U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB


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

             For the quarterly period ended    March 31, 2002
                                             ------------------

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

             For the transition period from __________ to __________

                        Commission File Number: 000-30273

                           Chestatee Bancshares, Inc.
    -------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

           Georgia                                              f  58-2535333
 -------------------------------                             -------------------
 (State or other jurisdiction of                                (IRS Employer
 incorporation or organization)                              Identification No.)

                   6639 Highway 53 East, Dawsonville, Georgia
                   ------------------------------------------
                    (Address of principal executive offices)

                                 (706) 216-2265
                           ---------------------------
                           (Issuer's telephone number)

                                       N/A
              ----------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)

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 May 1, 2002: 2,500,000; $ 0 par value.

Transitional Small Business Disclosure Format      Yes              No     X
                                                       -------          --------
<PAGE>
                   CHESTATEE BANCSHARES, INC. AND SUBSIDIARIES

--------------------------------------------------------------------------------

                                      INDEX
                                      -----
                                                                            Page

PART I.      FINANCIAL INFORMATION

             Item 1.  Financial Statements

                Consolidated Balance Sheet - March 31, 2002....................3

                Consolidated Statements of Income and Comprehensive Income
                 Three Months Ended March 31, 2002 and 2001....................4

                Consolidated Statements of Cash Flows -
                 Three Months Ended March 31, 2002 and 2001....................5

                Notes to Consolidated Financial Statements.....................6

             Item 2.  Management's Discussion and Analysis of
                           Financial Condition and Results of Operations.......7


PART II.     OTHER INFORMATION

             Item 1 - Legal Proceedings.......................................14

             Item 2 - Changes in Securities and Use of Proceeds...............14

             Item 4 - Submission of Matters to a Vote of Security Holders.....15

             Item 6 - Exhibits and Reports on Form 8-K........................16

             Signatures.......................................................17

                                       2
<PAGE>
                         PART I - FINANCIAL INFORMATION
                              FINANCIAL STATEMENTS

                           CONSOLIDATED BALANCE SHEET
                              MARCH 31, 2002
                                   (Unaudited)

                      Assets
                      ------

Cash and due from banks                                           $   2,048,989
Interest-bearing deposits in banks                                    4,768,308
Federal funds sold                                                    6,563,000
Securities available-for-sale                                         9,429,334
Securities held-to-maturity, fair value of $411,000                     399,706
Restricted equity securities                                            642,500

Loans                                                               123,394,192
Less allowance for loan losses                                        1,387,186
                                                                  -------------
          Loans, net                                                122,007,006
                                                                  -------------

Premises and equipment                                                5,298,480
Other assets                                                          2,097,600
                                                                  -------------

          Total assets                                            $ 153,254,923
                                                                  =============

              Liabilities and Stockholders' Equity
              ------------------------------------

Deposits
    Noninterest-bearing                                           $  11,392,332
    Interest-bearing                                                109,612,151
                                                                  -------------
          Total deposits                                            121,004,483
Other borrowings                                                     12,850,000
Subscription deposits                                                 3,495,630
Other liabilities                                                       493,950
                                                                  -------------
          Total liabilities                                         137,844,063
                                                                  -------------
Commitments and contingencies

Stockholders' equity
    Common stock, no par value; 20,000,000 shares
      authorized; 2,500,000 shares issued and outstanding            15,394,783
    Retained earnings                                                    45,306
    Accumulated other comprehensive loss                                (29,229)
                                                                  -------------
          Total stockholders' equity                                 15,410,860
                                                                  -------------

          Total liabilities and stockholders' equity              $ 153,254,923
                                                                  =============

>>See Notes to Consolidated Financial Statements.

