****





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

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

For the transition period from __________________ to __________________



**CBCT BANCSHARES, INC.**

---

|Maryland(State or other jurisdiction of incorporationor organization) |  | 74-2957339(I.R.S. Employer Identification or number)
|--------------------------------------------------------------------- |  | ----------------------------------------------------

|312 Main Street, Smithville, Texas 78957-2035(Address of principal executive offices)
|-------------------------------------------------------------------------------------

|(512) 237-2482(issuer's telephone number)
|-----------------------------------------

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 [  ]    No [X]

Transitional Small Business Format (check one):

As of May 10, 2002, there were 291,223 shares of the Registrant's common stock outstanding.

CBCT BANCSHARES, INC

INDEX

|**PART I.**  | **FINANCIAL INFORMATION**                                                                      | **PAGE NO.**
|------------ | ---------------------------------------------------------------------------------------------- | ------------
|Item 1.      | Consolidated Financial Statements                                                              |             
|             | Consolidated Balance Sheets as ofMarch 31, 2002 and December 31, 2001                          | 1           
|             | Consolidated Statements of Income for theThree Months Ended March 31, 2001 and 2002            | 2           
|             | Consolidated Statements of Changes in Equity
For the Three Months Ended March 31,2001 and 2002 | 3           
|             | Consolidated Statements of Cash Flows for
The Three Months Ended March 31,2001 and 2002        | 4           
|             | Notes to Unaudited Consolidated FinancialStatements                                            | 5           
|Item 2.      | Management's Discussion and Analysis ofFinancial Condition and Results of Operations           | 8           
|**PART II.** | **OTHER INFORMATION**                                                                         
|             | Signature Page                                                                                 | 11          

**CBCT Bancshares, Inc.**
Consolidated Balance Sheets
  (Unaudited)
  (dollars in thousands)

|                                               | At        | At          
|---------------------------------------------- | --------- | ------------
|                                               | March 31, | December 31,
|                                               | 2002      | 2001        
|**ASSETS**                                    
|Cash                                           | $   129   | $   224     
|Interest bearing due from banks                | 1,739     | 1,609       
|Total cash and cash equivalents                | 1,868     | 1,833       
|Investment securities to be held to maturity   | 1,445     | 3,005       
|Investment securities available for sale       | 9,445     | 10,461      
|Federal Home Loan Bank stock                   | 508       | 508         
|Loans - net of allowance for loan losses       | 20,493    | 20,012      
|Bank premises and equipment - net              | 1,268     | 1,288       
|Accrued interest receivable                    | 235       | 247         
|Prepaid expenses and other assets              | 17        | 33          
|                                               | $35,279   | $37,387     
|**LIABILITIES AND STOCKHOLDERS' EQUITY**      
|Deposits:                                      |           |             
|Noninterest bearing                            | $  1,614  | $  1,640    
|Interest bearing                               | 25,265    | 25,915      
|Total deposits                                 | 26,879    | 27,555      
|Advances from Federal Home Loan Bank           | 2,170     | 3,731       
|Accrued interest payable and other liabilities | 479       | 388         
|Total liabilites                               | 29,528    | 31,674      
|Stockholders' Equity:                         
|Preferred Stock, par value $0.01 per share;   
|1,000,000 shares authorized; none issued      
|and outstanding                                | -         | -           
|Common Stock, par value $0.01 per share;      
|4,000,000 shares authorized; 291,223          
|shares issued and outstanding                  | 3         | 3           
|Surplus                                        | 2,525     | 2,525       
|Retained earnings                              | 3,238     | 3,182       
|Unallocated ESOP shares                        | (182)     | (182)       
|Unallocated RRP shares                         | (95)      | (95)        
|Accumulated other comprehensive income         | 262       | 280         
|Total equity                                   | 5,751     | 5,713       
|                                               | $35,279   | $37,387     

See Notes to Unaudited Consolidated Financial Statements.

**CBCT Bancshares, Inc.**
Consolidated Statements of Income
  (Unaudited)
  (dollars in thousands, except per share data)

|                                            | Three months ended
March 31,
|------------------------------------------- | ----------------------------
|                                            | 2002                        
|Interest and dividend income:               |                             
|Loans                                       | $   435                     
|Debt securities                             | 145                         
|Deposits in banks                           | 15                          
|Dividends                                   | 8                           
|Total interest and dividend income          | 603                         
|Interest expense:                          
|Deposits                                    | 192                         
|Federal Home Loan Bank advances             | 34                          
|Total interest expense                      | 226                         
|Net interest income                         | 377                         
|Provision for loan losses                   | -                           
|Net interest income after loan losses       | 377                         
|Other operating income                     
|Service charges and fees                    | 49                          
|Net securities gains                        | -                           
|Total other operating income                | 49                          
|Operating expenses:                        
|Compensation and benefits                   | 162                         
|Occupancy and equipment expense             | 36                          
|Other operating expenses                    | 148                         
|Total other operating expenses              | 346                         
|Income before income taxes                  | 80                          
|Income tax expense                          | 24                          
|Net income                                  | $      56                   
|Basic and diluted earnings per share        | $    0.21                   
|Weighted average shares outstanding         | 266,442                     
|Diluted weighted average shares outstanding | 273,237                     

See Notes to Unaudited Consolidated Financial Statements.

