U.S. Securities and Exchange Commission
                      Washington D.C. 20549

                           Form 10-QSB/A

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934
  For the quarterly period ended November 30, 2000

     Commission file number      000-24498

                    THE BANC STOCK GROUP, INC.
   (Exact name of small business issuer as specified in its charter)

           FLORIDA                       65-0190407
   (State of incorporation)     (IRS Employer Identification No.)

             1105 SCHROCK ROAD, COLUMBUS, OHIO  43229
             (Address of principal executive offices)

                         (614) 848-5100
                   (Issuer's telephone number)

  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 December 31, 2000:
     CLASS                              NUMBER OF SHARES
Class A shares, No Par Value               8,704,512

    TRANSITIONAL SMALL BUSINESS DISCLOSURE FORMAT (CHECK ONE)
        Yes   X                                  No

          THE BANC STOCK GROUP, INC. AND SUBSIDIARIES
                              INDEX
                                                        PAGE
Part I Financial Information:

     Item 1.  Consolidated Financial Statements          3-7

     Notes to Consolidated Financial Statements          8-21

     Item 2.  Management's Discussion and Analysis
             of Financial Condition and Results of
             Operations                                  22-28

Part II Other Information:

     Item 6                                              29

Signatures                                               29

           THE BANC STOCK GROUP, INC. AND SUBSIDIARIES
                              PART I
                      FINANCIAL INFORMATION

ITEM 1.   Financial Statements

The accompanying consolidated financial statements of The Banc
Stock Group, Inc.  (the "Company") are unaudited but, in the
opinion of management, reflect all adjustments (which include only
normal recurring accruals) necessary to present fairly such
information for the periods and at the dates indicated and to make
the consolidated financial statements not misleading.  The results
of operations for the nine months ended November 30, 2000 may not
be indicative of the results of operations for the ten month
transition period ending December 31, 2000.  Since the accompanying
consolidated financial statements have been prepared in accordance
with Item 310 of Regulation S-B, they do not contain all
information and footnotes normally contained in annual consolidated
financial statements; accordingly, they should be read in
conjunction with the consolidated financial statements and notes
thereto appearing in the Company's Annual Report.

THE BANC STOCK GROUP, INC. and SUBSIDIARIES
CONSOLIDATED STATEMENT OF FINANCIAL CONDITION
AS OF NOVEMBER 30, 2000
(UNAUDITED)

ASSETS
Cash                                                           $    4,515,907
Trading portfolio:
     Marketable equity securities, at market value                  4,574,441
     Not readily marketable equity securities,
       at estimated fair value                                        296,588
Mortgage participation notes, at market value                         249,600
Accounts receivable:
     Affiliates                                                        99,565
     Pending settlements and other                                    105,979
     Refundable income taxes                                          539,000
Investment in ShareholderOnline, Inc.                                  48,000
Property and equipment, net of accumulated depreciation of $262,765   147,423
Deposits and other                                                    149,743

          Total assets                                        $    10,726,246

LIABILITIES
Accounts payable to broker-dealers and other                  $       167,976
Secuities sold not yet purchased                                      511,000
Accrued expenses                                                      430,473

          Total liabilities                                         1,109,449

SHAREHOLDERS' EQUITY
Preference stock, 50,000,000 shares authorized,
          none issued or outstanding
Common stock:
     Class A, no par value, 149,880,000 shares authorized,
          8,639,862 shares issued and 8,617,612 shares outstanding  9,562,747
     Class C, no par value, 120,000 shares
          authorized, issued and outstanding                             -
     Treasury stock, at cost
          (22,250 Class A shares)                                     (28,300)
     Deferred compensation                                            (77,225)
Retained earnings                                                     159,575

          Total shareholders' equity                                9,616,797

          Total liabilities and shareholders' equity          $    10,726,246

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

THE BANC STOCK GROUP, INC. and SUBSIDIARIES
CONSOLIDATED STATEMENTS of OPERATIONS
FOR THE NINE MONTHS  ENDED NOVEMBER 30, 2000 and 1999
(UNAUDITED)

                                     9 Months Ended       3 Months Ended
                                 NOV. 2000    NOV. 1999 NOV. 2000   NOV. 1999
REVENUES AND TRADING
  GAINS and LOSSES:
  Trading profits (losses)      $(1,668,742)  $406,347  $(730,411)  $(341,716)
     Management fees and
       commissions                  905,484  1,983,572    183,362     538,130
     Investment banking              32,982    649,736       -        337,609
     Dividends                      262,203    195,614     96,811      77,947
     Interest & other                37,548     34,042      9,168      12,879
       Total revenues and trading
         gains and losses          (430,525) 3,269,311   (441,070)    624,849

EXPENSES:
     Brokers' commission            488,978    941,371    108,351     345,473
     Salaries, benefits and
       payroll taxes              1,067,679    796,564    374,176     281,411
     Professional fees              327,600    307,187    103,534      73,931
     Interest                         5,848      2,031      1,951         510
     Write off of goodwill of
       liquidated subsidiary        309,745       -          -           -
     Write down of investment in    242,200       -       242,200        -
          ShareholderOnline, Inc.
     General and administrative     696,858    992,189    198,016     379,617

          Total expenses          3,138,908  3,039,342  1,028,228   1,080,942

INCOME (LOSS) BEFORE TAXES       (3,569,433)   229,969 (1,469,298)   (456,093)

INCOME TAX PROVISION (CREDIT)      (632,500)    41,000       -       (169,000)

INCOME (LOSS) BEFORE EQUITY IN
  NET EARNINGS OF AFFILIATED
  COMPANY                        (2,936,933)   188,969 (1,469,298)   (287,093)

Equity in net losses of             (60,680)   (63,450)      -        (50,440)
     ShareholderOnline, Inc.

