insufficient to assure full repayment. As a result, construction
lending often involves the disbursement of substantial funds with repayment
dependent, in part, on the success of the project. If the Bank is forced to
foreclose on a property prior to or at completion due to a default, there can be
no assurance that the Bank will be able to recover all of the unpaid balance of,
and accrued interest on, the loan as well as related foreclosure and holding
costs. The Bank has sought to lessen this risk by limiting construction lending
to qualified borrowers in the Bank's market area and by limiting the number of
construction loans outstanding at any time.

         Loans secured by commercial real estate generally involve a greater
degree of risk than one- to four-family mortgage loans and carry larger loan
balances. This increased credit risk is a result of several factors, including
the concentration of principal in a limited number of loans and borrowers, the
effects of general economic conditions on income producing properties, and the
increased difficulty of evaluating and monitoring these types of loans.
Furthermore, the repayment of loans secured by commercial real estate is
typically dependent upon the successful operation or management of the related
project or company. If the cash flow from the project or company is reduced, the
borrower's ability to repay the loan may be impaired. The Bank seeks to reduce
these risks in a variety of ways, including limiting the size of such loans,
analyzing the financial condition of the borrower, accurately assessing the
quality of the collateral and assessing the quality of the management of the
property securing the loan. The Bank also obtains personal guarantees and
appraisals on each property.

         Consumer loans entail greater credit risk than do residential mortgage
loans, particularly in the case of consumer loans that are unsecured or secured
by assets that depreciate rapidly. In such cases, repossessed collateral for a
defaulted consumer loan may not provide an adequate source of repayment for the
outstanding loan and the remaining deficiency often does not warrant further
substantial collection efforts against the borrower. In particular, amounts
realizable on the sale of repossessed automobiles may be significantly reduced
based upon the condition of the collateral and the lack of demand for used
automobiles.

         The retention of ARMs in the Bank's portfolio helps to reduce the
Bank's exposure to changes in interest rates. However, there are unquantifiable
credit risks that could result from potential increased payments to the borrower
as a result of the repricing of ARMs. It is possible that during periods of
rapidly rising interest rates, the risk of default on ARMs may increase due to
the upward adjustment of interest cost to the borrower. In addition, although
ARMs allow the Bank to increase the sensitivity of its asset base to changes in
the interest rates, the extent of this interest rate sensitivity is limited by
the periodic and lifetime interest rate adjustment limits. Because of these
considerations, the Bank has no assurance that yields on ARM loans will be
sufficient to offset increases in the Bank's cost of funds.

                                      6

<PAGE>

         Loan Purchases and Sales. Generally, if the Bank determines that loan
sales are desirable for interest rate risk management or other purposes, the
Bank may sell its 15 to 30 year conventional loans. The Bank uses standard FNMA
documentation for its conventional loans. The Bank sells loans directly to FNMA.
Loans are generally sold with servicing retained and without recourse.

         The table below indicates the Bank's origination and sales of loans
during the periods indicated.

<TABLE>
<CAPTION>
                                                                     Year Ended December 31,
                                                            -------------------------------------------
                                                                   2001                    2000
                                                            --------------------     ------------------
                                                                      (Dollars in Thousands)
<S>                                                             <C>                          <C>
Total gross loans receivable at beginning of period ......      $174,045                     $148,337
                                                                --------                     --------
Loans originated:
    Residential (1-4 family) mortgage.....................         7,342                        4,059
    Commercial, primarily real estate mortgage............       111,642                       75,193
    Real estate construction..............................       119,970                      108,365
    Consumer and other installment.........................       11,869                       15,491
                                                                --------                     --------
Total loans originated....................................       250,823                      203,108
                                                                --------                     --------
Loans sold:
    Residential (1-4 family)..............................        17,310                        9,186
Loans purchased...........................................         1,790                          800

Other loan activity:
    Loan principal repayments.............................       221,063                      167,414
                                                                --------                     --------
Total gross loans receivable at end of period.............      $188,285                     $174,045
                                                                ========                     ========
</TABLE>

         Loan Delinquencies. Loans past due more than 90 days are placed on
nonaccrual and are individually examined for potential losses and the ultimate
collectibility of funds due. Loans are deemed to have no loss exposure if the
value of the property securing the loan exceeds the receivable balance on the
loan or collection is probable. Specific reserves are established to recognize
losses on nonaccruing loans on a case-by-case basis.

         Nonperforming Loans. The following table sets forth the aggregate
amount of restructured loans and loans that were contractually past due more
than 90 days as to principal or interest payments as of the dates indicated and
which are considered impaired loans.

<TABLE>
<CAPTION>
                                                                          At December 31,
                                                                     -------------------------
                                                                        2001          2000
                                                                     -----------   -----------
                                                                       (Dollars in Thousands)
<S>                                                                      <C>              <C>
Nonperforming loans:
    Restructured...................................................      $--              $--
    Nonaccrual (more than 90 days past due)........................       57               93
                                                                         ---              ---
      Total nonperforming loans....................................      $57              $93
                                                                         ===              ===
Ratio of nonperforming loans as a percentage of total loans, net...      .03%             .05%
Ratio of nonperforming loans as a percentage of total assets.......      .02%             .04%
</TABLE>

         During the years ended December 31, 2001 and December 31, 2000, gross
interest income of $3,222 and $3,868, respectively, would have been recorded on
nonperforming loans, under their original terms, if the loans had been current
throughout those periods. Interest income recognized on nonperforming loans
during the years ended December 31, 2001 and December 31, 2000, was
approximately $16,658 and $20,080, respectively.

                                      7

<PAGE>

         Analysis of the Allowance for Loan Losses. The following table sets
forth the analysis of the allowance for loan losses for the periods indicated.

