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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 FORM 10-QSB
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 For the Quarter Ended September 30, 2005
 OR
 o
    
    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. 333-116852
 GEORGIA TRUST BANCSHARES, INC.
  Georgia
    
    34-1985678(State of Incorporation)
    
    (I.R.S. Employer Identification Number)
 
 
 
 
 þ o
 o þ
  o þ




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TABLE OF CONTENTS  PART IItem 1. Financial StatementsItem 2. Managements Discussion and Analysis or Plan of OperationItem 3. Controls and ProceduresPART IIItem 6. ExhibitsSIGNATURESEXHIBIT INDEXEX-31.1 SECTION 302, CERTIFICATION OF THE CEOEX-31.2 SECTION 302, CERTIFICATION OF THE CFOEX-32.1 SECTION 906, CERTIFICATION OF THE CEO AND CFO    Table of Contents  
 PART I
FINANCIAL INFORMATION
 
 Item 1. Financial Statements
 GEORGIA TRUST BANCSHARES, INC. AND SUBSIDIARY
 CONSOLIDATED BALANCE SHEET
SEPTEMBER 30, 2005
(Unaudited)
 AssetsCash and due from banks
    
    $
    1,367,910Federal funds sold
    
    
    4,680,000Loans
    
    
    18,035,694Less allowance for loan losses
    
    
    198,393Loans, net
    
    
    17,837,301Premises and equipment
    
    
    2,795,192Other assets
    
    
    142,082Total assets
    
    $
    26,822,485Liabilities and Stockholders EquityDepositsNoninterest-bearing
    
    $
    1,495,772Interest-bearing
    
    
    8,414,652Total deposits
    
    
    9,910,424Other liabilities
    
    
    12,820Total liabilities
    
    
    9,923,244Commitments and contingenciesStockholders equityPreferred stock, no par value; 10,000,000 shares authorized;
no shares issued and outstanding
    
    
    Common stock, par value $1; 10,000,000 shares authorized;
1,800,000 shares issued and outstanding
    
    
    1,800,000Surplus
    
    
    16,125,939Accumulated deficit
    
    
    (1,026,698
    )Total stockholders equity
    
    
    16,899,241Total liabilities and stockholders equity
    
    $
    26,822,485
 See Notes to Consolidated Financial Statements.




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GEORGIA TRUST BANCSHARES, INC. AND SUBSIDIARY
 CONSOLIDATED STATEMENTS OF OPERATIONS
THREE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004,
NINE MONTHS ENDED SEPTEMBER 30, 2005 AND
PERIOD FROM FEBRUARY 25, 2004, DATE OF INCEPTION,
TO SEPTEMBER 30, 2004
(Unaudited)
 InceptionNine Months
    
    
    (February 25,Three Months Ended
    
    
    Ended
    
    
    2004) toSeptember 30,
    
    
    September 30,
    
    
    September 30,2005
    
    
    2004
    
    
    2005
    
    
    2004Interest incomeLoans
    
    $
    239,201
    
    
    $
    
    
    
    $
    318,394
    
    
    $
    Deposits in banks
    
    
    
    
    
    
    
    
    
    
    33,306
    
    
    
    Federal funds sold
    
    
    77,096
    
    
    
    
    
    
    
    244,182
    
    
    
    Total interest income
    
    
    316,297
    
    
    
    
    
    
    
    595,882
    
    
    
    Interest expenseDeposits
    
    
    60,383
    
    
    
    
    
    
    
    79,624
    
    
    
    Other borrowings
    
    
    
    
    
    
    1,784
    
    
    
    2,341
    
    
    
    2,331Total interest expense
    
    
    60,383
    
    
    
    1,784
    
    
    
    81,965
    
    
    
    2,331Net interest income (expense)
    
    
    255,914
    
    
    
    (1,784
    )
    
    
    513,917
    
    
    
    (2,331
    )Provision for loan losses
    
    
    113,396
    
    
    
    
    
    
    
    198,393
    
    
    
    Net interest income (expense) after
provision for loan losses
    
    
    142,518
    
    
    
    (1,784
    )
    
    
    315,524
    
    
    
    (2,331
    )Other incomeService charges on deposit accounts
    
    
    761
    
    
    
    
    
    
    
    809
    
    
    
    Other operating income
    
    
    3,031
    
    
    
    
    
    
    
    3,206
    
    
    
    Total other income
    
    
    3,792
    
    
    
    
    
    
    
    4,015
    
    
    
    Other expensesSalaries and employee benefits
    
    
    239,479
    
    
    
    60,695
    
    
    
    604,185
    
    
    
    134,933Occupancy and equipment expenses
    
    
    37,372
    
    
    
    15,037
    
    
    
    81,489
    
    
    
    27,367Other operating expenses
    
    
    81,923
    
    
    
    29,880
    
    
    
    235,289
    
    
    
    103,753Total other expenses
    
    
    358,774
    
    
    
    105,612
    
    
    
    920,963
    
    
    
    266,053Net loss before income taxes
    
    
    (212,464
    )
    
    
    (107,396
    )
    
    
    (601,424
    )
    
    
    (268,384
    )Income tax expense
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Net loss
    
    
    (212,464
    )
    
    
    (107,396
    )
    
    
    (601,424
    )
    
    
    (268,384
    )Basic losses per share
    
    $
    (0.12
    )
    
    $
    (0.06
    )
    
    $
    (0.33
    )
    
    $
    (0.15
    )Diluted losses per share
    
    $
    (0.12
    )
    
    $
    (0.06
    )
    
    $
    (0.33
    )
    
    $
    (0.15
    )Cash dividends per share
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
 See Notes to Consolidated Financial Statements.