                                       3
<PAGE>
                  CHESTATEE BANCSHARES, INC. AND SUBSIDIARIES

                     CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
                  THREE MONTHS ENDED MARCH 31, 2002 AND 2001
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                     2002           2001
                                                                 -----------    -----------
Interest income
<S>                                                              <C>            <C>
    Loans                                                        $ 2,276,734    $ 1,904,206
    Taxable securites                                                 31,186         45,372
    Federal funds sold                                                64,773         67,701
    Interest-bearing deposits in banks                                12,453          1,657
                                                                 -----------    -----------
              Total interest income                                2,385,146      2,018,936
                                                                 -----------    -----------
Interest expense
    Deposits                                                       1,051,418      1,000,905
    Other borrowings                                                  88,988          1,004
                                                                 -----------    -----------
              Total interest expense                               1,140,406      1,001,909
                                                                 -----------    -----------

              Net interest income                                  1,244,740      1,017,027
Provision for loan losses                                            134,129         96,005
                                                                 -----------    -----------
              Net interest income after
                provision for loan losses                          1,110,611        921,022
                                                                 -----------    -----------
Other income
   Service charges on deposit accounts                               128,177         83,433
   Other operating income                                             59,888         36,586
                                                                 -----------    -----------
              Total other  income                                    188,065        120,019
                                                                 -----------    -----------
Other expenses
    Salaries and employee benefits                                   653,008        446,411
    Occupancy and equipment expenses                                 163,076        118,339
    Other operating expenses                                         428,421        357,274
                                                                 -----------    -----------
              Total other  expenses                                1,244,505        922,024
                                                                 -----------    -----------

              Net income before income taxes                          54,171        119,017

Income tax expense                                                    19,085         43,571
                                                                 -----------    -----------

              Net income                                              35,086         75,446
                                                                 -----------    -----------
Other comprehensive income (loss):
    Unrealized gains (losses) on securities available-for-sale
      arising during period, net of tax                              (32,620)         2,619
                                                                 -----------    -----------

Comprehensive income                                             $     2,466    $    78,065
                                                                 ===========    ===========

Basic and diluted earnings per share                             $      0.02    $      0.04
                                                                 ===========    ===========

Cash dividends per share                                         $      --      $      --
                                                                 ===========    ===========
</TABLE>

See Notes to Consolidated Financial Statements.

                                       4
<PAGE>
                   CHESTATEE BANCSHARES, INC. AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                   THREE MONTHS ENDED MARCH 31, 2002 AND 2001
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                         2002           2001
                                                                    -------------  --------------
<S>                                                                 <C>             <C>
OPERATING ACTIVITIES
    Net income                                                      $     35,086    $     75,446
    Adjustments to reconcile net income to net cash
        provided by (used in) operating activities:
        Depreciation                                                      73,592          49,833
        Provision for loan losses                                        134,129          96,005
        Increase in interest receivable                                  (22,032)        (38,988)
        Increase in interest payable                                      24,097          34,232
        Net other operating activities                                   (95,953)       (230,218)
                                                                    -------------   -------------

              Net cash provided by (used in) operating activities        148,919         (13,690)
                                                                    -------------   -------------

INVESTING ACTIVITIES
    Net increase in interest-bearing deposits in banks                (3,468,378)       (266,871)
    Net (increase) decrease in federal funds sold                      8,755,000      (2,252,000)
    Purchase of securities available-for-sale                         (8,976,367)           --
    Proceeds from maturities of securites available-for-sale                --         1,446,978
    Purchase of restricted equity securities                                --           (71,000)
    Net increase in loans                                            (10,647,814)    (10,098,754)
    Purchase of premises and equipment                                  (313,109)       (286,412)
                                                                    -------------   -------------

              Net cash used in investing activities                  (14,650,668)    (11,528,059)
                                                                    -------------   -------------

FINANCING ACTIVITIES
    Net increase in deposits                                           7,382,812       9,622,492
    Proceeds from other borrowings                                          --            20,000
    Repayment of other borrowings                                           --           (70,000)
    Net increase in subscription deposits                              3,495,630            --
    Proceeds from sale of comon stock                                  2,250,000            --
    Stock issue costs                                                    (57,156)           --
                                                                    -------------   -------------

              Net cash provided by financing activities               13,071,286       9,572,492
                                                                    -------------   -------------

Net decrease in cash and due from banks                               (1,430,463)     (1,969,257)

Cash and due from banks at beginning of period                         3,479,452       5,031,994
                                                                    -------------   -------------

Cash and due from banks at end of period                            $  2,048,989    $  3,062,737
                                                                    =============   =============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
    Cash paid for:
         Interest                                                   $  1,116,309    $    967,677

         Income taxes                                               $        --     $    187,944

NONCASH TRANSACTIONS

    Accrued stock issue costs                                       $     19,930    $        --
</TABLE>

See Notes to Consolidated Financial Statements.