<TABLE>
<CAPTION>
                                                                 At December 31,
                                                   ---------------------------------------------
                                                           2001                      2000
                                                   ---------------------    --------------------
                                                              (Dollars in Thousands)
<S>                                                     <C>                        <C>
Total average loans outstanding..................       $181,299                   $162,248
                                                        ========                   ========
Allowance balance (at beginning of period).......        $ 1,708                    $ 1,237
Provisions for loan losses                                   662                        570
Charge-offs:
    Real Estate..................................             --                         --
    Commercial...................................             61                         12
    Consumer.....................................            212                        141
Recoveries:
    Real Estate..................................             --                         --
    Commercial...................................              1                         12
    Consumer.....................................             51                         42

Allowance balance (at end of period).............        $ 2,149                    $ 1,708
                                                         =======                     ======

Allowance for loan losses as a percent of net
    loans receivable at end of period............           1.19%                       .98%

Net loans charged off as a percent of average
    loans outstanding............................            .12%                       .09%

Ratio of allowance for loan losses to total
    loans delinquent 90 days or more at end of              3770%                      1837%
    period.......................................

Ratio of allowance for loan losses to total
    loans delinquent 90 days or more and other
    nonperforming assets at end of period........            712%                       621%
</TABLE>

         The allowance is an amount that management has determined to be
adequate, through its allowance for loan losses methodology, to absorb losses
inherent in existing loans and commitments to extend credit. The allowance is
determined through consideration of such factors as changes in the nature and
volume of the portfolio, overall portfolio quality, delinquency trends, adequacy
of collateral, loan concentrations, specific problem loans, and economic
conditions that may affect the borrowers' ability to pay.

         Real Estate Owned. Real estate acquired by the Bank as a result of
foreclosure, judgment, or deed in lieu of foreclosure is classified as real
estate owned until it is sold. When property is so acquired it is recorded at
the lower of the cost or fair value. The Bank had $187,560 of real estate owned
at December 31, 2001.

INVESTMENT ACTIVITIES

         The Bank invests in specified short-term securities, mortgage backed
securities, certain other investments and the common stock of the Federal Home
Loan Bank ("FHLB") of Atlanta. The Bank's mortgage backed securities portfolio
consists of participation certificates issued by FNMA and secured by interests
in pools of conventional mortgages originated by other financial institutions.
The Bank's equity investment in the FHLB of Atlanta is a requirement of
membership and allows the Bank to borrow from the FHLB of Atlanta at favorable
overnight and long-term rates. During the years ended December 31, 2001 and
2000, the Company sold $6.8 million and $3.9 million respectively, of available
for sale investment securities.

                                      8

<PAGE>

         The following table sets forth certain information relating to the
Company's investment securities portfolio at the dates indicated. All of the
Company's securities are classified as available for sale.

<TABLE>
<CAPTION>
                                                                          At December 31,
                                                ------------------------------------------------------------------
                                                             2001                                 2000
                                                -------------------------------      -----------------------------
                                                   Amortized           Fair            Amortized           Fair
                                                      Cost             Value             Cost             Value
                                                      ----             -----             ----             -----
                                                                       (Dollars in Thousands)
<S>                                                  <C>              <C>               <C>              <C>
Securities available for sale:
     U.S.  Treasury and U.S.  Government
         agency obligations..............            $33,369          $33,721           $33,389          $33,365
     Municipal securities................              3,561            3,593             2,858            2,897
                                                     -------          -------           -------          -------
     Total...............................             36,930           37,314            36,247           36,262
                                                     -------          -------           -------          -------

Mortgage-backed securities:
     FNMA................................                 43               44               103              106
                                                     -------          -------           -------          -------
     Total...............................                 43               44               103              106
                                                     -------          -------           -------          -------
Total investment and mortgage-
         backed securities portfolio                 $36,973          $37,358           $36,350          $36,368
                                                     =======          =======           =======          =======
</TABLE>

                                      9

<PAGE>

         Investment and Mortgage-backed Securities Portfolio Maturities. The
following table sets forth certain information regarding the amortized cost,
weighted average yields, and maturities of the Company's investment and
mortgage-backed securities portfolio at December 31, 2001. Expected maturities
may differ from contractual maturities because borrowers may have the right to
call or prepay obligations with or without call or prepayment penalties.

<TABLE>
<CAPTION>
                                                                        As of December 31, 2001
                                      -------------------------------------------------------------------------------------------
                                        One Year or Less      One to Five Years      Five to Ten Years      More than Ten Years
                                      ------------------    --------------------    -------------------    ----------------------

                                      Weighted               Weighted               Weighted               Weighted
                                      Amortized   Average    Amortized   Average    Amortized   Average    Amortized   Average
                                        Cost       Yield       Cost       Yield       Cost       Yield       Cost       Yield
                                        ----       -----       ----       -----       ----       -----       ----       -----
<S>                                      <C>        <C>         <C>        <C>          <C>       <C>          <C>       <C>
Securities available for sale:
U.S. Treasury and U.S. Government
    agency obligations..............     $16,569    2.91%       $15,300    5.08%        $1,500    7.66%            --     --
Mortgage backed-securities..........          --      --             --      --             43    6.37%            --     --
Municipal securities /(1)/..........          --      --            341    4.93%         1,410    7.61%        $1,810    5.16%
                                         -------                -------                 ------                 ------
Total investment and mortgage-backed
    securities portfolio............     $16,569    2.91%       $15,641    5.08%        $2,953    6.38%        $1,810    5.16%
                                         =======                =======                 ======                 ======

<CAPTION>
                                               As of December 31, 2001
                                          ------------------------------
                                                        Total
                                          ------------------------------

                                           Weighted
                                           Amortized  Average    Fair
                                             Cost      Yield     Value
                                             ----      -----     -----
<S>                                          <C>        <C>        <C>
Securities available for sale:
U.S. Treasury and U.S. Government
    agency obligations..........             $33,369    5.16%      $33,721
Mortgage backed-securities......                  43    6.37%           44
Municipal securities /(1)/......               3,561    5.08%        3,593
                                             -------               -------
Total investment and mortgage-backed
    securities portfolio........             $36,973    5.15%      $37,358
                                             =======               =======
</TABLE>

/(1)/  The weighted average yield for municipal securities has not been computed
       on a tax equivalent basis.