NET INCOME (LOSS)               $(2,997,613)  $125,519 $(1,469,298) $(337,533)


BASIC EARNINGS (LOSS) PER SHARE      $(0.35)     $0.01      $(0.17)    $(0.04)
DILUTED EARNINGS (LOSS) PER SHARE    $(0.35)     $0.01      $(0.17)    $(0.04)

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

THE BANC STOCK GROUP, INC. and SUBSIDIARIES
CONSOLIDATED STATEMENTS of CHANGES in SHAREHOLDERS' EQUITY
FOR THE NINE MONTHS ENDED NOVEMBER 30, 2000
(UNAUDITED)


                                   Treasury   Deferred   Retained
                   Class A  Class C  Stock  Compensation Earnings    Total
Balance 2/29/00   $9,317,203   -   ($385,403) ($22,778) $3,157,188 $12,066,210

Stock options and
 warrants compensation
 expense              68,500   -        -         -           -         68,500

Deferred compensation
 related to stock options
 and warrants         81,500   -        -      (81,500)       -           -

Amortization of deferred
 compensation           -      -        -       27,053        -         27,053

Purchase of
 treasury stock                     (103,853)                         (103,853)

Sale of treasury
 stock               95,544          460,956                           556,500

Net loss               -       -        -          -    (2,997,613) (2,997,613)

Balance 11/30/00 $9,562,747    -    ($28,300)  ($77,225)  $159,575  $9,616,797

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

THE BANC STOCK GROUP, INC. and SUBSIDIARIES
CONSOLIDATED STATEMENTS of CASH FLOWS
FOR THE NINE MONTHS ENDED NOVEMBER 30, 2000 and 1999
(UNAUDITED)
                                                          2000        1999
CASH FLOWS FROM OPERATING ACTIVITIES:
     Net income (loss)                                $(2,997,613)   $125,519
     Adjustments to reconcile net income (loss)
          to net cash provided by operating activities:
          Depreciation and amortization                    55,312      73,668
          Write off of goodwill of liquidated subsidiary  309,745        -
          Stock options and warrants compensation expense  68,500      67,627
          Amortization of deferred compensation            27,053        -
          Deferred taxes                                 (150,500)   (499,000)
          Equity in undistributed losses of
            ShareholderOnline                              60,680      63,450
          Write down of investment in ShareholderOnline   242,200        -
          Unrealized loss                                 986,770   1,696,135
          (Increase) decrease in certain assets-
               Trading profits, net                     1,568,804   2,449,953
               Mortgage participation notes                  -        (72,600)
               Accounts receivable clients                 62,922     (13,067)
               Other accounts receivable                  913,103      95,981
               Refundable income taxes                   (282,000)       -
               Other assets                                82,250      40,454
          Increase (decrease) in certain liabilities-
               Securities sold not yet purchased          511,000      55,214
               Unearned commissions                       (94,800)   (164,300)
               Accounts payable to broker-dealers & other  88,242      15,059
               Accrued expenses and other                (214,757)   (211,461)
          Net cash provided by operating activities     1,236,911   3,722,632

CASH FLOWS FROM INVESTING ACTIVITIES:
     Purchase of property and equipment                   (16,082)    (57,156)
     Disposal of property                                  22,635        -
       Net cash provided by (used in) investing activities  6,553     (57,156)

CASH FLOWS FROM FINANCING ACTIVITIES:
     Exercise of stock options                               -         13,600
     Purchase of treasury stock                          (103,853)       -
     Sale of treasury stock                               556,500        -
     Advances from affiliates                               4,694      12,405
     Advances to affiliates                               (86,169)    (66,655)
     Net cash provided by (used in) financing activities  371,172     (40,650)

NET INCREASE IN CASH                                    1,614,636   3,624,826

CASH, BEGINNING OF PERIOD                               2,901,271     332,332

CASH, END OF PERIOD                                    $4,515,907  $3,957,158

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

     Cash paid during the period for:
          Interest                                         $5,848      $2,031
          Income taxes                                       -        530,000

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

                   THE BANC STOCK GROUP, INC.
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                       NOVEMBER 30, 2000

(1)  ORGANIZATION AND NATURE OF BUSINESS

The Banc Stock Group, Inc. (the Company) is a Florida corporation
incorporated in April, 1990.  The Company has two subsidiary
operating companies.

Diamond Hill Capital Management, Inc., (DHCM), formerly Heartland
Advisory Group, Inc., is a wholly-owned subsidiary of the Company
and a registered investment adviser.  DHCM is the Investment
Adviser to the Diamond Hill Focus Fund, an open-end mutual
fund,(symbol DIAMX) and offers advisory accounts to institutional
and individual investors.  DHCM was also the Investment Adviser to
The Banc Stock Group Fund, an open-end mutual fund, through
November 30, 2000.

Banc Stock Financial Services, Inc. (BSFS), an Ohio corporation, is
a wholly-owned subsidiary of DHCM and an NASD registered
broker-dealer specializing in the trading of bank stocks
nationwide.  BSFS is registered with the Securities and Exchange
Commission and the securities commissions of thirty states,
including Ohio.  BSFS trades securities on a fully-disclosed basis
and clears customer transactions through an unaffiliated
broker-dealer which also maintains the customer accounts.  BSFS is
also a registered investment adviser and offers advisory accounts
to institutional and individual investors.  Effective November 30,
2000, BSFS became the Investment Adviser to The Banc Stock Group
Fund (symbol BANCX).

Buckeye Bancstocks, Inc., was an Ohio corporation established in
1977, to act as an intrastate broker-dealer trading primarily in
Ohio bank stocks until May 31, 2000, when it was liquidated.

(2)  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of
assets and liabilities and the reported amounts of revenues and
expenses for the period.  Actual results could differ from those
estimates.

The following is a summary of the Company's significant accounting
policies:

Principles of Consolidation

The accompanying consolidated financial statements include the
operations of the Company, BSFS, DHCM and Buckeye Bancstocks.  All
material intercompany transactions and balances have been
eliminated in consolidation.

Cash

The Company has defined cash as demand deposits and money market
accounts.

Valuation of Trading Portfolio

Securities and related options traded on national securities
markets and securities not traded on national securities markets,
but with readily ascertainable market values, are valued at market
value.  Other securities for which market quotations are not
readily available, due to infrequency of transactions, are valued
at fair value as determined in good faith by the management of the
Company. Realized and unrealized gains and losses are included in
trading profits.

Property and Equipment

Property and equipment is carried at cost less accumulated
depreciation.  Depreciation is calculated using the straight-line
method over estimated lives of five to seven years.

Goodwill

The excess purchase price over the fair market value of the net
assets acquired from BSFS is being amortized on a straight line
basis over 20 years.

Revenues

Securities transactions and commissions are accounted for on the
trade date basis.  Dividend income is recorded on the ex-dividend
date and interest income is accrued as earned.  Realized gains and
losses from sales of securities are determined utilizing the
first-in, first-out method (FIFO).  Investment banking revenue is
recorded upon completion of the underwriting.

