U.S. SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-KSB

                  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

For the Fiscal Year Ended December 31, 1999.         Commission File No. 1-14081

                              YADKIN VALLEY COMPANY
--------------------------------------------------------------------------------
                 (Name of small business issurer in its charter)

        North Carolina                                            56-1249566
-------------------------------                              -------------------
(State or other jurisdiction of                              (IRS Employer
 incorporation or organization)                              Identification No.)

         Post Office Box 18747
      Raleigh, North Carolina 27619                                      27602
----------------------------------------                              ----------
(Address of Principal Executive Offices)                              (Zip Code)

                                 (919) 716-2266
                -------------------------------------------------
               (Registrant's Telephone Number including area code)

Securities registered under Section 12(b) of the Act :        None
                                                       --------------------

Securities registered under Section 12(b) of the Act : Common stock, $1.00 par
value per share (Title of Class)

      Check whether the issuer (1) has 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 [ ]

      Check if there is no disclosure of delinquent filers in response to Item
405 of Regulation S-B not 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.
         Yes [X]       No [ ]

         Registrant's revenue for its most recent fiscal year were :  $ 282,675.
                                                                      ----------

      On March 24, 2000, the aggregate market value of the voting and non-voting
common equity held by nonaffiliates (computed by reference to the price at which
the common equity was sold, or the average bid and asked price of such common
equity) was $ 1,537,190.
            ------------

      On March 24, 2000, the number of outstanding shares of Registrant's common
stock was 183,619.
          --------

                       DOCUMENTS INCORPORATED BY REFERENCE

      Portions of Registrant's Annual Report to Shareholders for the year ended
December 31, 1999 are incorporated herein in Part II.

      Portions of Registrant's definitive Proxy Statement dated March 24, 2000,
are incorporated herein in Part III.
<PAGE>

                                     PART I

ITEM 1. DESCRIPTION OF BUSINESS.

         Yadkin Valley Company (the "Registrant") was incorporated under the
laws of North Carolina during 1979. Its primary activity is the ownership of all
the outstanding capital stock, and serving as the parent holding company, of
Yadkin Valley Life Insurance Company ("Yadkin Valley Life") which is
incorporated under the laws of Arizona and is engaged in the business of
reinsuring credit life insurance policies.

         Yadkin Valley Life's reinsurance activities currently are limited to
assuming risks associated with credit life insurance policies ("credit life
policies") up to a maximum risk of $25,000 on any one insured, issued only by
Triangle Life Insurance Company, Raleigh, North Carolina ("Triangle Life"), and
sold only in North Carolina by Southern Bank and Trust Company, Mount Olive,
North Carolina ("Southern"), The Fidelity Bank, Fuquay-Varina, North Carolina
("Fidelity") and The Heritage Bank, Lucama, North Carolina ("Heritage").
Triangle Life is a wholly-owned subsidiary of First-Citizens Bank & Trust
Company, Raleigh, North Carolina ("FCB"). Registrant is affiliated with
Southern, Fidelity, Heritage and FCB through certain common control
relationships. See "Item 12. Certain Relationships and Related Transactions." In
consideration of its assumption of risk, Yadkin Valley Life receives a portion
of the premium income on policies it reinsures, less the amount of claims paid.

         Credit life policies are sold by Southern, Fidelity and Heritage
pursuant to insurance contracts between them and Triangle Life and pursuant to
which they each receive commissions from Triangle Life on policies sold. These
policies provide life insurance coverage, subject to the amount, age and other
limitations specified in the insurance contracts, and are written on the lives
of customers of Southern, Fidelity and Heritage in connection with various
extensions of credit to those customers, including consumer and commercial loans
(installment and term), overdraft and equity lines of credit, and credit card
accounts. Policies are reinsured by Yadkin Valley Life pursuant to a Reinsurance
Agreement between it and Triangle Life which provides that Triangle Life will
automatically cede to Yadkin Valley Life, and Yadkin Valley Life will accept
from Triangle Life, 100% of the rights, obligations, liabilities and risks on
credit life policies up to a maximum of $25,000 of insurance in force on any one
life. At December 31, 1999 and December 31, 1998, respectively, there were 3,947
and 4,217 policies in force which were reinsured by Yadkin Valley Life.

         Yadkin Valley Life's revenues are derived primarily from premium income
received in connection with the reinsurance of credit life insurance and income
on its investments. On a monthly basis, Triangle Life pays to Yadkin Valley
Life, on a net basis, the amount of premiums on reinsured credit life policies
written, less the amount of "reinsurance commissions" owed by Yadkin Valley Life
pursuant to the Reinsurance Agreement. Reinsurance commissions are equal to 5%
of the gross premiums received on the reinsured policies, plus the amount of all
(I) premium taxes and regulatory charges which Triangle Life is required to pay
on such policies, (II) all commissions or service fees, including any contingent
compensation or other compensation, paid to creditors or agents with respect to
such policies, and (III) all guaranty association assessments or payments
attributable to such policies.