                                      10

<PAGE>

SOURCE OF FUNDS

         General. The major sources of the Bank's funds for lending and other
investment purposes are deposits, scheduled principal repayments, and prepayment
of loans and mortgage-backed securities, maturities of investment securities,
and operations. Scheduled loan principal repayments are a relatively stable
source of funds, while deposit inflows and outflows and loan prepayments are
significantly influenced by general interest rates and market conditions. The
Bank also has access to advances from the FHLB of Atlanta and correspondent
banks. In addition, the Company had access for additional funds through the
short-term borrowings on its line of credit in 2000 and 2001. In early 2002, the
sale of trust preferred securities eliminated the borrowings and added an
additional source of funds from the proceeds of the sale.

         Deposits. Customer deposits are attracted principally from within the
Bank's primary market area through the offering of a broad selection of deposit
instruments including demand deposit accounts, checking accounts, savings, money
market deposit, term certificate accounts, and individual retirement accounts
("IRAs"). Deposit account terms vary according to the minimum balance required,
the time period the funds must remain on deposit and the interest rate. All
deposit accounts are insured by the Federal Deposit Insurance Corporation
("FDIC") up to the maximum amount permitted by law.

         The following table indicates the amount of the Bank's time deposits of
$100,000 or more by time remaining until maturity at December 31, 2001.

         Maturity                      Amount
         --------                      ------
                               (Dollars in Thousands)
3 months or less                         $5,969
3-6 months                                5,720
6-12 months                              11,407
Over 12 months                            4,373
                                        -------
                                        $27,439
                                        =======

         Borrowings. Deposits are the primary source of funds of the Bank's
lending and investment activities and for its general business purposes. The
Bank may obtain advances from the FHLB of Atlanta to supplement its supply of
lendable funds. Advances from the FHLB of Atlanta may be secured by a pledge of
the Bank's stock in the FHLB of Atlanta and a portion of the Bank's first
mortgage loans and certain other assets. At December 31, 2001, the Bank had $8
million outstanding FHLB advances. The Company had as an additional source of
cash at December 31, 2001, a line of credit outstanding with Correspondent. As
these funds are drawn, they are infused to the Bank as capital. At December 31,
2001, the Company had $2.5 million drawn on this line of credit. The line of
credit was repaid and closed February 2, 2002, with the funds received from the
sale of floating rate capital securities. Replacing this line of credit is a
line of credit with a correspondent bank for $1.0 million.

SUBSIDIARY ACTIVITY

         At December 31, 2001, the Company had one wholly owned subsidiary, the
Bank, which is chartered under the laws of the State of Georgia. The Bank has
one wholly owned subsidiary, CCF Financial Services, Inc. CCF Financial
Services, Inc., a Georgia corporation, was formed in 1996 and has remained
inactive since that time. CCF Capital Trust I, an new subsidiary of the Company,
was created in February 2002 for the sole purpose of issuing $4.0 million in
trust preferred securities.

PERSONNEL

         As of December 31, 2001, the Bank had 79 full-time and 14 part-time
employees. The Company does not have any employees other than officers. The
Bank's employees are not represented by a collective bargaining group.

                                      11

<PAGE>

SUPERVISION AND REGULATION

         Set forth below is a brief description of certain laws which relate to
the regulation of the Company and the Bank. The description does not purport to
be complete and is qualified in its entirety by reference to applicable laws and
regulations.

         General. The Company is a bank holding company registered with the
Board of Governors of the Federal Reserve System (the "Federal Reserve") under
the Bank Holding Company Act of 1956, as amended (the "BHC Act"), and with the
Georgia Department of Banking and Finance (the "GDBF") under the Georgia Bank
Holding Company Act (the "Georgia BHC Act"). As such, the Company is subject to
the supervision, examination, and reporting requirements of the BHC Act and the
Georgia BHC Act, in addition to the regulations of the Federal Reserve and the
GDBF.

         The BHC Act requires every bank holding company to obtain the prior
approval of the Federal Reserve before:

..        it may acquire direct or indirect ownership or control of any voting
         shares of any bank if, after such acquisition, the bank holding company
         will directly or indirectly own or control more than 5% of the voting
         shares of the bank;
..        it or any of its subsidiaries, other than a bank, may acquire all or
         substantially all of the assets of any bank; or
..        it may merge or consolidate with any other bank holding company.

         The BHC Act further provides that the Federal Reserve may not approve
any transaction that would result in a monopoly, or the effect of which may be
substantially to lessen competition in any section of the country, or that in
any other manner would be in restraint of trade, unless the anticompetitive
effects of the proposed transaction are clearly outweighed by the public
interest in meeting the convenience and needs of the community to be served. The
Federal Reserve is also required to consider the financial and managerial
resources and future prospects of the bank holding companies and banks concerned
and the convenience and needs of the community to be served.

         Permitted Activities. Until recently, the BHC Act generally prohibited
the Company from engaging in activities other than banking or managing or
controlling banks or other permissible subsidiaries and from acquiring or
retaining direct or indirect control of any company engaged in any activities
other than those activities determined by the Federal Reserve to be so closely
related to banking or managing or controlling banks as to be a proper incident
thereto. In determining whether a particular activity is permissible, the
Federal Reserve considered whether the performance of such an activity
reasonably could be expected to produce benefits to the public that outweigh
possible adverse effects.

         The Federal Reserve has determined that the following are among the
activities permissible for bank holding companies:

..        factoring accounts receivable;
..        acquiring or servicing loans;
..        leasing personal property;
..        conducting discount securities brokerage activities;
..        performing certain data processing services;
..        acting as agent or broker in selling credit life insurance and certain
         other types of insurance in connection with credit transactions;  and
..        performing certain insurance underwriting activities

         Despite prior approval, the Federal Reserve has the power to order a
holding company or its subsidiaries to terminate any activity or to terminate
its ownership or control of any subsidiary when it has reasonable cause to
believe that continuation of such activity or such ownership or control
constitutes a serious risk to the financial safety, soundness, or stability of
any bank subsidiary of that bank holding company.