Earnings Per Share

Basic and diluted earnings per common share are computed in
accordance with Statement of Financial Accounting Standards No.
128, "Earnings per Share."  A reconciliation of the numerators and
denominators used in these calculations is shown below:
                              For the Nine Months Ended November 30, 2000
                                Net Income        Shares          Per-Share
                                (Numerator)    (Denominator)       Amount
Basic Earnings                 ($2,997,613)      8,496,726         ($ .35)
Diluted Earnings               ($2,997,613)      8,496,726         ($ .35)


                              For the Quarter Ended November 30, 2000
                                Net Income        Shares          Per-Share
                                (Numerator)    (Denominator)       Amount
Basic Earnings                 ($1,469,298)      8,599,150         ($ .17)
Diluted Earnings               ($1,469,298)      8,599,150         ($ .17)


                              For the Nine Months Ended November 30, 1999
                                Net Income        Shares          Per-Share
                                (Numerator)    (Denominator)       Amount
Basic Earnings                  $125,519         8,454,767          $ .01
Effect of Dilutive Securities:
          Assumed exercise of:
               Stock Options                       237,180           (.00)
               Warrants                             63,004           (.00)
Diluted Earnings                $125,519         8,754,951          $ .01


                              For the Quarter Ended November 30, 1999
                                Net Income        Shares          Per-Share
                                (Numerator)    (Denominator)       Amount
Basic Earnings                 ($337,533)        8,456,817          ($ .04)
Diluted Earnings               ($337,533)        8,456,817          ($ .04)


Equity Investment in ShareholderOnline, Inc.

ShareholderOnline, Inc., an Ohio corporation establishing an
electronic stock information service and alternative trading
system, was under common management with the Company through April
27, 2000.  Because of the common management, the Company's 16%
ownership investment in ShareholderOnline, Inc., was accounted for
on the equity method of accounting through the end of April 2000.
During 1999, ShareholderOnline, Inc., formalized its plans to raise
additional capital to launch its operations.  Also, the Boards of
Directors of the Company and ShareholderOnline, Inc., recognized
that separate management was required to effectively execute
ShareholderOnline Inc.'s business plan, and on April 27, 2000, the
President and CEO of ShareholderOnline, Inc., resigned his
positions with the Company to devote his full attention to
ShareholderOnline, Inc.  During 2000, ShareholderOnline, Inc.,
began pursuing separate investment and financing alternatives.  The
use of the equity method of accounting for the investment in
ShareholderOnline, Inc., was discontinued as of May 1, 2000.  The
Company recognized equity in the net losses of ShareholderOnline,
Inc., of $60,680 for the nine months ended November 30, 2000,
compared to losses of $63,450 for the nine months ended November
30, 1999.

The President and CEO of ShareholderOnline, Inc., subsequently
resigned his positions with ShareholderOnline, Inc., effective
October 19, 2000.  Because of ShareholderOnline's unsuccessful
attempts to raise additional capital through November 30, 2000, the
Company has written down its investment in ShareholderOnline, Inc.,
to the Company's proportionate share of net book value.  This
resulted in a write down of $242,200.

Fair Value of Financial Instruments

Substantially all of the Company's financial instruments are
carried at fair value or amounts approximating fair value.  Assets,
including accounts receivable, mortgage participation notes, notes
and interest receivable and securities owned are carried at amounts
which approximate fair value.  Similarly, liabilities, including
margin accounts payable to broker-dealers, accounts payable and
accrued expenses are carried at amounts approximating fair value.

(3)  CAPITAL STOCK

Common Stock

Commencing December 1, 1991, shares of Class C common stock
automatically convert to Class A common stock at the rate of
120,000 shares per year.  The Class C common shares are subordinate
to Class A common stock in that Class A common stock has a
liquidation preference over the Class C common stock equal to $1.50
per share.  In all other respects, Class A and Class C common stock
have equal rights.

Treasury Stock

On July 17, 2000, the Company announced a program to repurchase up
to 2,000,000 shares of its common stock through open market
purchases and privately negotiated transactions, if any.  During
the quarter ended August 31, 2000, the Company purchased 69,205
shares for $103,853.  No repurchases were made during the quarter
ended November 30, 2000.  In October 2000, in conjunction with an
appointment to the Board of Directors, the Company sold 350,000
shares of Class A treasury stock to a limited liability company
controlled by the newly appointed Director of the Company at the
market price of the shares ($1.59 per share) at the time of the
appointment.

Authorization of Preference Stock

The Company's Articles of Incorporation authorize the issuance of
50,000,000 shares of "blank check" preference stock with such
designations, rights and preferences as may be determined from time
to time by the Company's Board of Directors.  The Board of
Directors is empowered, without shareholder approval, to issue
preference stock with dividend, liquidation, conversion, voting, or
other rights which could adversely affect the voting or other
rights of the holders of the common stock.

(4) TRADING PORTFOLIO

Marketable equity securities at November 30, 2000 consist of bank
stocks at market value, as follows:
       Traded on national securities markets                    $2,869,986
       Not traded on national securities
         markets, but with readily ascertainable
         market value                                            1,704,455

               Total marketable equity securities              $ 4,574,441

As of November 30, 2000, the Company had an investment in the
Diamond Hill Focus Fund representing 31% of its marketable equity
securities and securities of a particular community bank
representing 11%.

Securities not readily marketable include securities for which
there is no market on a securities exchange and no independent
publicly quoted market.  These securities at November 30, 2000 were
$296,588 at fair value with a cost of $341,600.

(5)  MARGIN ACCOUNTS PAYABLE TO BROKER-DEALERS

The Company had no margin accounts payable to broker-dealers as of
November 30, 2000.  Margin accounts bear interest at variable rates
which approximate the Broker Call Rate.  Margin accounts are
secured by the securities held by the respective broker-dealers.

(6)  RELATED PARTY TRANSACTIONS

Operating Expenses

The Company and ShareholderOnline, Inc., were under common
management through April 27, 2000.  Certain expenses are paid by
the Company and allocated to ShareholderOnline, Inc., based upon
predetermined percentages as approved by the officers of the
Company and ShareholderOnline, Inc.  Operating expenses in the
allocation were primarily salaries and benefits.  Total expenses
allocated to ShareholderOnline, Inc.,  were $77,847 and $124,780
for the nine months ended November 30, 2000 and 1999, respectively.

(7)  INCOME TAXES

The Company files a consolidated Federal income tax return.  It is
the policy of the Company to allocate the consolidated tax
provision to subsidiaries as if each subsidiary's tax liability or
benefit were determined on a separate company basis.  As part of
the consolidated group, subsidiaries transfer to the Parent their
current Federal tax liability or assets.