                                       5
<PAGE>
                   CHESTATEE BANCSHARES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


NOTE 1.  BASIS OF PRESENTATION

         The consolidated financial information included herein is unaudited;
         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
         period.

         The results of operations for the period ended March 31, 2002 are not
         necessarily indicative of the results to be expected for the full year.


NOTE 2.  CURRENT ACCOUNTING DEVELOPMENTS

         There are no recent accounting pronouncements that have had, or are
         expected to have, a material effect on the Company's financial
         statements.


NOTE 3.  STOCK OFFERINGS

         The Company is offering to sell 350,000 shares of common stock at a
         price of $10.00 per share. As of March 31, 2002, proceeds totaling
         $3,495,630 representing the sale of 349,563 shares are included in the
         balance sheet in interest-bearing deposits in banks with a
         corresponding amount reported as subscription deposits.

         In a previous offering, the Company sold 600,000 shares of its common
         stock (375,000 shares in 2001 and 225,000 shares in 2002) at a price of
         $10.00 per share.

                                       6
<PAGE>
                   CHESTATEE BANCSHARES, INC. AND SUBSIDIARIES


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

         The following is management's discussion and analysis of certain
         significant factors which have affected the financial position and
         operating results of Chestatee Bancshares, Inc. and its bank
         subsidiary, Chestatee State Bank, and its nonbank subsidiaries,
         Chestatee Financial Services, Inc. and Chestatee Residential Mortgage,
         Inc., during the period included in the accompanying consolidated
         financial statements.

         FORWARD LOOKING STATEMENTS

         Certain of the statements made herein under the caption "Management's
         Discussion and Analysis of Financial Condition and Results of
         Operations" ("MD&A") are forward-looking statements for purposes of the
         Securities Act of 1933, as amended (the "Securities Act") and the
         Securities Exchange Act of 1934, as amended (the "Exchange Act"), and
         as such may involve known and unknown risks, uncertainties and other
         factors which may cause the actual results, performance or achievements
         of the Company to be materially different from future results,
         performance or achievements expressed or implied by such
         forward-looking statements. Such forward looking statements include
         statements using the words such as "may," "will," "anticipate,"
         "should," "would," "believe," "contemplate," "expect," "estimate,"
         "continue," "may," "intend," or other similar words and expressions of
         the future. Our actual results may differ significantly from the
         results we discuss in these forward-looking statements.

         These forward-looking statements involve risks and uncertainties and
         may not be realized due to a variety of factors, including, without
         limitation: the effects of future economic conditions; governmental
         monetary and fiscal policies, as well as legislative and regulatory
         changes; the risks of changes in interest rates on the level and
         composition of deposits, loan demand, and the values of loan
         collateral, securities, and other interest-sensitive assets and
         liabilities; interest rate risks; the effects of competition from other
         commercial banks, thrifts, mortgage banking firms, consumer finance
         companies, credit unions, securities brokerage firms, insurance
         companies, money market and other mutual funds and other financial
         institutions operating in our market area and elsewhere, including
         institutions operating regionally, nationally, and internationally,
         together with such competitors offering banking products and services
         by mail, telephone, computer, and the Internet.

                                       7
<PAGE>
         Liquidity and Capital Resources

         We monitor our liquidity resources on an ongoing basis. Our liquidity
         is also monitored on a periodic basis by State and Federal regulatory
         authorities. As of March 31, 2002, our liquidity, as determined under
         guidelines established by regulatory authorities and internal policy,
         was satisfactory.

         At March 31, 2002, our capital ratios were adequate based on regulatory
         minimum capital requirements. The minimum capital requirements and the
         actual capital ratios on a consolidated and bank-only basis are as
         follows:

                                              Actual
                                     ------------------------
                                                                   Minimum
                                                                 Regulatory
                                     Consolidated     Bank       Requirement
                                     ------------    --------    -----------

         Leverage capital ratios        10.52 %       10.44 %        4.00 %
         Risk-based capital ratios:
            Core capital                 7.58          7.52          4.00
            Total capital                8.26          8.20          8.00

         These ratios may decline as asset growth continues, but are expected to
         exceed the minimum regulatory requirements. Future earnings and
         proceeds from our stock offering will assist in keeping these ratios at
         satisfactory levels.