**CBCT Bancshares, Inc.**
Consolidated Statements of Changes in Equity
  (Unaudited)
  (dollars in thousands)

|                                                                                                                            |        |         |          | Unallocated | Unallocated | Accumulated
|--------------------------------------------------------------------------------------------------------------------------- | ------ | ------- | -------- | ----------- | ----------- | -----------
|                                                                                                                            | Common |         | Retained | ESOP        | RRP         | Other Comp.
|                                                                                                                            | Stock  | Surplus | Earnings | Shares      | Shares      | Income     
|**Three Months Ended March 31, 2002**                                                                                      
|Balance, beginning of period                                                                                                | $3     | $2,525  | $3,182   | $(182)      | $(95)       | $280       
|Comprehensive income:                                                                                                      
|Net income                                                                                                                  | -      | -       | 56       | -           | -           | -          
|Change in net unrealized gain on securities
    available for sale, net of reclassification    adjustment and tax effect    | -      | -       | -        | -           | -           | (18)       
|Total comprehensive income                                                                                                  | -      | -       | -        | -           | -           | -          
|Balance, end of period                                                                                                      | $3     | $2,525  | $3,238   | $(182)      | $(95)       | $262       
|**Three Months Ended March 31, 2001**                                                                                      
|Balance, beginning of period                                                                                                | $3     | $2,383  | $2,868   | $(199)      | $  -        | $304       
|Comprehensive income:                                                                                                      
|Net income (loss)                                                                                                           | -      | -       | 92       | -           | -           | -          
|Change in net unrealized gain on securities
     available for sale, net of reclassification
     adjustment and tax effect | -      | -       | -        | -           | -           | 6          
|Total comprehensive income                                                                                                  | -      | -       | -        | -           | -           | -          
|Balance, end of period                                                                                                      | $3     | $2,383  | $2,960   | $(199)      | $-          | $310       

See notes to unaudited consolidated financial statements.

**CBCT Bancshares, Inc.**
Consolidated Statements of Cash Flows
  (Unaudited)
  (dollars in thousands)

|                                                                                   | Three months ended
March 31,
|---------------------------------------------------------------------------------- | ----------------------------
|                                                                                   | 2002                        
|**Cash Flows From Operating Activities**                                          
|Adjustments to reconcile net income to net cash
 provided by operating activities:
|Depreciation and amortization                                                      | 36                          
|Net securities losses (gains)                                                      | -                       
|Provision for loan losses                                                          | -                           
|Deferred income taxes                                                              | 5                           
|Stock dividend income                                                              | -                           
|Net change in:                                                                    
|Loans held for sale                                                                | -                           
|Accrued interest receivable and other assets                                       | 28                          
|Accrued interest payable and other liabilities                                     | 95                          
|Net cash provided by operating activities                                          | 220                         
|**Cash Flows From Investing Activities**                                          
|Activity in available-for-sale securities:                                        
|Sales                                                                              | -                           
|Maturities and prepayments                                                         | 989                         
|Purchases                                                                          | -                           
|Activity in held-to-maturity securities:                                          
|Maturities and prepayments                                                         | 1,560                       
|Loan originations and collections - net                                            | (481)                       
|Capital expenditures                                                               | (16)                        
|Net cash provided by (used in) investing activities                                | 2,052                       
|**Cash Flows From Financing Activities**                                          
|Net change in deposits                                                             | (676)                       
|Repayment of Federal Home Loan Bank advances                                       | (1,561)                     
|Net cash provided by financing activities                                          | (2,237)                     
|Net increase in cash and cash equivalents                                          | 35                          
|Cash and cash equivalents - beginning of period                                    | 1,833                       
|Cash and cash equivalents - end of period                                          | $1,868                      

See Notes to Unaudited Consolidated Financial Statements.



**NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS**

**1.       General**

CBCT Bancshares, Inc. (the Company) was organized in March 2000 at the direction of
Community Bank of Central Texas, Inc. (the Bank) to acquire all of the capital stock that the
Bank would issue upon its conversion from the mutual to stock form of ownership.  The
conversion was completed on September 25, 2000 through the sale and issuance of
281,031 shares of common stock by the Company at a price of $10.00 per share.
Information set forth in this report relating to periods prior to the Conversion, including
consolidated financial statements and related data, relates to Community Bank of Central
Texas, Inc. and its wholly-owned (inactive) subsidiary, Central State Service Corporation.