The provisions for income taxes for the nine months ended November
30, 2000 and 1999 are composed of the following:
                                            2000                 1999
Current income taxes                    $ (482,000)           $ 540,000
Deferred income taxes                     (150,500)            (499,000)
Provision for income taxes              $ (632,500)           $  41,000

Deferred tax assets and liabilities consist of the following at
November 30, 2000 and 1999:

                                                   2000           1999
Deferred tax benefit of NOL carryforward       $  231,000    $     1,500
Deferred tax benefit of stock options and
     Warrants compensation                         63,000           -
Deferred tax benefit of investment write down      82,000           -
Deferred tax benefit (liabilities) on unrealized
     gains on securities owned                    190,000       (568,500)
Valuation allowance                              (566,000)          -
Deferred taxes                                 $     -        $ (567,000)

(8)  OPERATING LEASES

The Company leases office space and a vehicle under operating
leases.  Total lease expenses were approximately $123,000 in the
fiscal year ended February 29, 2000.  The future minimum lease
payments under existing leases are as follows:
                                     Amount
                    2001           $ 127,900
                    2002             129,700
                    2003              51,900
                                  $  309,500

(9) EMPLOYEE INCENTIVE PLANS
Incentive Compensation Plan

All full-time executive employees of the Company are eligible to
participate in the Banc Stock Group Incentive Compensation Plan.
The Plan provides that a bonus fund will be established in an
amount equal to 20% of the pre-tax realized profits of the Company
in excess of a 15% pre-tax return on equity.  The amount of the
bonus fund is calculated each fiscal quarter on a cumulative basis.
The allocation of the bonus fund is to be made by the President of
the Company.  The Company did not incur any expense under the Plan
for the nine months ended November 30, 2000 or 1999.

Stock Option Plan and Stock Warrants

The Company has a Non-Qualified and Incentive Stock Option Plan
which authorizes the grant of options to purchase an aggregate of
2,500,000 shares of the Company's Class A Common Stock.  The Plan
provides that the Board of Directors, or a committee appointed by
the Board, may grant options and otherwise administer the Option
Plan.  The exercise price of each incentive stock option or
non-qualified stock option must be at least 100% of the fair market
value of the Class A Shares at the date of grant, and no such
option may be exercisable for more than 10 years after the date of
grant.  However, the exercise price of each incentive stock option
granted to any shareholder possessing more than 10% of the combined
voting power of all classes of capital stock of the Company on the
date of grant must not be less than 110% of the fair market value
on that date, and no such option may be exercisable more than 5
years after the date of grant.

Effective May 11, 2000, one million warrants to purchase Class A
shares were granted to the newly recruited President & CEO of the
Company with exercise prices of $1.60 which vest, 20% immediately
and 20% each year over four years, and ten thousand warrants were
granted to a Director with exercise prices of $1.75 which vest
immediately.  All of these warrants have ten year terms.

Effective August 10, 2000, 100,000 stock options were issued to the
President of BSFS with exercise prices of $1.60 which vest, 20%
immediately and 20% each year over four years, and 100,000 stock
options were issued to two new employees with exercise prices of
$1.59 which vest 20% each year over five years.  All of these stock
options have ten year terms.

The Company applies Accounting Principles Board Opinion 25 and
related Interpretations (APB 25) in accounting for stock options
and warrants issued to employees and Directors.  Accordingly,
compensation cost is recognized based on the intrinsic value of the
stock options or warrants.

Because stock options and warrants issued to independent contractor
representatives and consultants, do not fall within the scope of
APB 25, compensation expense is recorded for these instruments
based on the fair value method, as computed in accordance with
Statement of Financial Accounting Standards No. 123 (FAS 123).

Had compensation cost for all of the Company's  stock-based awards
been determined in accordance with FAS 123, the Company's net
income and earnings per share would have been reduced to the pro
forma amounts indicated below:
                                                Nine Months Ended
                                      November 30, 2000     November 30, 1999
Net income (loss)        As reported   ($2,997,613)            $     125,519
                         Pro forma     ($3,781,218)           ($     753,278)
Basic earnings per share
                         As reported   ($ 0.35)                $ 0.01
                         Pro forma     ($ 0.45)               ($ 0.09)
Diluted earnings per share
                         As reported   ($ 0.35)                $ 0.01
                         Pro forma     ($ 0.45)               ($ 0.09)

To make the computations of pro forma results under FAS 123, the
fair value of each option grant is estimated on the date of grant
using the Black-Scholes option-pricing model with the following
weighted-average assumptions: no dividend yield for all years and
expected lives of ten years. For fiscal 2001, the average expected
volatility is 47.33%, and the average assumed risk-free interest
rate is 6.56%.  The options and warrants granted under these plans
are not registered and, accordingly, there is no quoted market
price.

A summary of the status of the Company's stock option and warrants
plans as of November 30, 2000 and 1999 and changes during the nine
months then ended, is presented below:

                                        Options
Warrants
                                                 Exercise         Exercise
                                       Shares    Price       Shares    Price
Outstanding March 1, 1999              951,010   $ 6.098     243,000   $ 6.118
Granted                                167,500   $ 4.499      82,000   $ 4.499
Exercised                               (6,400)  $ 2.125
Forfeited                               (2,500)  $ 4.145       3,000   $ 4.750
Expired unexercised                       (600)  $14.750
Outstanding Nov. 30, 1999            1,109,010   $ 5.879     322,000   $ 5.719

Exercisable Nov. 30, 1999              799,456   $ 5.354     322,000   $ 5.719

Outstanding March 1, 2000            1,174,010   $ 5.559     392,000   $ 5.099
Granted                                200,000   $ 1.595   1,010,000   $ 1.601
Expired unexercised                    (19,950)  $ 8.709
Forfeited                              (12,050)  $ 6.451
Outstanding Nov. 30, 2000            1,342,010   $ 4.927   1,402,000   $ 2.579

Exercisable Nov. 30, 2000              978,760   $ 5.268     602,000   $ 3.881

Weighted-average fair value
   of options and warrants
   granted during the nine months,
   computed in accordance
   with FAS 123                                  $ 1.092               $ 1.231

The following table summarizes information about fixed stock
options and warrants outstanding at November 30, 2000:

                                   Options                  Warrants
Range of exercise prices          $14.750 - $16.875         $14.750
Number outstanding                  247,510                  70,000
Weighted-average remaining
   contractual life in years              7.443                   7.444
Weighted-average exercise price         $14.759                 $14.750
Number exercisable                  198,010                  70,000

Range of exercise prices           $4.375 - $4.500           $4.440 - $4.500
Number outstanding                  157,500                  82,000
Weighted-average remaining
   contractual life in years              8.450                   8.446
Weighted-average exercise price          $4.499                  $4.499
Number exercisable                   94,500                  82,000