                                       8
<PAGE>
Financial Condition

Following is a summary of our balance sheets for the periods indicated:

                                       March 31,       December 31,
                                         2002              2001
                                     -----------       -----------
                                         (Dollars in Thousands)
                                     -----------------------------

Cash and due from banks              $  2,049             $  3,479
Interest-bearing deposits in banks      4,768                1,300
Federal funds sold                      6,563               15,318
Securities                             10,472                1,548
Loans, net                            122,007              111,493
Premises and equipment                  5,299                5,059
Other assets                            2,097                1,938
                                     --------             --------
                                     $153,255             $140,135
                                     ========             ========

Deposits                             $121,004             $113,622
Other borrowings                       12,850               12,850
Subscription deposits                   3,496                 --
Other liabilities                         494                  480
Stockholders' equity                   15,411               13,183
                                     --------             --------
                                     $153,255             $140,135
                                     ========             ========

Our total assets grew by 9% for the first quarter of 2002. Deposit growth of
$7.4 million was primarily invested in loans. Decreases in federal funds sold
and cash totaling $10.1 million were primarily invested in securities. We have
$3.5 million in subscription deposits from our current stock offering that is
included in interest-bearing deposits in banks. Our ratio of loans to deposits
and other borrowings has increased to 92% at March 31, 2002 from 89% at December
31, 2001, indicating continued strong loan demand in our primary market area of
Dawson County, Georgia. Our total equity increased by $2.2 million, consisting
of year-to-date net income of $35,000, proceeds from the sale of common stock of
$2.2 million, and increased unrealized losses on securities available-for-sale,
net of tax, of $33,000.

                                       9
<PAGE>
Results of Operations For The Three Months Ended March 31, 2002 and 2001

Following is a summary of our operations for the periods indicated.

                                            Three Months Ended
                                                 March 31,
                                          ----------------------
                                          2002            2001
                                          ----            ----
                                          (Dollars in Thousands)
                                         -----------------------

Interest income                          $2,385          $2,019

Interest expense                          1,140           1,002
                                         ------          ------

Net interest income                       1,245           1,017

Provision for loan losses                   134              96

Other income                                188             120

Other expense                             1,245             922
                                         ------          ------

Pretax income                                54             119

Income taxes                                 19              44
                                         ------          ------

Net income                               $   35          $   75
                                         ======          ======


Our net interest income has increased by $228,000 during the first quarter of
2002 as compared to the same period in 2001. Our net interest margin decreased
to 3.60% during the first quarter of 2002 as compared to 5.05% during the first
quarter of 2001 and to 4.27% for the entire year of 2001. The increase in net
interest income is due primarily to the increased volume of average loans
outstanding. The decrease in net interest margin is due to the decrease in
yields earned on loans that have decreased to 7.70% in the first quarter of 2002
as compared to 10.55% in the first quarter of 2001. The cost of funds has
decreased as well, as deposits have been able to be repriced as they have
matured. Our cost of funds decreased to 3.78% in the first quarter of 2002 as
compared to 5.86% in the first quarter of 2001.

The provision for loan losses has increased by $38,000 in the first quarter of
2002 as compared to the same period in 2001. The amounts provided are due
primarily to loan growth, increased nonaccrual and past due loans, and to our
assessment of the inherent risk in the loan portfolio. While nonaccrual, past
due and potential problem loans have increased in total, the volume of these
loans is well within acceptable industry averages. The increases in these
categories are primarily associated with the aging of our loan portfolio and are
not unexpected for a de novo bank. Management believes that the $1,387,000 in
the allowance for loan losses at March 31, 2002, or 1.12% of total net
outstanding loans is adequate to absorb known risks in the portfolio based upon
the Bank's historical experience. No assurance can be given, however, that
increased loan volume, and adverse economic conditions or other circumstances
will not result in increased losses in our loan portfolio.