Claims on policies reinsured by Yadkin Valley Life are reported to Triangle Life
by Southern, Fidelity and Heritage as they arise and are investigated and paid
by the claims department of Triangle Life. Yadkin Valley Life reimburses
Triangle Life monthly for claims paid up to the limits of its risk. Yadkin
Valley Life maintains a reserve for claims, the amount of which is set and
changed from time to time by management. The reserve is reviewed annually by a
certified consulting actuary and adjusted based on industry standard
methodologies.

         Neither Registrant nor Yadkin Valley Life employ any personnel. Subject
to the supervision and control of Registrant's Board of Directors, all
managerial, administrative and operational services necessary


                                       -1-
<PAGE>

in carrying on Registrant's insurance holding company business and Yadkin Valley
Life's reinsurance business are provided to Registrant and Yadkin Valley Life by
American Guaranty Insurance Company, Raleigh, North Carolina ("American
Guaranty"), another wholly-owned subsidiary of FCB, pursuant to Administration
Agreements (the "Agreements"). (See "Item 12. Certain Relationships and Related
Transactions.")

         Registrant is not significantly affected by competition in that Yadkin
Valley Life does not seek to reinsure policies issued by any insurer other than
Triangle Life or sold by any other creditors. Also, premium rates for credit
life insurance sold in North Carolina are the prima facie rates promulgated by
the North Carolina Department of Insurance, and regulation of the terms of
credit life insurance policies results in the policies offered by various
issuers being substantially the same. The volume of Yadkin Valley Life's
business does vary from year to year based on the volume of loans originated by
the banks that are eligible for credit life insurance and the amount of those
loans on which the banks are able to write insurance, and, historically, Yadkin
Valley Life's reinsurance business has not demonstrated any seasonality nor
dependency on a few customers.

         In addition to its investment in its subsidiary, Yadkin Valley Life, a
substantial amount of Registrant's assets are represented by investments it
holds in equity securities of (I) First Citizens BancShares, Inc. ("BancShares,"
a bank holding company headquartered in Raleigh, North Carolina); (II) First
Citizens Bancorporation of South Carolina, Inc. ("Bancorporation," a bank
holding company headquartered in Columbia, South Carolina); and (III) Heritage.
See "Item 12. Certain Relationships and Related Transactions." These investments
were made by Registrant beginning in 1986 and are deemed by Registrant's
management and directors to be prudent and sound investments for Registrant. The
following table lists the aggregate amounts of each of these investments, and
the percentages of Registrant's total consolidated assets represented by each
such amount, at the dates indicated.

                                   AT 12/31/99                    AT 12/31/98
                                   -----------                    -----------
                                AMOUNT        %               AMOUNT         %
                                ------      ----              ------       ----
BancShares                 $ 1,399,026      11.5%        $ 1,780,641       11.0%
Bancorporation               9,717,473      80.0          13,392,473       82.8
Heritage                       455,932       3.8             455,932        2.9

         Registrant and Yadkin Valley Life have three officers, none of whom are
compensated for their services as such, and no other employees. See " Item 9.
Directors, Executive Officers, Promoters and Control Persons."

ITEM 2. DESCRIPTION OF PROPERTY.

         Registrant and Yadkin Valley Life own no properties. Their offices are
located at the offices of American Guaranty Insurance Company, Raleigh, North
Carolina, which, like Triangle Life, is a wholly-owned subsidiary of FCB and
which provides Registrant with certain managerial, administrative and
operational services. See "Item 12. Certain Relationships and Related
Transactions" below.

ITEM 3. LEGAL PROCEEDINGS

         At December 31, 1999, Registrant was not a party to any legal
proceedings that are expected to have a material effect on its financial
condition or results of operation.

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

         Not applicable.


                                        2
<PAGE>

                                     PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED SHAREHOLDER MATTERS

         Incorporated herein by reference to page 5 of Registrant's 1999 Annual
Report to Shareholders.

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

         Incorporated herein by reference to pages 2 through 4 of Registrant's
1999 Annual Report to Shareholders.

ITEM 7. FINANCIAL STATEMENTS.

         Incorporated herein by reference to pages 6 through 17 of Registrant's
         1999 Annual Report to Shareholders.

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

         Not applicable.


                                    PART III

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

         Incorporated herein by reference from pages 3 and 4 (under the captions
         "Proposal 1: Election of Directors" and "Management Compensation") of
         Registrant's definitive Proxy Statement dated March 24, 2000.