Range of exercise prices           $1.590 - $2.875           $1.600 - $2.875
Number outstanding                  937,000               1,250,000
Weighted-average remaining
   contractual life in years              5.464                   8.879
Weighted-average exercise price          $2.402                  $1.772
Number exercisable                  686,250                 450,000

(10)  REGULATORY REQUIREMENTS

BSFS is subject to the uniform net capital rule of the Securities
and Exchange Commission (Rule 15c3-1), which requires that the
ratio of "aggregate  indebtedness" to "net capital" not exceed 15
to 1 (as those terms are defined by the Rule).  BSFS had net
capital of $226,315 as of November 30, 2000, which was in excess of
its required minimum net capital of $100,000.  The  ratio of
aggregate indebtedness to net capital was 4.4 to 1 as of November
30, 2000.  BSFS is also subject to regulations of the District of
Columbia and thirty states in which it is registered as a licensed
broker-dealer.

DHCM and BSFS are Registered Investment Advisers and subject to
regulation by the SEC pursuant to the Investment Advisors Act of
1940.

(11) CONCENTRATIONS OF CREDIT RISK AND FINANCIAL INSTRUMENTS WITH
         OFF-BALANCE SHEET RISK

The Company's NASD broker-dealer subsidiary, under the
correspondent agreement with its clearing broker, has agreed to
indemnify the clearing broker from damages or losses resulting from
customer transactions.  The Company is, therefore, exposed to
off-balance sheet risk of loss in the event that customers are
unable to fulfill contractual obligations.  The Company manages
this risk by requiring customers to have sufficient cash in their
account before a buy order is executed and to have the subject
securities in their account before a sell order is executed.  The
Company has not incurred any losses from customers unable to
fulfill contractual obligations.

The Company's NASD broker-dealer subsidiary provides investment
management services to an agency of the State of Ohio.  In
conjunction with these services the subsidiary has agreed to
indemnify the agency against losses resulting from violation of the
investment management agreement or violation of fiduciary duties
under applicable law.

In the normal course of business, the Company's NASD broker-dealer
subsidiary is a market maker for a limited number of community bank
stocks, and quotes bid and ask prices for those stocks.  In the
event of sudden price movements, the subsidiary may be required to
honor a quote at an undesirable price.  The subsidiary controls
this risk by monitoring markets closely and updating quotes as
required and generally limits its quotes to 100 or 200 shares of a
given bank stock.

In the normal course of business, the Company periodically sells
securities not yet purchased (short sales) for its own account and
writes options.  The establishment of short positions and option
contracts exposes the Company to off-balance sheet market risks in
the event prices change, as the Company may be obligated to cover
such positions at a loss. At November 30, 2000, the Company had
short security positions of $511,000, and the Company had not
written any option contracts and did not own any options. The
Company did not experience any credit losses due to the failure of
any counterparties to perform during the nine months ended November
30, 2000.  Senior management of the Company is responsible for
reviewing trading positions, exposures, profits and losses, trading
strategies and hedging strategies on a daily basis.

The Company's significant industry concentration, which arises
within its normal course of business activities, is with financial
institutions for bank securities transactions.

(12) SEGMENT INFORMATION

With the change in top management in May of this year, the Company
has shifted its emphasis from its traditional investment related
activities at its BSFS subsidiary, to the investment advisory
services of its DHCM subsidiary.  In conjunction with this change
in emphasis, the Company redefined its operating segments effective
June 1, 2000. These segments have been designed to aid the
operating decision makers in deciding how to allocate resources and
in assessing performance.  Segment information for prior periods
has been restated to conform to the new segments.

Description of the types of services from which each reportable
segment derives its revenues

The Company has three reportable segments: Diversified Investment
Advisory Services, Brokerage and Bank Stock Investment Advisory
Services and Corporate Portfolio. The  Diversified Investment
Advisory Services segment provides investment advisory services to
the Diamond Hill Focus Fund and The Banc Stock Group Fund, open-end
mutual funds, and offers investment advisory services and accounts
to institutional and individual investors, specializing in
diversified, domestic securities.  The Brokerage and Bank Stock
Investment Advisory Services segment offers brokerage, investment
banking and investment advisory services and accounts to
institutional and individual investors, specializing in regional
and community bank stocks.  The Corporate Portfolio segment is
represented by revenue generating investments unrelated to the
other operating segments.

Measurement of segment profit or loss and segment assets

The accounting policies of the segments are the same as those
described in the summary of significant accounting policies.  The
Company evaluates performance based on profit or loss from
operations before income taxes.  The Company focuses its attention
on providing services to external customers.

Factors management used to identify the enterprises's reportable
segments

The Company's reportable segments are primarily defined by legal
entities that specialize in different financial products and
services.  Diversified Investment Advisory Services are provided by
DHCM.  Brokerage and Bank Stock Investment Advisory Services are
provided primarily by  BSFS, however, this segment also includes
the results of Buckeye Bancstocks.  The Corporate Portfolio segment
is managed by the parent Company. These segments are managed
separately because each entity operates in a different regulatory
environment.

Financial information for each reportable segment is shown below.
The Company does not operate, or hold assets, in any foreign
country.  The Company does not have any single customer generating
10% or more of revenue.

Financial information for the nine months ended November 30, 2000

                                            Brokerage &
                                Diversified Banc Stock
                                 Investment Investment
Revenue from external             Advisory   Advisory  Corporate
  customers:                      Services   Services  Portfolio   Combined
Trading Profits (Losses)         ($74,455)  ($232,565)($1,361,723)($1,668,743)
Fees & Commissions                144,917     754,025       6,542     905,484
Investment banking                             32,982                  32,982
Dividends                              14      44,077     218,112     262,203
Intersegment revenues
Interest revenue                               14,626      26,922      41,548
Interest expense                                2,434       3,414       5,848
Depreciation and
  amortization                     18,430      27,666       9,216      55,312
Segment income (loss)
  before taxes                   (596,776) (1,186,107) (1,343,695) (3,126,578)
Segment assets                    831,690   2,943,287   6,951,269  10,726,246
Expenditures for
  segment assets                    6,433       6,433       3,216      16,082


Reconciliation to Consolidated Financial Statements
     Income (loss) before taxes for reportable segments           ($3,126,578)
     Write down of investment in ShareholderOnline, Inc.             (242,200)
     Other corporate expenses                                        (200,655)
     Income (loss) before taxes - Consolidated                    ($3,569,433)