         New Legislation. Changes to federal law that took effect in March 2000,
and new regulations to implement these changes, allow qualifying bank holding
companies to become financial holding companies that may affiliate with
securities firms and insurance companies and engage in other activities that are
financial in nature. Activities that are financial in nature include:

                                      12

<PAGE>

..        securities underwriting;
..        dealing and market making;
..        sponsoring mutual funds and investment companies;
..        insurance underwriting and agency;
..        merchant banking activities; and
..        activities that the Federal Reserve determines to be closely related to
         banking.

         For the Company to qualify to become a financial holding company, its
depository institution subsidiaries must be well capitalized and well managed
and must have a Community Reinvestment Act rating of at least "satisfactory." In
addition, the Company must file an election with the Federal Reserve to become a
financial holding company and give the Federal Reserve 30 days written notice
prior to engaging in a permitted financial activity. Although the Company does
not have any immediate plans to file such an election, our holding company
structure gives us the flexibility to make such an election if deemed
appropriate in the future.

         The federal law that took effect in March 2000 also contains provisions
that directly impact the following activities and operations of the Bank:

         .    Any insurance activities;
         .    The activities of and qualifications for any Bank financial
              subsidiaries; and
         .    Its privacy policies and practices concerning disclosure of
              consumer information.

         Other Banking Regulators. The FDIC and the GDBF regularly examine the
operations of the Bank and have the authority to approve or disapprove mergers,
consolidations, the establishment of branches, and similar corporate actions.
The FDIC and the GDBF also have the power to prevent the continuance or
development of unsafe or unsound banking practices or other violations of law.

         Payment of Dividends. The Company is a legal entity separate and
distinct from the Bank. The principal sources of cash flow of the Company,
including cash flow to pay dividends to its shareholders, are dividends by the
Bank. There are federal and state statutory and regulatory limitations on the
payment of dividends by the Bank to the Company as well as by the Company to its
shareholders.

         The payment of dividends by the Company and the Bank may also be
affected or limited by other factors, such as the requirement to comply with
capital adequacy standards set by the regulators and the requirement that the
Bank maintain capital at least equal to a liquidation account created at the
time a predecessor to the Bank converted from mutual to stock form.

         At December 31, 2001, the Bank, without obtaining regulatory approval,
could declare aggregate dividends to the Company of approximately $980,000. It
is anticipated that the Bank will pay dividends to the Company for the purpose
of funding the Company's payment obligations with respect to the outstanding
junior subordinated debentures and the related Capital Securities. Pursuant to
the terms of the debentures and the Capital Securities, the Company has the
right to defer the quarterly interest payments under the debentures and the
Capital Securities for up to 20 consecutive quarterly periods. However, during
any period in which the Company defers interest payments on the debentures, the
Company may not pay a dividend or make any other payment or distribution on its
common stock.

         Capital Adequacy. The Company and the Bank must comply with
substantially identical capital adequacy standards established by the Federal
Reserve for the Company and the FDIC and the Georgia Department of Banking and
Finance for the Bank. There are two basic measures of capital adequacy: a
risk-based measure and a leverage measure.

         The risk-based capital standards are designed to make regulatory
capital requirements more sensitive to differences in risk profile among banks
and bank holding companies, to account for off-balance-sheet exposure, and to
minimize disincentives for holding liquid assets. Assets and off-balance-sheet
items are assigned to broad risk categories, each with appropriate weights. The
resulting capital ratios represent capital as a percentage of total
risk-weighted assets and off-balance-sheet items.

         The minimum guideline for the ratio (the "Total Risk-Based Capital
Ratio") of total capital ("Total Capital") to risk-weighted assets is 8%. At
least half of total capital must consist of common stock, minority interests in
the equity accounts of consolidated subsidiaries, noncumulative perpetual
preferred stock, and a limited amount of cumulative

                                      13

<PAGE>

perpetual preferred stock, less goodwill and certain other intangible assets
("Tier 1 Capital"). The remainder may consist of subordinated debt, other
preferred stock, and a limited amount of loan loss reserves ("Tier 2 Capital").
At December 31, 2001, the Company's consolidated total risk-based capital ratio
and its tier 1 risk-based capital ratio (i.e., the ratio of Tier 1 Capital to
risk-weighted assets) were 9.1% and 8.0%, respectively. See Note 14 to the
Notes to Consolidated Financial Statements of the Company included in Exhibit
13 to this report for additional information.

         In addition, the Federal Reserve and the FDIC have adopted
substantially identical regulations that supplement the risk-based guidelines to
include a minimum leverage ratio of 3% of Tier 1 capital to total assets less
goodwill (the "Leverage Ratio"). Depending on the risk profile of the
institution and other factors, the regulatory agencies may require a Leverage
Ratio 1% to 2% higher than the minimum 3% level. The guidelines also provide
that bank holding companies experiencing internal growth or making acquisitions
will be expected to maintain capital positions substantially above the minimum
supervisory levels without significant reliance on intangible assets.
Furthermore, the Federal Reserve has indicated that it will consider a "tangible
Tier 1 Capital Leverage Ratio" (deducting all intangibles) and other indicia of
capital strength in evaluating proposals for expansion or new activities.

         The Company and the Bank were in compliance with applicable minimum
capital requirements as of December 31, 2001. Subsequent to December 31, 2001,
the Company, through private placement of trust preferred securities issued by
its subsidiary CCF Capital Trust I, a Delaware business trust, raised gross
proceeds of $4 million. The trust preferred securities issued are considered
tier I capital for regulatory capital purposes and it is reported as a long-term
debt obligation of the Company. For further information on this transaction
refer to Management's Discussion and Analysis of Financial Condition and Results
of Operations in the Company's 2001 Annual Report to Stockholders included as
Exhibit 13 to this report.