ITEM 10. EXECUTIVE COMPENSATION

         Incorporated herein by reference from page 4 (under the caption
         "Management Compensation") of Registrant's definitive Proxy Statement
         dated March 24, 2000.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

         Incorporated herein by reference to pages 2 and 3 (under the caption
         "Beneficial Ownership of Securities") of Registrant's definitive Proxy
         Statement dated March 24, 2000.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

         Incorporated herein by reference to page 4 and 5 (under the caption
         "Certain Relationships and Transactions") of Registrant's definitive
         Proxy Statement dated March 24, 2000.


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

         (A) EXHIBITS. The following exhibits are filed herewith or incorporated
herein by reference as part of this Report.


                                        3
<PAGE>

         EXHIBIT
         NUMBER                         DESCRIPTION

          3.1     Registrant's Restated Articles of Incorporation (incorporated
                  herein by reference to Registrant's Registration Statement on
                  Form 10-SB)

          3.2     Registrant's Bylaws (incorporated herein by reference to
                  Registrant's Registration Statement on Form 10-SB)

         10.1     Administration Agreement between Registrant and American
                  Guaranty Insurance Company (incorporated herein by reference
                  to Registrant's Registration Statement on Form 10-SB)

         10.2     Administration Agreement between Yadkin Valley Life and
                  American Guaranty Insurance Company (incorporated herein by
                  reference to Amendment No. 1 to Registrant's Registration
                  Statement on Form 10-SB)

         10.3     Reinsurance Agreement between Yadkin Valley Life and Triangle
                  Life Insurance Company (incorporated herein by reference to
                  Amendment No. 1 to Registrant's Registration Statement on Form
                  10-SB)

         13       Registrant's 1999 Annual Report to Shareholders (filed
                  herewith)

         22       Subsidiaries of Registrant (incorporated herein by reference
                  to Registrant's Registration Statement on Form 10-SB)

         99       Registrant's definitive Proxy Statement dated March 24, 2000
                  as filed with the Securities and Exchange Commission (not
                  being refiled)

         (B) REPORTS ON FORM 8-K. No Reports on Form 8-K were filed by
Registrant during the last quarter of the period covered by this Report on Form
10-KSB.

                                       4
<PAGE>

                                   SIGNATURES

         In accordance with Section 13 or 15(d) of the Securities Exchange Act
of 1934, Registrant caused this Report to be signed on its behalf by the
undersigned, thereunto duly authorized.


                                                   YADKIN VALLEY COMPANY



DATE: MARCH    24 , 2000                           BY: /s/ David S. Perry
            ------                                     -------------------------
                                                       David S. Perry, President


         In accordance with Section13 or 15(d) of the Securities and Exchange
Act of 1934, this Report has been signed below by the following persons on
behalf of the Registrant and in the capacities and on the dates indicated.
<TABLE>
<CAPTION>
<S>                                                     <C>                          <C>
              SIGNATURE                                TITLE                         DATE



                                              President, Treasurer and           March 24, 2000
------------------------------------          Director (chief executive
         David S. Perry                       and chief financial officer)



                                              Vice President, Secretary          March 24, 2000
------------------------------------          and Director
         E. Thomas Lucas



                                              Director                           March 24, 2000
------------------------------------
         Hope Holding Connell
</TABLE>


                                       5
<PAGE>

                                  EXHIBIT INDEX

       EXHIBIT
       NUMBER                            DESCRIPTION

          3.1     Registrant's Restated Articles of Incorporation (incorporated
                  herein by reference to Registrant's Registration Statement on
                  Form 10-SB)

          3.2     Registrant's Bylaws (incorporated herein by reference to
                  Registrant's Registration Statement on Form 10-SB)

         10.1     Administration Agreement between Registrant and American
                  Guaranty Insurance Company (incorporated herein by reference
                  Registrant's Registration Statement on Form 10-SB)

         10.2     Administration Agreement between Yadkin Valley Life and
                  American Guaranty Insurance Company (incorporated herein by
                  reference to Amendment No. 1 to Registrant's Registration
                  Statement on Form 10-SB)

         10.3     Reinsurance Agreement between Yadkin Valley Life and Triangle
                  Life Insurance Company (incorporated herein by reference to
                  Amendment No. 1 to Registrant's Registration Statement on Form
                  10-SB)

         13       Registrant's 1999 Annual Report to Shareholders (filed
                  herewith)

         22       Subsidiaries of Registrant (incorporated herein by reference
                  to Registrant's Registration Statement on Form 10-SB)

         99       Registrant's definitive Proxy Statement dated March 24, 2000,
                  as filed with the Securities and Exchange Commission (not
                  being refiled)

                                       6