                                       10
<PAGE>
Information with respect to nonaccrual, past due, restructured, and potential
problem loans at March 31, 2002 and 2001 is as follows:

<TABLE>
<CAPTION>
                                                                         March 31,
                                                                  -----------------------
                                                                    2002          2001
                                                                    ----          ----
                                                                  (Dollars in Thousands)
                                                                  ----------------------

<S>                                                               <C>           <C>
Nonaccrual loans                                                  $1,077        $  300
Loans contractually past due ninety days or more as to interest
   or principal payments and still accruing                          113           185
Restructured loans                                                   --            --
Potential problem loans                                              106           768
Interest income that would have been recorded on nonaccrual
   and restructured loans under original terms                        18             2
Interest income that was recorded on nonaccrual and                 --             --
   restructured loans
</TABLE>

Potential problem loans are defined as loans about which we have serious doubts
as to the ability of the borrower to comply with the present loan repayment
terms and which may cause the loan to be placed on nonaccrual status, to become
past due more than ninety days, or to be restructured.

It is our policy to discontinue the accrual of interest income when, in the
opinion of management, collection of such interest becomes doubtful. This status
is accorded interest when (1) there is a significant deterioration in the
financial condition of the borrower and full repayment of principal and interest
is not expected and (2) the principal or interest is more than ninety days past
due, unless the loan is both well-secured and in the process of collection.

Loans classified for regulatory purposes as loss, doubtful, substandard, or
special mention that have not been included in the table above do not represent
or result from trends or uncertainties which management reasonably expects will
materially impact future operating results, liquidity or capital resources.
These classified loans do not represent material credits about which management
is aware of any information which causes management to have serious doubts as to
the ability of such borrowers to comply with the loan repayment terms.

                                       11
<PAGE>
Information regarding certain loans and allowance for loan loss data through
March 31, 2002 and 2001 is as follows:
<TABLE>
<CAPTION>
                                                                       Three Months Ended
                                                                           March 31,
                                                                    ------------------------
                                                                        2002         2001
                                                                    -----------  -----------
                                                                     (Dollars in Thousands)
                                                                    ------------------------

<S>                                                                 <C>          <C>
Average amount of loans outstanding                                 $  118,288   $   72,218
                                                                    ===========  ===========

Balance of allowance for loan losses at beginning of period         $    1,252   $      737
                                                                    -----------  -----------

Loans charged off
   Commercial and financial                                                  -            -
   Real estate mortgage                                                      -            -
   Installment                                                               -            -
                                                                    -----------  -----------
                                                                             -            -
                                                                    -----------  -----------
Loans recovered
   Commercial and financial                                                  -            -
   Real estate mortgage                                                      -            -
   Installment                                                               1            -
                                                                    -----------  -----------
                                                                             1            -
                                                                    -----------  -----------

Net charge-offs (recoveries)                                               (1)            -
                                                                    -----------  -----------

Additions to allowance charged to operating expense during period          134           96
                                                                    -----------  -----------

Balance of allowance for loan losses at end of period               $    1,387   $      833
                                                                    ===========  ===========

Ratio of net loans charged off during the period to
   average loans outstanding                                                -%           -%
                                                                    ===========  ===========
</TABLE>

The allowance for loan losses is maintained at a level that is deemed
appropriate by management to adequately cover all known and inherent risks in
the loan portfolio. Management's evaluation of the loan portfolio includes a
loan classification program. Under the program, as each loan is made, we assign
a loan grade. Each loan grade is assigned an allowance percentage determined
based on our experience specifically and the historical experience of the
banking industry generally. Loan classifications are then subject to periodic
review by the responsible lending officers and by senior management based upon
their judgment, our loan loss experience, current economic conditions that may
affect the borrower's ability to repay, lender requirements, the underlying
collateral value of the loans and other appropriate information. Management
relies predominantly on this ongoing review of the loan portfolio to assess the
risk characteristics of the portfolio in the aggregate and to determine
adjustments, if any, to our allowance for loan losses. Based upon this ongoing
review, we may identify loans that could be impaired. A loan is

                                       12
<PAGE>
considered impaired when it is probable that we will be unable to collect all
principal and interest due in accordance with the contractual terms of the loan
agreement. When we identify a loan as impaired, the allowance for loan losses is
increased if we determine that the amount of impairment is in excess of the
allowance determined under our loan classification program. We maintain an
allowance for loan losses of no less than 1.0% of outstanding loans at all
times.