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GEORGIA TRUST BANCSHARES, INC. AND SUBSIDIARY
 CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED SEPTEMBER 30, 2005 AND
PERIOD FROM FEBRUARY 25, 2004, DATE OF INCEPTION,
TO SEPTEMBER 30, 2004
(Unaudited)
 2005
    
    
    2004OPERATING ACTIVITIESNet loss
    
    $
    (601,424
    )
    
    $
    (268,384
    )Adjustments to reconcile net loss to net cash
used in operating activities:Depreciation
    
    
    11,661
    
    
    
    2,776Provision for loan losses
    
    
    198,393
    
    
    
    Increase in interest receivable
    
    
    (54,531
    )
    
    
    Increase in interest payable
    
    
    7,871
    
    
    
    Net other operating activities
    
    
    (42,042
    )
    
    
    (7,579
    )Net cash used in operating activities
    
    
    (480,072
    )
    
    
    (273,187
    )INVESTING ACTIVITIESNet increase in federal funds sold
    
    
    (4,680,000
    )
    
    
    Net increase in loans
    
    
    (18,035,694
    )
    
    
    Purchase of premises and equipment
    
    
    (2,784,141
    )
    
    
    (7,471
    )Net cash used in investing activities
    
    
    (25,499,835
    )
    
    
    (7,471
    )FINANCING ACTIVITIESNet increase in deposits
    
    
    9,910,424
    
    
    
    Proceeds from other borrowings
    
    
    106,000
    
    
    
    284,000Repayment of other borrowings
    
    
    (600,000
    )
    
    
    Proceeds from issuance of common stock
    
    
    17,925,839
    
    
    
    100Net cash provided by financing activities
    
    
    27,342,263
    
    
    
    284,100Net increase in cash and due from banks
    
    
    1,362,356
    
    
    
    3,442Cash and due from banks, beginning of period
    
    
    5,554
    
    
    
    Cash and due from banks, end of period
    
    $
    1,367,910
    
    
    $
    3,442SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATIONCash paid during period for:Interest
    
    $
    74,094
    
    
    $
    2,331NONCASH TRANSACTIONLiability incurred for purchase of premises and equipment
    
    $
    
    
    
    $
    18,259
 See Notes to Consolidated Financial Statements.




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GEORGIA TRUST BANCSHARES, INC. AND SUBSIDIARY
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
 NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Organization and Nature of Business
  Accounting and Reporting by
Development Stage Enterprises
 Significant Accounting Policies
 Basis of Presentation:




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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
 NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 Organization and Stock Offering Costs
  Significant Accounting Policies (Continued)
 Premises and Equipment
  Income Taxes
  Stock-Based Compensation
  Losses Per Share
  Fiscal Year




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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
 NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 Significant Accounting Policies (Continued)
 Recent Accounting Developments
 Accounting for
Stock-Based Compensation Accounting for
Stock Issued to Employees




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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
 NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 Significant Accounting Policies (Continued)
 Recent Accounting Developments (Continued)
  NOTE 2. COMMON STOCK OFFERING




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Item 2. Managements Discussion and Analysis or Plan of Operation
  Cautionary Notice Regarding Forward Looking Statements
   General




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Financial Condition
   Results of Operations
  Net Interest Income .
 Provision for Loan Losses .




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Nonaccrual loans
    
    $
    0Loans contractually past due ninety days or more as to interest or
principal payments and still accruing
    
    
    0Restructured loans
    
    
    0Potential problem loans
    
    
    0Interest income that would have been recorded on nonaccrual and
restructured loans under original terms
    
    
    0Interest income that was recorded on nonaccrual and restructured loans
    
    
    0
     Average amount of loans outstanding
    
    $
    10,513Balance of allowance for loan losses at beginning of period
    
    $
    0Loans charged offCommercial and financial
    
    
    0Real estate mortgage
    
    
    0Installment
    
    
    0Loans recoveredCommercial and financial
    
    
    0Real estate mortgage
    
    
    0Installment
    
    
    0Net charge offs (recoveries)
    
    
    0Additions to allowance charged to operating expense during period
    
    
    198Balance of allowance for loan losses at end of period
    
    $
    198Ratio of net loans charged off during period to average loans
outstanding
    
    
    0
    %




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Allowance for Loan Losses
 Other Income .
 Other Expenses .
 Income Tax Expense.
 Off-Balance Sheet Risk




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Liquidity and Capital Resources
     ActualMinimumRegulatoryBank
    
    RequirementLeverage capital ratios
    
    
    55.05
    %
    
    
    4.00
    %Risk-based capital ratios:Core capital
    
    
    79.88
    %
    
    
    4.00Total capital
    
    
    81.18
    %
    
    
    8.00




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Critical Accounting Policies
   
 Item 3. Controls and Procedures




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PART II
 OTHER INFORMATION
 
 Item 6. Exhibits
 Exhibit Number
    
    Description31.1
    
    Rule 13a-14(a) Certification of Chief Executive Officer31.2
    
    Rule 13a-14(a) Certification of Chief Financial Officer32.1
    
    Section 1350 Certifications




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SIGNATURES
  GEORGIA TRUST BANCSHARES, INC./s/ J. Michael AllenJ. Michael AllenPresident and Chief Executive Officer (principal
executive officer) /s/ J. Dave DeVennyJ. Dave DeVennySenior Vice President and Chief Financial Officer
(principal financial and accounting officer)




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EXHIBIT INDEX
 Exhibit Number
    
    Description31.1
    
    Rule 13a-14(a) Certification of Chief Executive Officer31.2
    
    Rule 13a-14(a) Certification of Chief Financial Officer32.1
    
    Section 1350 Certifications