Financial information for the quarter ended November 30, 2000

                                Diversified Brokerage &
                                 Investment  Investment
Revenue from external             Advisory    Advisory   Corporate
  customers:                      Services    Services   Portfolio   Combined
Trading Profits (Losses)         ($74,455)   ($48,063)  ($607,893)  ($730,411)
Fees & Commissions                 71,811     116,692      (5,141)    183,362
Dividends                              14      34,490      62,307      96,811
Intersegment revenues                                                    _
Interest revenue                                4,542       8,626      13,168
Interest expense                                1,942           9       1,951
Depreciation and
  amortization                      6,230       6,488       3,006      15,724
Segment income (loss)
  before taxes                   (239,648)   (193,224)   (797,871) (1,230,743)
Segment assets                    831,690   2,943,287   6,951,269  10,726,246
Expenditures for
  segment                             973         973         487       2,433



Reconciliation to Consolidated Financial Statements
     Income (loss) before taxes for reportable segments           ($1,230,743)
     Write down of investment in ShareholderOnline, Inc.             (242,200)
     Other corporate items                                              3,645
     Income (loss) before taxes - Consolidated                    ($1,469,298)

Financial information for the nine months ended November 30, 1999

                             Diversified Brokerage &
                              Investment  Investment
Revenue from external          Advisory    Advisory    Corporate
  customers:                   Services    Services    Portfolio   Combined
Trading Profits (Losses)                   $256,079     $150,268    $406,347
Fees & Commissions             $226,146   1,737,378       20,048   1,983,572
Investment banking                          649,736                  649,736
Dividends                                    11,400      184,214     195,614
Intersegment revenues
Interest revenue                             17,300       16,742      34,042
Interest expense                              1,346          685       2,031
Depreciation and
  amortization                   11,876      55,855        5,938      73,669
Segment income (loss)
  before taxes                 (324,845)    212,272      342,542      229,969
Segment assets                  121,611   3,115,351   10,603,068   13,840,030
Expenditures for
  segment assets                 14,289      35,722        7,145       57,156

Financial information for the quarter ended November 30, 1999

                              Diversified Brokerage &
                               Investment  Investment
Revenue from external           Advisory    Advisory   Corporate
customers:                      Services    Services   Portfolio     Combined
Trading Profits (Losses)                    $24,425    ($366,141)   ($341,716)
Fees & Commissions              $56,876     474,722        6,533      538,131
Investment banking                          337,609                   337,609
Dividends                                     2,386       75,561       77,947
Intersegment revenues
Interest revenue                              5,681        7,198       12,879
Interest expense                                511           (1)         510
Depreciation and
  amortization                    3,973      18,656        1,986       24,615
Segment income (loss)
  before taxes                 (103,475)    (69,632)    (282,986)    (456,093)
Segment assets                  121,611   3,115,351   10,603,068   13,840,030
Expenditures for
  segment assets                  2,391       5,978        1,196        9,565


ITEM 2:   Management's Discussion and Analysis of Financial
          Condition and Results of Operations
General

With the change in executive management in May of 2000, the Company
has shifted its emphasis from its traditional investment related
activities through its BSFS subsidiary, to the investment advisory
services of its DHCM subsidiary.  DHCM manages portfolios of stocks
representing interests in entities operating in various economic
sectors, as opposed to a portfolio of bank stocks only.  Staffing
and costs associated with this shift and the various marketing
initiatives at DHCM will negatively impact the Company for the
remainder of 2000 calendar year, and most likely the entire 2001
calendar year.  Management believes that this process is necessary
in order to achieve a critical threshold of assets under management
to support operations in the future.  However, there can be no
assurance that the Company will be able to achieve the critical
threshold of assets under management necessary to support the
Company's operations in the future.

Forward-looking Statements

Throughout this discussion, the Company may make forward-looking
statements relating to such matters as anticipated operating
results, prospects for achieving the critical threshold of assets
under management, technological developments, economic trends
(including interest rates and market volatility), expected
transactions and acquisitions and similar matters.  While the
Company believes that the assumptions underlying its forward-looking
statements are reasonable, any of the assumptions could
prove to be inaccurate, and accordingly, the actual results and
experiences of the Company could differ materially from the
anticipated results or other expectations expressed by the Company
in its forward-looking statements.  Factors that could cause such
actual results or experiences to differ from results discussed in
the forward-looking statements include, but are not limited to:
economic conditions; volatility and direction of interest rates or
market values of trading securities; governmental legislation and
regulation; and other risks identified, from time-to-time in the
Company's other public documents on file with the SEC.

Nine Months Ended November 30, 2000, Compared to the Nine Months
Ended November 30, 1999

Revenues and trading gains and losses for the nine months ended
November 30, 2000 decreased to net losses of $430,525 compared to
positive revenue and net gains of $3,269,311 for the nine months
ended November 30, 1999.  This decrease results primarily from
decreases in revenue from trading profits (losses), management fees
and commissions and investment banking.

Revenues from trading profits were a loss of $1,668,742 for the
nine months ended November 30, 2000 compared to profits of $406,347
for the nine months ended November 30, 1999.  These trading losses
result primarily from decreases in market values of financial
services sector securities.  Market values in the small-capitalization
banking sector experienced a significant correction
in the second fiscal quarter of 1998 and have not recovered
through November 30, 2000.  However, one security in the financial
services sector accounts for 48% of the year-to-date loss.  The
trading portfolios have been reduced significantly by liquidation,
and management is unable to predict how future fluctuations in
market values will impact the performance of the Company's
remaining trading portfolios.

The Company generated management fees and commission revenue of
$905,484 for the nine months ended November 30, 2000 compared to
$1,983,572 for the nine months ended November 30, 1999, a decrease
of 54%. The decrease is primarily attributable to depressed market
values in the community banking sector securities which reduced
asset values on which management fees are based.  Depressed market
values also caused some customers to close their accounts and
reduced the buying and selling activity in commission generating
retail accounts.  DHCM has initiated a program to attempt to gather
assets under management and to invest client assets in more diverse
economic sectors to reduce the impact of the decreases in the
market value of community banking sector securities.

Revenues from investment banking for the nine months ended November
30, 2000 decreased to $32,982 compared to $649,736 for the nine
months ended November 30, 1999, a decrease of 95%.  Because of
weakness in the regional and community banking sector the Company
has not engaged in any investment banking transactions since
November 1999.  There are no investment banking engagements in
progress and none are being pursued.