         Failure to meet capital guidelines could subject a bank to a variety of
enforcement remedies, including issuance of a capital directive, the termination
of deposit insurance by the FDIC, a prohibition on the taking of brokered
deposits, and other restrictions on its business.

         Support of the Bank. Under Federal Reserve policy, the Company is
expected to act as a source of financial strength for, and to commit resources
to support, the Bank. This support may be required at times when, absent such
Federal Reserve policy, the Company may not be inclined to provide it. In
addition, any capital loans by the Company to the Bank are subordinate in right
of payment to deposits and to certain other indebtedness of the Bank. In the
event of the Company's bankruptcy, any commitment by the Company to a federal
bank regulatory agency to maintain the capital of the Bank will be assumed by
the bankruptcy trustee and entitled to a priority of payment.

         Prompt Corrective Action. Federal financial institution regulators have
established five capital categories (well capitalized, adequately capitalized,
undercapitalized, significantly undercapitalized, and critically
undercapitalized). The regulators are required to take certain mandatory
supervisory actions, and are authorized to take other discretionary actions,
with respect to institutions in the three undercapitalized categories. The
severity of any regulatory action will depend upon the capital category in which
the institution falls.

         The capital levels covered by each capital category are as follows:

<TABLE>
<CAPTION>
Capital Category               Tier 1 Capital         Total Risk-Based Capital   Tier 1 Risk-Based Capital
----------------               --------------         ------------------------   -------------------------
<S>                            <C>                             <C>                          <C>
Well Capitalized               5% or more                      10% or more                  6% or more
Adequately Capitalized         4% or more                      8% or more                   4% or more
Significantly
Undercapitalized
                               Less than 4%                    Less than 6%                 Less than 3%
Critically Undercapitalized    2% or less tangible equity            --                          --
</TABLE>

         For purposes of the regulation, the term "tangible equity" includes
core capital elements counted as Tier 1 Capital for purposes of the risk-based
capital standards, plus the amount of outstanding cumulative perpetual preferred
stock (including related surplus), minus all intangible assets with certain
exceptions. A depository institution may be deemed to be in a capitalization
category that is lower than is indicated by its actual capital position if it
receives an unsatisfactory examination rating.

                                      14

<PAGE>

         An institution that is categorized as undercapitalized, significantly
undercapitalized, or critically undercapitalized is required to submit an
acceptable capital restoration plan to its appropriate federal banking agency. A
bank holding company must guarantee that a subsidiary depository institution
meets its capital restoration plan, subject to certain limitations. The
obligation of a controlling holding company to fund a capital restoration plan
is limited to the lesser of 5% of an undercapitalized subsidiary's assets or the
amount required to meet regulatory capital requirements. An undercapitalized
institution is also generally prohibited from increasing its average total
assets, making acquisitions, establishing any branches, or engaging in any new
line of business, except in accordance with an accepted capital restoration plan
or with the approval of the FDIC.

         At December 31, 2001, the Bank had the requisite capital levels to
qualify as well capitalized.

         FDIC Insurance Assessments. The deposit accounts held by the Bank are
insured by the FDIC to a maximum of $100,000 for each insured member (as defined
by law and regulation). The FDIC uses a risk-based assessment system for insured
depository institutions that takes into account the risks attributable to
different categories and concentrations of assets and liabilities. The system
assigns an institution to one of three capital categories: (a) well capitalized;
(b) adequately capitalized; and (c) undercapitalized. These three categories are
substantially similar to the prompt corrective action categories described
above, with the "undercapitalized" category including institutions that are
undercapitalized, significantly undercapitalized, and critically
undercapitalized for prompt corrective action purposes. An institution is also
assigned by the FDIC to one of three supervisory subgroups within each capital
group. The supervisory subgroup to which an institution is assigned is based on
a supervisory evaluation provided to the FDIC by the institution's primary
federal regulator and information which the FDIC determines to be relevant to
the institution's financial condition and the risk posed to the deposit
insurance funds (which may include, if applicable, information provided by the
institution's state supervisor). An institution's insurance assessment rate is
then determined based on the capital category and supervisory category to which
it is assigned.

         Insurance of deposits may be terminated by the FDIC upon a finding that
the institution has engaged in unsafe and unsound practices, is in an unsafe or
unsound condition to continue operations, or has violated any applicable law,
regulation, rule, order, or condition imposed by the FDIC.

         Based on the Bank's risk classification, the Bank was not required to
pay an assessment for deposit insurance in 2001, nor will it be required to pay
a deposit insurance assessment in 2002. The Bank was required to pay the Bank
Insurance Fund Financing Corporation ("FICO") assessment in 2001 and will also
pay this assessment in 2002. During the fourth quarter of 2001, the FICO
assessment rate was $1.82 per $100 of Bank deposits.

         Other Regulations. Interest and other charges collected or contracted
for by the Bank are subject to state usury laws and federal laws concerning
interest rates. For example, under the Soldiers' and Sailors' Civil Relief Act
of 1940, a lender is generally prohibited from charging an annual interest rate
in excess of 6% on any obligation for which the borrower is a person on active
duty with the United States military.

         The Bank's loan operations are also subject to federal laws applicable
to credit transactions, such as:

         .    The federal Truth-In-Lending Act, governing disclosures of credit
              terms to consumer borrowers;
         .    The Home Mortgage Disclosure Act of 1975, requiring financial
              institutions to provide information to enable the public and
              public officials to determine whether a financial institution is
              fulfilling its obligation to help meet the housing needs of the
              community it serves;
         .    The Equal Credit Opportunity Act, prohibiting discrimination on
              the basis of race, creed or other prohibited factors in extending
              credit;
         .    The Fair Credit Reporting Act of 1978, governing the use and
              provision of information to credit reporting agencies;
         .    The Fair Debt Collection Act, governing the manner in which
              consumer debts may be collected by collection agencies;
         .    Soldiers' and Sailors' Civil Relief Act of 1940, governing the
              repayment terms of, and property rights underlying, secured
              obligations of persons in military service; and
         .    The rules and regulations of the various federal agencies charged
              with the responsibility of implementing these federal laws.