The accompanying consolidated financial statements of the Company have been prepared in accordance with instructions to Form 10-QSB.  Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.  However, such information reflects all adjustments (consisting solely of normal recurring adjustments) which are, in the opinion of management, necessary for a fair statement of results for the interim periods.

The results of operations for the three months ended March 31, 2002 are not necessarily indicative of the results to be expected for the year ending December 31, 2002.  The consolidated financial statements and notes thereto should be read in conjunction with the Bank's audited financial statements and notes thereto for the year ended December 31, 2001.

On April 4, 2002, the Board of Directors approved a definitive agreement that provides for the acquisition of CBCT Bancshares, Inc. by Bastrop Bancshares, Inc.   Under the terms of the agreement, shareholders will receive $25.01 per share for each share owned.  The transaction is expected to close in the third quarter of 2002.

**2.       Investment Securities**

The amortized cost and approximate fair values of investment securities to be held to maturity and available for sale at March 31, 2002 and December 31, 2001 are as follows:

(dollars in thousands):

Investment securities to be held to maturity:

|                                    | March 31, 2002
|----------------------------------- | --------------
|                                    | Amortized     
|                                    | Cost          
|Debt securities:                   
|Government agencies                 | $997          
|Collateralized mortgage obligations | 448           
|                                    | $1,445        

******NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
  (Continued)**

|                                    | December 31, 2001
|----------------------------------- | -----------------
|                                    | Amortized        
|                                    | Cost             
|Debt securities:                   
|Government agencies                 | $1,996           
|Collateralized mortgage obligations | 1,009            
|                                    | $3,005           

|                                    | March 31, 2002
|----------------------------------- | --------------
|                                    | Amortized     
|                                    | Cost          
|Debt securities:                   
|Government agencies                 | $  507        
|State and municipal                 | 75            
|Mortgage-backed                     | 5,099         
|Collateralized mortgage obligations | 3,356         
|Marketable equity securities        | 5             
|                                    | $9,042        

|                             | December 31, 2001
|---------------------------- | -----------------
|                             | Amortized        
|                             | Cost             
|Debt securities:            
|Government agencies          | $   510          
|State and municipal          | 78               
|Mortgage-backed              | 9,443            
|Marketable equity securities | 5                
|                             | $10,036          

******NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)**

**3.       Other Cash Flow Information**

Other cash flow information for the three months ended March 31, 2002 and 2001 is as follows (dollars in thousands):

|                          | 2002  | 2001
|------------------------- | ----- | ----
|Interest paid in cash     | $239  | $335
|Income taxes paid in cash | $  22 | -   

**CBCT BANCSHARES, INC.**

Management's Discussion and Analysis of Financial
Condition and Results of Operation

**General**

The following discussion is intended to assist in understanding the financial condition
and results of operations of CBCT Bancshares, Inc.  The information contained in this
section should be read in conjunction with the consolidated financial statements and the
accompanying notes to consolidated financial statements contained in this Form 10-QSB.

CBCT Bancshares, Inc.'s results of operations depend primarily on its net interest
income, which is the difference between interest income on interest-earning assets, which
principally consists of loans and mortgage-backed and investment securities, and interest
expense on interest bearing liabilities, which principally consists of deposits and
borrowings.  CBCT Bancshares, Inc.'s results of operations also are affected by the level
of its non-interest income and expenses and income tax expense.

**Forward-Looking Statements**

****When used in this Form 10-QSB and in future filings by us with the Securities and
Exchange Commission, in our press releases or other public or shareholder
communications, and in oral statements made with the approval of an authorized
executive officer, or the words "believe," expect," "intend," "anticipate," "estimate,"
"project," or similar words are intended to identify forward-looking statements.  Our
ability to predict results or the actual effect of future plans or strategies is uncertain.
Factors which could have a material adverse effect on our operations include, but are not
limited to, changes in interest rates, general economic conditions, legislative/regulatory
changes, monetary and fiscal policies of the U.S. Government, including policies of the
U.S. Treasury and the Federal Reserve Board, the quality or composition of the loan or
investment portfolios, demand for loan products, deposit flows, competition, demand for
financial services in our market areas and accounting principles and guidelines.  These
risks and uncertainties should be considered in evaluating forward-looking statements and
you should not rely too much on these statements.

**Changes in Financial Condition from December 31, 2001, to March 31, 2002**

******General**

Total assets decreased by approximately $2.1 million to $35.3 million at March 31, 2002
from $37.4 million at December 31, 2001.  The decrease in total assets resulted primarily
from a $1.6 million decrease in investment securities held to maturity and a $1.0 million
decrease in investment securities available for sale.  These decreases were partially offset
by a $.5 million increase in loans.