Operating expenses for the nine months ended November 30, 2000,
increased to $3,138,908 compared to $3,039,342 for the nine months
ended November 30, 1999, an increase of 3%.  A large portion of
this increase results from the write-off of goodwill related to
Buckeye Bancstocks, Inc., a wholly-owned subsidiary of the Company,
that was liquidated during the first fiscal quarter, and the write
down of the investment in ShareholderOnline, Inc.  Brokers'
commission expenses decreased to $488,978 for the nine months ended
November 30, 2000 compared to $941,371 for the nine months ended
November 30, 1999, a decrease of 48%.  This decrease results from
commission expenses related to management fees and commission
revenue discussed above.  Salaries, benefits, and payroll taxes
increased to $1,067,679 for the nine months ended November 30, 2000
compared to $796,564 for the nine months ended November 30, 1999,
an increase of 34%.  Salaries include compensation expense relating
to stock warrants issued to the newly recruited President of the
Company of $87,750 for the period.  In addition, personnel have
been hired to position DHCM for the anticipated growth of assets
under management.  Professional fees increased to $327,600 for the
nine months ended November 30, 2000 compared to $307,187 for the
nine months ended November 30, 1999, an increase of 7%.  This
increase results primarily from expenses related to DHCM creating
and sponsoring a second mutual fund, the Diamond Hill Focus Fund
(symbol DIAMX).  General and administrative expenses decreased to
$696,858 for the nine months ended November 30, 2000 compared to
$992,189 for the nine months ended November 30, 1999, a decrease of
30%.  This decrease results from reductions of a broad range of
expenses including, advertising, investment banking expenses,
printing, travel, supplies, and postage and delivery costs.

ShareholderOnline, Inc., an Ohio corporation establishing an
electronic stock information service and alternative trading
system, was under common management with the Company through April
27, 2000.  Because of the common management, the Company's 16%
ownership investment in ShareholderOnline, Inc., was accounted for
on the equity method of accounting through the end of April 2000.
During 1999, ShareholderOnline, Inc., formalized its plans to raise
additional capital to launch its operations.  Also, the Boards of
Directors of the Company and ShareholderOnline, Inc., recognized
that separate management was required to effectively execute
ShareholderOnline Inc.'s business plan, and on April 27, 2000, the
President and CEO of ShareholderOnline, Inc., resigned his
positions with the Company to devote his full attention to
ShareholderOnline, Inc.   During 2000, ShareholderOnline, Inc.,
began pursuing separate investment and financing alternatives.  The
use of the equity method of accounting for the investment in
ShareholderOnline, Inc., was discontinued as of May 1, 2000. The
Company recognized equity in the net losses of ShareholderOnline,
Inc., of $60,680 for the nine months ended November 30, 2000,
compared to losses of $63,450 for the nine months ended November
30, 1999.

The President and CEO of ShareholderOnline, Inc., subsequently
resigned his positions with ShareholderOnline, Inc., effective
October 19, 2000.  Because of ShareholderOnline's unsuccessful
attempts to raise additional capital through November 30, 2000, the
Company has written down its investment in ShareholderOnline, Inc.,
to the Company's proportionate share of net book value.  This
resulted in a write down of $242,200.

Quarter Ended November 30, 2000, Compared to the Quarter Ended
November 30, 1999

Revenues and trading gains and losses for the quarter ended
November 30, 2000 decreased to net losses of $441,070 compared to
positive revenues and trading gains and losses of $624,849 for the
quarter ended November 30, 1999.  This decrease results primarily
from decreases in revenue from trading profits (losses), management
fees and commissions and investment banking fees.

Revenues from trading profits were a loss of $730,411 for the
quarter ended November 30, 2000 compared to a loss of $341,716 for
the quarter ended November 30, 1999.  These trading losses result
primarily from decreases in market values of financial services
sector securities. One security in the financial services sector
accounts for a loss of $807,390 during the quarter. The Company has
appointed a new President.  One of his responsibilities is to
institute new investment policies for the Company.  The trading
portfolios have been reduced significantly by liquidation, and
management is unable to predict how future fluctuations in market
values will impact the performance of the Company's remaining
trading portfolios.

The Company generated management fees and commission revenue of
$183,362 for the quarter ended November 30, 2000 compared to
$538,130 for the quarter ended November 30, 1999, a decrease of
66%. The decrease is primarily attributable to depressed market
values in the community banking sector securities which reduced
asset values on which management fees are based.  Depressed market
values also caused some customers to close their accounts and
reduced the buying and selling activity in commission generating
retail accounts.  DHCM has initiated a program to attempt to gather
assets under management and to invest client assets in more diverse
economic sectors to reduce the impact of the decrease in the market
value of community banking sector securities.

There were no revenues from investment banking for the quarter
ended November 30, 2000, compared to $337,609 for the quarter ended
November 30, 1999.  Because of weakness in the regional and
community banking sector the Company has not engaged in any
investment banking transactions since November 1999.  There are no
investment banking engagements in progress and none are being
pursued.

Operating expenses for the quarter ended November 30, 2000,
decreased to $1,028,228 compared to $1,080,942 for the quarter
ended November 30, 1999, a decrease of 5%.  Brokers' commission
expenses decreased to $108,351 for the quarter ended November 30,
2000 compared to $345,473 for the quarter ended November 30, 1999,
a decrease of 69%.  This decrease results from commission expenses
related to management fees and commission revenue discussed above.
Salaries, benefits, and payroll taxes increased to $374,176 for the
quarter ended November 30, 2000 compared to $281,411 for the
quarter ended November 30, 1999, an increase of 33%.  This increase
results from personnel being hired to position DHCM for the
anticipated growth of assets under management.  Professional fees
increased to $103,534 for the quarter ended November 30, 2000
compared to $73,931 for the quarter ended November 30, 1999, an
increase of 40%.  This increase results from legal and consulting
services associated with the Company creating and sponsoring the
Diamond Hill Focus Fund, a diversified mutual fund.  General and
administrative expenses decreased to $198,016 for the quarter ended
November 30, 2000 compared to $379,617 for the quarter ended
November 30, 1999, a decrease of 48%.  This decrease results from
reductions of a broad range of expenses including, advertising,
investment banking expenses, printing, travel, supplies, and
postage and delivery costs.