         The deposit operations of the Bank are subject to:

                                      15

<PAGE>

         .    The Right to Financial Privacy Act, which imposes a duty to
              maintain confidentiality of consumer financial records and
              prescribes procedures for complying with administrative subpoenas
              of financial records; and
        .     The Electronic Funds Transfer Act and Regulation E issued by the
              Federal Reserve to implement that act, which govern automatic
              deposits to and withdrawals from deposit accounts and customers'
              rights and liabilities arising from the use of automated teller
              machines and other electronic banking services.

         Restrictions on Transactions with Affiliates. The Company and the Bank
are subject to the provisions of Section 23A of the Federal Reserve Act. Section
23A places limits on the amount of:

         .    loans or extensions of credit to affiliates;
         .    investment in affiliates;
         .    the purchase of assets from affiliates, except for real and
              personal property exempted by the Federal Reserve;
         .    loans or extensions of credit to third parties collateralized by
              the securities or obligations of affiliates; and
         .    any guarantee, acceptance or letter of credit issued on behalf of
              an affiliate.

         The total amount of the above transactions is limited in amount, as to
any one affiliate, to 10% of a bank's capital and surplus and, as to all
affiliates combined, to 20% of a bank's capital and surplus. In addition to the
limitation on the amount of these transactions, each of the above transactions
must also meet specified collateral requirements. The Company must also comply
with other provisions designed to avoid the taking of low-quality assets.

         The Company and the Bank are also subject to the provisions of Section
23B of the Federal Reserve Act which, among other things, prohibit an
institution from engaging in the above transactions with affiliates unless the
transactions are on terms substantially the same, or at least as favorable to
the institution or its subsidiaries, as those prevailing at the time for
comparable transactions with nonaffiliated companies.

         The Bank is also subject to restrictions on extensions of credit to its
executive officers, directors, principal shareholders and their related
interests. These extensions of credit (1) must be made on substantially the same
terms, including interest rates and collateral, as those prevailing at the time
for comparable transactions with third parties, and (2) must not involve more
than the normal risk of repayment or present other unfavorable features.

         Privacy. Financial institutions are required to disclose their policies
for collecting and protecting confidential information. Customers generally may
prevent financial institutions from sharing nonpublic personal financial
information with nonaffiliated third parties except under narrow circumstances,
such as the processing of transactions requested by the consumer. Additionally,
financial institutions generally may not disclose consumer account numbers to
any nonaffiliated third party for use in telemarketing, direct mail marketing or
other marketing to consumers.

         Anti-Terrorism Legislation. In the wake of the tragic events of
September 11, 2001, on October 26, 2001, the President signed the Uniting and
Strengthening America by Providing Appropriate Tools Required to Intercept and
Obstruct Terrorism (USA PATRIOT) Act of 2001. Under the USA PATRIOT Act,
financial institutions are subject to prohibitions against specified financial
transactions and account relationships as well as enhanced due diligence and
"know your customer" standards in their dealings with foreign financial
institutions and foreign customers. For example, the enhanced due diligence
policies, procedures, and controls generally require financial institutions to
take reasonable steps:

         .    to conduct enhanced scrutiny of account relationships to guard
              against money laundering and report any suspicious transaction;
         .    to ascertain the identity of the nominal and beneficial owners of,
              and the source of funds deposited into, each account as needed to
              guard against money laundering and report any suspicious
              transactions;
         .    to ascertain for any foreign bank, the shares of which are not
              publicly traded, the identity of the owners of the foreign bank,
              and the nature and extent of the ownership interest of each such
              owner; and
         .    to ascertain whether any foreign bank provides correspondent
              accounts to other foreign banks and, if so, the identity of those
              foreign banks and related due diligence information.

         Under the USA PATRIOT Act, financial institutions have 180 days from
enactment (or until April 25, 2002) to establish anti-money laundering programs.
The USA PATRIOT Act sets forth minimum standards for these programs, including:

                                      16

<PAGE>

         .    the development of internal policies, procedures, and controls;
         .    the designation of a compliance officer;
         .    an ongoing employee training program; and
         .    an independent audit function to test the programs.

Before the 180-day grace period expires, the Secretary of the Treasury will
prescribe regulations that consider the extent to which these new requirements
are commensurate with the size, location, and activities of financial
institutions subject to the Act.

         In addition, the USA PATRIOT Act authorizes the Secretary of the
Treasury to adopt rules increasing the cooperation and information sharing
between financial institutions, regulators, and law enforcement authorities
regarding individuals, entities and organizations engaged in, or reasonably
suspected based on credible evidence of engaging in, terrorist acts or money
laundering activities. Any financial institution complying with these rules will
not be deemed to have violated the privacy provisions of the Gramm-Leach-Bliley
Act, as discussed above.

         Proposed Legislation and Regulatory Action. New regulations and
statutes are regularly proposed that contain wide-ranging proposals for altering
the structure, regulations and competitive relationships for the nation's
financial institutions. It cannot be predicted whether or what form any proposed
regulation or statute will be adopted or the extent to which the business of the
Company may be affected by such regulation or statute.

ITEM 2.  DESCRIPTION OF PROPERTY
--------------------------------

         (a) Properties.

         The Company owns no real property but utilizes the offices of the Bank.
The Bank operates from its main office and four branch offices, all of which are
owned by the Bank.

         Main Office.
         -----------

         The Bank's main office is located at 101 North Main Street, Jonesboro,
Georgia 30236. The building is on a leased land site. This lease is a 35-year
land lease expiring in 2035.

         The net book values of the building and equipment as of December 31,
2001, were $447,820 and $477,982 respectively.

         The Bank obtains rental income through the leasing of space in its main
building and a building on the Georgia Highway 155 property in Henry County.
During the fiscal years ended December 31, 2001 and December 31, 2000, such
rental income was $15,204 and $16,000, respectively. The property on Highway 155
in Henry County was sold in February 2002.