The increase in loans, to $20.5 million at March 31, 2002 from $20.0 million at
December 31, 2001 was attributed to an increase in loan demand and a decline in our
portfolio of adjustable rate mortgages being refinanced into the secondary market to
obtain a fixed rate loan.

The allowance for loan losses at March 31, 2002 and December 31, 2001 was $257,000
or 1.24% and 1.28% respectively, of total loans.   Non-performing loans were $45,000 at
March 31, 2002 compared to $93,000 at December 31, 2001.

Total deposits decreased by approximately $.6 million, to $26.9 million at March 31,
2002 from $27.5 million at December 31, 2001, and Federal Home Loan Bank advances
decreased $1.6 million from $3.7 million at December 31, 2001 to $2.2 million at March
31, 2002.  The decrease in advances resulted from repayments.

Total equity at March 31, 2002 and December 31, 2001 was $5.7 million.

**Comparison of Results of Operations for the Three Months Ended March 31, 2001
and 2002**

**Net Interest Income**

****Net interest income for the quarter ended March 31, 2002 was $377,000, compared to
$361,000 for the quarter ended March 31, 2001, an increase of $16,000.  The increase in
net interest income was attributed to a decrease in interest expense, due to a reduction in the
market rate of interest.

**Other Operating Income**

****Other operating income for the quarter ended March 31, 2002 was $49,000, compared to
$51,000 for the quarter ended March 31, 2001.  The decrease in 2002 was primarily
attributed to net gains of $19,000 on securities called during 2001 with no similar gains
during 2002.  This was partially offset by an increase of $17,000 in service charge and fee
income.

**Other Operating Expenses**

Other operating expenses for the quarter ended March 31, 2002 were $346,000, compared
to $269,000 for the quarter ended March 31, 2001.  The increase is primarily attributed to
an increase of $17,000 in compensation and benefits, mostly comprised of the RRP
expense in 2002, along with expenses incurred in connection with the proposed merger
between CBCT Bancshares, Inc. and Bastrop Bancshares, Inc.

**Liquidity and Capital Resources**

We are required to maintain minimum levels of investments that qualify as liquid assets
under government regulations.  Liquidity may increase or decrease depending upon the
availability of funds and comparative yields on investments in relation to the return on
loans.  Historically, we have maintained liquid assets at levels above the minimum
requirements and above levels believed to be adequate to meet the requirements of
normal operations, including potential deposit outflows.  Cash flow projections are
regularly reviewed and updated to assure that adequate liquidity is maintained.  At March
31, 2002, our regulatory liquidity ratio, which is our liquid assets as a percentage of
deposits and current borrowings, was 45.66%.

Consistent with our goal to operate a sound and profitable financial organization, we
actively seek to maintain a "well capitalized" institution in accordance with regulatory
standards.  Total equity was $5.7 million at March 31, 2002 or 16.16% of total assets on
that date.  As of March 31, 2002, we exceeded all capital requirements of the FDIC and
the Texas Savings and Loan Department.  Our consolidated regulatory capital ratios at
March 31, 2002 were as follows:  core capital 14.97%; Tier I risk-based capital, 28.31%;
and total risk-based capital, 30.47%.  The regulatory capital requirements to be
considered well capitalized are 5.0%, 6.0%, and 10.0%, respectively.

**Quantitative and Qualitative Disclosures About Market Risk**

****The rates of interest we earn on assets and pay on liabilities are generally established
contractually for a period of time.  Market interest rates change over time.  Our loans
generally have longer maturities than our deposits.  Accordingly, our results of
operations, like those of other financial institutions, are impacted by changes in interest
rates and the interest rate sensitivity of our assets and liabilities.  The risk associated with
changes in interest rates and our ability to adapt to these changes is known as interest rate
risk and is our most significant market risk.  As of March 31, 2002, our one-year
cumulative interest rate sensitivity gap as a percentage of total assets was a negative 33%,
which generally means if interest rates rise, our net interest income could be reduced
because interest paid on interest-bearing liabilities, including deposits and borrowings,
could increase more quickly than interest received on interest-earning assets, including
loans and mortgage-backed and investment securities.  In addition, rising interest rates
may hurt our income because they may reduce the demand for loans and the value of our
mortgage-related and investment securities.  In the alternative, if interest rates decrease,
our net interest income would increase.

SIGNATURES

Pursuant to the requirement of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto duly
authorized.

|      |              |  | **CBCT BANCSHARES, INC.**
Registrant                             
|----- | ------------ |  | -----------------------------------------------------------------
|Date: | May 14, 2002 |  | /s/ Brad M. Hurta                                                
|      |              |  | Brad M. HurtaPresident and Chief ExecutiveOfficer                
|Date: | May 14, 2002 |  | /s/ Lynn Frerich                                                 
|      |              |  | Lynn FrerichVice President, Chief Operating Officer and Secretary