ShareholderOnline, Inc., an Ohio corporation establishing an
electronic stock information service and alternative trading
system, was under common management with the Company through April
27, 2000.  Because of the common management, the Company's 16%
ownership investment in ShareholderOnline, Inc., was accounted for
on the equity method of accounting through the end of April 2000.
During 1999, ShareholderOnline, Inc., formalized its plans to raise
additional capital to launch its operations.  Also, the Boards of
Directors of the Company and ShareholderOnline, Inc., recognized
that separate management was required to effectively execute
ShareholderOnline Inc.'s business plan, and on April 27, 2000, the
President and CEO of ShareholderOnline, Inc., resigned his
positions with the Company to devote his full attention to
ShareholderOnline, Inc.  During 2000, ShareholderOnline, Inc.,
began pursuing separate investment and financing alternatives.  The
use of the equity method of accounting for the investment in
ShareholderOnline, Inc., was discontinued as of May 1, 2000.
Therefore, the Company did not recognize any equity in the losses
of ShareholderOnline, Inc., for the quarter ended November 30,
2000, compared to losses of $50,440 for the quarter ended November
30, 1999.

The President and CEO of ShareholderOnline, Inc., subsequently
resigned his positions with ShareholderOnline, Inc., effective
October 19, 2000.  Because of ShareholderOnline's unsuccessful
attempts to raise additional capital, the Company has written down
its investment in ShareholderOnline, Inc., to the Company's
proportionate share of net book value.  This resulted in a write
down of $242,200.

Liquidity and Capital Resources

Approximately 41% of the value of the Company's trading portfolio
is comprised of small capitalization bank stocks which are thinly
traded and there can be no assurance that active markets will
develop.  The failure of such markets to develop could negatively
affect the Company's operations and financial condition.
Approximately 59% of the Company's trading portfolio is readily
marketable.  Investments in securities traded on national
securities markets and securities not traded on national securities
markets, but with readily ascertainable market values, are valued
at market value.  Other securities for which market quotations are
not readily available, due to infrequency of transactions, are
valued at fair value as determined in good faith by management of
the Company.  While management employs objective criteria to
ascertain these values, there is no independent benchmark by which
the values assigned by management can be judged.  Accordingly, the
value of these securities may be overstated.

As of November 30, 2000, the Company had working capital of
approximately $9,270,000.  Working capital includes cash,
securities owned and accounts and notes receivable, net of all
liabilities.  The Company has no long term debt.

The Company's NASD broker-dealer subsidiary, under the
correspondent agreement with its clearing broker, has agreed to
indemnify the clearing broker from damages or losses resulting from
the Company's customers transactions.  The Company is, therefore,
exposed to off-balance sheet risk of loss in the event that its
customers are unable to fulfill contractual obligations.  The
Company manages this risk by requiring its customers to have
sufficient cash in their account before a buy order is executed and
to have the subject securities in their account before a sell order
is executed.  The Company has not incurred any losses from its
customers being unable to fulfill contractual obligations.

The Company's NASD broker-dealer subsidiary provides investment
management services to an agency of the State of Ohio.  In
conjunction with these services, the subsidiary has agreed to
indemnify the agency against losses resulting from violation of the
investment management agreement or violation of fiduciary duties
under applicable law.

In the normal course of business, the Company's NASD broker-dealer
subsidiary is a market maker for a limited number of community bank
stocks and quotes bid and ask prices for those stocks.  In the
event of sudden price movements, the subsidiary may be required to
honor a quote at an undesirable price.  The subsidiary attempts to
control this risk by monitoring markets closely and updating quotes
as required and generally limits its quotes to 100 or 200 shares of
a given bank stock.

In the normal course of business, the Company may sell securities
it has not yet purchased (short sales) for its own account, and may
write options.  The establishment of short positions and option
contracts exposes the Company to off-balance sheet market risks in
the event prices change, as the Company may be obligated to cover
such positions at a loss.

At November 30, 2000, the Company had $511,000 of short security
positions, the Company had not written any option contracts, and
did not own any options.  The Company did not experience any credit
losses due to the failure of any counterparties to perform during
the nine months ended November 30, 2000.  Senior management of the
Company is responsible for reviewing trading positions, exposures,
profits and losses, trading strategies and hedging strategies on a
daily basis.

The Company's most significant industry concentration, which arises
within its normal course of business activities, is with financial
institutions for securities transactions.

The net cash balance increased $1,614,636 during the nine months
ended November 30, 2000.  Net cash provided by operating activities
was $1,236,911.  The primary source of this cash flow results from
the sale of securities in the trading portfolio.

Investing activities provided $6,553 of cash during the nine months
ended November 30, 2000, primarily from the disposal of computer
equipment.

Financing activities provided $371,172 of cash during the nine
months ended November 30, 2000, primarily from the sale of treasury
stock.

The operations of the Company are funded primarily by revenue from
the trading portfolio and commission revenue.  Management believes
that the Company's existing resources, including available cash and
cash provided by operating activities, will be sufficient to
satisfy its working capital requirements in the foreseeable future.
However, no assurance can be given that additional funds will not
be required.  To the extent that returns on investments are less
than or expenses are greater than anticipated, the Company may be
required to reduce its activities, liquidate inventory or seek
additional financing.  This financing may not be available on
acceptable terms, if at all.  No significant capital expenditures
are expected in the foreseeable future.

Impact of Inflation and Other Factors

The Company's operations have not been significantly affected by
inflation.  The Company's trading portfolios of equity securities,
primarily in the community banking sector, are carried at current
market values.  Therefore, the Company's profitability is affected
by general economic and market conditions, including volatility in
the banking sector, the volume of securities trading and
fluctuations in interest rates.

The Company's business is also subject to government regulation and
changes in legal, accounting, tax and other compliance
requirements.  Changes in these regulations may have a significant
effect on the Company's operations.

The Revenue Reconciliation Act of 1993 includes Mark-to-Market
Rules which essentially require dealers in securities to include
unrealized gains on the trading portfolio, in taxable income for
income tax purposes. These Rules have a materially adverse impact
on the Company's cash flow.

           THE BANC STOCK GROUP, INC. AND SUBSIDIARIES
                             PART II
                        OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K
       a)      Exhibit 27 - Financial Data Schedule

       b)      Form 8-K dated December 15, 2000 was filed to
               report the change in the Company's fiscal year-end
               to December 31 from the last day of February.
               Therefore, a Form 10-KSB transition report will be
               filed for the ten month transition period from
               March 1, 2000, through December 31, 2000.

                            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.

                   THE BANC STOCK GROUP, INC.
                          (Registrant)


Date     January 10, 2000     /S/ Roderick H. Dillon, Jr.
                              Roderick H. Dillon, Jr.
                              President

Date     January 10, 2000     /S/ Jeffrey C. Barton
                              Jeffrey C. Barton
                              Chief Financial Officer
                              (chief financial and chief accounting officer)