         Fayetteville Office.
         -------------------

         The Bank's Fayetteville office is located at 440 North Jeff Davis
Drive, Fayetteville, Georgia, 30214.

         The net book values of the land, building, and equipment at the 440
North Jeff Davis Drive location as of December 31, 2001, were $266,628,
$997,840, and $196,005, respectively.

                                      17

<PAGE>

         Forest Park Office.
         ------------------

         The Bank's Forest Park office is located at 822 Main Street, Forest
Park Georgia, 30298. In June 2000, the Bank's original office at 822 Main Street
in Forest Park was consumed by fire. The branch personnel moved into an existing
facility on the same site, which was renovated.

         The net book values of the land, building, and equipment at 4895 Evans
Drive as of December 31, 2001, were $78,567, $357,113, and $46,677,
respectively.

         McDonough Office.
         ----------------

         The Bank's McDonough office is located at 203 Keys Ferry Street,
McDonough, Georgia, 30253. In addition to this property, at December 31, 2001,
the Bank also owned two lots on Georgia Highway 155 and Georgia Highway 20/81 in
Henry County. The Bank purchased these properties for future expansion, although
the Bank has not determined any dates for possible expansion. The values of
these lots are listed as $300,395 and $386,769 respectively. The property on
Georgia Highway 155 was sold in February 2002.

         The net book value of the land, building, and equipment at 203 Keys
Ferry Street as of December 31, 2001, were $335,000, $875,680, and $179,084,
respectively.

         Morrow Office.
         -------------

         The Bank's Morrow office was located at 2394 Lake Harbin Road, Morrow,
Georgia, 30260. This office closed on June 30, 2001 although the Bank still owns
the land and building.

         The net book values of the land, building, and equipment as of December
31, 2001, were $76,460, $186,083, and $32,747, respectively.

         Towne Center Office
         -------------------
         The Bank's Towne Center Office is located at 855 Highway 85 South in
Fayetteville, Georgia. This office opened in November 2001.

         The net book value of the land, building and equipment on December 31,
2001 were $526,847, $801,065, and $111,393, respectively.

         (b)      Investment Policies.

         See "Item 1. Description of Business" above for a general description
of the Bank's investment policies and any percentage of assets limitations
regarding certain investments established by regulation or the Bank's Board of
Directors. All of the Bank's investment policies are reviewed and approved by
the Board of Directors of the Bank, and such policies, subject to regulatory
restrictions (if any), can be changed without a vote of stockholders. The Bank's
investments are primarily acquired to produce income, and to a lesser extent,
possible capital gain.

                  (1) Investments in Real Estate or Interests in Real Estate.
                      See "Item 1. Description of Business - Lending Activities,
                      " and "Item 2.  Description of Property. (a) Properties"
                      above.

                  (2) Investments in Real Estate Mortgages.  See "Item 1.
                      Description of Business - Lending Activities."

                  (3) Investments in Securities of or Interests in Persons
                      Primarily Engaged in Real Estate Activities. See "Item 1.
                      Description of Business - Lending Activities."

         (c)      Description of Real Estate and Operating Data.

                  Not Applicable.

                                      18

<PAGE>

ITEM 3.  LEGAL PROCEEDINGS
--------------------------

         The Company and the Bank, from time to time, are party to ordinary
routine litigation, which arises in the normal course of business, such as
claims to enforce liens, condemnation proceedings on properties in which the
Bank holds security interests, claims involving the making and servicing of real
property loans, and other issues incident to the business of the Company and the
Bank. In the opinion of management, no material loss is expected from any of
such pending claims or lawsuits.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
------------------------------------------------------------

         No matters were submitted to a vote of security holders during the
fourth quarter of the fiscal year ended December 31, 2001.

                                    PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
-----------------------------------------------------------------

         The information contained under the section captioned "Stock Market
Information" in the Company's 2001 Annual Report to Stockholders included as
Exhibit 13 to this report (the "Annual Report"), is incorporated herein by
reference.

ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
------------------------------------------------------------------

         The information contained in the section captioned "Management's
Discussion and Analysis of Financial Condition and Results of Operations" in the
Company's Annual Report is incorporated herein by reference.

ITEM 7.  FINANCIAL STATEMENTS
-----------------------------

         The Company's consolidated financial statements in the Company's Annual
Report are incorporated herein by reference. These statements are listed under
Item 13 of this report.

ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
------------------------------------------------------------------------
FINANCIAL DISCLOSURE
---------------------

         None.

                                    PART III

ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
----------------------------------------------------------------------
COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT
-------------------------------------------------

         The information contained under the section captioned "Proposal I -
Election of Directors" and "Section 16(a) Beneficial Ownership" in the Company's
definitive proxy statement for the Company's 2002 Annual Meeting of Stockholders
(the "Proxy Statement") is incorporated herein by reference.

ITEM 10. EXECUTIVE COMPENSATION
-------------------------------

         The information contained under the section captioned "Director and
Executive Officer Compensation" in the Proxy Statement is incorporated herein by
reference.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
---------------------------------------------------------------------------
RELATED STOCKHOLDER MATTERS
---------------------------

         (a)      Security Ownership of Certain Beneficial Owners

         Information required by this item is incorporated herein by reference
to the section captioned "Voting Securities and Principal Holders Thereof" in
the Proxy Statement.

         (b)      Security Ownership of Management

                                      19

<PAGE>

         Information required by this item is incorporated herein by reference
to the section captioned, "Proposal I - Election of Directors" in the Proxy
Statement.

         (c)      The Company knows of no arrangements, including any pledge by
any person of securities of the Company, the operation of which may at a
subsequent date result in a change in control of the Company.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
-------------------------------------------------------

         The information required by this item is incorporated herein by
reference to the section captioned "Certain Relationships and Related
Transactions" and "Voting Securities and Principal Holders Thereof" in the Proxy
Statement.

ITEM 13. EXHIBITS, LIST AND REPORTS ON FORM 8-K
-----------------------------------------------

(a)(1)   The following report and statements are included in the financial
statement section of the Company's Annual Report and are incorporated herein by
reference:

         1.       Report of Porter Keadle Moore, L.L.P.

         2.       CCF Holding Company and Subsidiary

                  (a)      Consolidated Balance Sheets at December 31, 2001 and
                           December 31, 2000
                  (b)      Consolidated Statements of Earnings for the years
                           ended December 31, 2001 and December 31, 2000
                  (c)      Consolidated Statements of Comprehensive Income for
                           the years ended December 31, 2001 and December 31,
                           2000
                  (d)      Consolidated Statements of Stockholders' Equity for
                           the years ended December 31, 2001 and December 31,
                           2000
                  (e)      Consolidated Statements of Cash Flows for the years
                           ended December  31, 2001 and December 31, 2000
                  (f)      Notes to Consolidated Financial Statements

(a)(2)   All schedules have been omitted because the required information is
either inapplicable or included in the Notes to Consolidated Financial
Statements.

(a)(3)   Exhibits are either filed or attached as part of this Report or
incorporated herein by reference.

         3.1      Articles of Incorporation of CCF Holding Company /(1)/
         3.2      Bylaws of CCF Holding Company /(2)/
         10.1     Management Stock Bonus Plan /(3)/
         10.2     1995 Stock Option Plan /(3)/
         10.3a    Employment Agreement with David B. Turner /(4)/*
         10.3b    Employment Agreement with David B. Turner, as amended /(6)/*
         10.4     Employment or Change in Control Agreements with other
                  executive officers /(4)/*
         10.5     Supplemental Retirement Plans and related Split Dollar
                  Insurance Plans for executives /(5)/*
         10.6     Employment Agreement with Leonard A. Moreland /(6)/*
         10.7     2000 Stock Option Plan /(5)/*
         10.8     Change of Control Agreement with John Westervelt /(6)/*
         13       Annual Report to Stockholders for the fiscal year ended
                  December 31, 2001 (only those portions incorporated by
                  reference in this document are deemed filed)
         21       Subsidiaries of the Registrant /(4)/
         23       Consent of Porter Keadle Moore, LLP
         24       Power of Attorney (see signature page to this Annual Report on
                  Form 10-KSB)

--------------------------------------
/(1)/  Incorporated by reference to exhibit  3(i) of the Registrant's Quarterly
       Report on Form 10-QSB for the quarterly period ended September 30, 1998
       (File No.  0-25846).

                                      20

<PAGE>

/(2)/  Incorporated by reference to exhibit 3.2 of the Registrant's Annual
       Report on Form 10-KSB for the fiscal year ended December 31, 1997 (File
       No. 0-25846).
/(3)/  Incorporated by reference to the Registrant's proxy statement for the
       annual meeting of stockholders held January 23, 1996 as filed with the
       Commission on December 15, 1995 (File No. 0-25846).
/(4)/  Incorporated by reference to the identically numbered exhibit to the
       Registrant's Annual Report on Form 10-KSB for the fiscal year ended
       December 31, 1998 (File No. 0-25846).
/(5)/  Incorporated by reference to the identically numbered exhibit to the
       Registrant's Annual Report on Form 10-KSB for the fiscal year ended
       December 31, 1999 (File No.  0-25846).
/(6)/  Incorporated by reference to the identically numbered exhibit to the
       Registrant's Annual Report on Form 10-KSB for the fiscal year ended
       December 31, 2000 (File No.  0-25846).

*      The indicated exhibits are management contracts or compensatory plans or
       arrangements required to be filed or incorporated by reference herein.

(b) Reports on Form 8-K.

         None.

(c) Exhibits to this Form 10-KSB are attached or incorporated by reference as
stated above.

                                      21

<PAGE>

                                   SIGNATURES

         Pursuant to the requirements of Section 13 or 15(d) 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.

                                                 CCF HOLDING COMPANY

                                                 By: /s/ David B.  Turner
Dated: March 27, 2002                            _______________________________
                                                 David B.  Turner
                                                 President, Chief Executive
                                                 Officer, and
                                                 Director (Duly Authorized
                                                 Representative)

                               POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS, that each person whose signature
appears on the signature page to this Report constitutes and appoints David B.
Turner and Leonard A. Moreland, and each of them, his true and lawful
attorneys-in-fact and agents, with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all
capacities, to sign any and all amendments to this Report, and to file the same,
with all exhibits hereto, and other documents in connection herewith with the
Securities and Exchange Commission, granting unto said attorneys-in-fact and
agents and each of them, full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as he might or could do in
person, hereby ratifying and confirming all that said attorneys-in-fact and
agents or any of the, or their or his substitutes, may lawfully do or cause to
be done by virtue hereof.

         Pursuant to the requirement of the Securities Exchange Act of 1934,
this Report has been signed below by the following persons on behalf of the
Registrant and in the capacities indicated on March 27, 2002.

By: /s/ David B. Turner                         By: /s/ John B. Lee, Jr
    ----------------------                          -------------------
    David B. Turner                                 John B. Lee, Jr.
    President, Chief Executive Officer, and         Chairman of the Board
    Director (Principal Executive Officer)

By: /s/ Edwin S. Kemp, Jr.                      By: /s/Charles S. Tucker
    ----------------------                          ---------------------
    Edwin S. Kemp, Jr.                              Charles S. Tucker
    Director                                        Treasurer, Secretary, and
                                                    Director

By: /s/John T. Mitchell                        By: /s/ Mary Jo Rogers
    ------------------------                        ------------------
    John T. Mitchell                                Mary Jo Rogers
    Director                                        Senior Vice President and
                                                      Chief Financial Officer
                                                    (Principal Accounting and
                                                    Financial Officer)

By: /s/ Roy V. Hall                             By: /s/ Leonard A. Moreland
    ---------------                                 -------------------------
   Roy V. Hall                                      Leonard A. Moreland
   Director                                         Executive Vice President and
                                                    Director

                                      22