Other income has increased in the first quarter of 2002 as compared to the same
period in 2001 by $68,000 due to increased service charges on deposit accounts
of $45,000 and mortgage origination fees of $21,000.

Other expenses increased in the first quarter of 2002 as compared to the same
period in 2001 by $323,000 due to increased salaries and employee benefits of
$207,000, increased equipment and occupancy expenses of $45,000, and increased
other operating expenses of $71,000. Salaries and employee benefits have
increased due to an increase in the number of full time equivalent employees to
60 at March 31, 2002 from 43 at March 31, 2001 and to other annual salary
increases. The increase in the number of employees is due to the adding of a new
branch in 2001 and to our overall growth. The increases in equipment and
occupancy expenses and other operating expenses are due to our overall growth.

We have recorded income tax expense of $19,000 in the first quarter of 2002 as
compared to $44,000 in the first quarter of 2001. The rate of tax as a
percentage of pretax income was 35% and 37%, respectively.

In 2001, we began offering investment and financial services through Chestatee
Financial Services, Inc. and residential mortgage services through Chestatee
Residential Mortgage Services, Inc. Net income from these activities amounted to
$26,000 in the first quarter of 2002.

We are not aware of any known trends, events or uncertainties, other than the
effect of events as described above, that will have or that are reasonably
likely to have a material effect on its liquidity, capital resources or
operations. We are also not aware of any current recommendations by the
regulatory authorities which, if they were implemented, would have such an
effect.

                                       13
<PAGE>
                           PART II - OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS.

         Our subsidiary, Chestatee State Bank, brought an action on March 5,
         2001 in the Superior Court for Dawson County against Terri Reece and
         Woody Reece to recover amounts due following default on two promissory
         notes. We sought to recover the balance due of $64,755, plus interest
         and attorneys' fees.

         The Reeces, husband and wife, filed an answer on April 9, 2001 denying
         owing any money to us. In addition, the Reeces filed a counterclaim
         against us for deliberate and intentional infliction of emotional
         distress for a sum not less than $1 million and for unstipulated
         punitive damages.

         Chestatee State Bank filed a motion for summary judgment seeking
         recovery on the notes and dismissal of the counterclaim. The motion was
         granted on April 11, 2002. Notice of appeal was filed by counsel for
         the Reeces on April 29, 2002. The appeal is presently pending.


ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

         The Company offered a minimum of 300,000 and a maximum of 600,000
         shares of its common stock pursuant to a registration statement on Form
         SB-2 (Commission No. 333-71694) declared effective December 12, 2001.
         We disclose the following information in connection with the offering
         pursuant to Rule 463 of the Securities Act of 1933, as amended:

         (i)      The offering was closed March 1, 2002 upon the sale of all of
                  the 600,000 shares of common stock.

         (ii)     The Company engaged no underwriters and all shares were
                  offered and sold through the efforts of certain executive
                  officers of the Company.

         (iii)    The no par value common stock of the Company is the title of
                  the only class of securities registered under the registration
                  statement.

         (iv)     The Company registered 600,000 shares of its common stock at
                  an aggregate offering price of $6 million, and sold 600,000
                  shares at an aggregate offering price of $6 million as of the
                  close of the offering on March 1, 2002.

                                       14
<PAGE>
         (v)      From December 12, 2002 until March 31, 2002, the effective
                  date of the registration statement until the end of the
                  reporting period, the amount of expenses incurred by the
                  Company in connection with the issuance and distribution
                  common stock is, based upon reasonable estimates, as follows:

                  underwriting discounts and commissions.....................$ 0
                  finders' fees..............................................$ 0
                  expenses paid to or for underwriterrs......................$ 0
                  other expenses.........................................$64,250

                  Total expenses.........................................$64,250

                  There were no selling shareholders and no expenses incurred on
                  behalf of any selling shareholders. None of the expenses of
                  the offering constitute direct or indirect payments to
                  directors, officers or general partners, or associates
                  thereof, persons owning 10% or more of any class of securities
                  or any affiliates of the Company.

         (vi)     The net proceeds to the Company of the offering after
                  deducting the expenses listed above is $5.925 million.

         (vii)    From December 12, 2001 through March 31, 2002, the Company has
                  applied the following amounts of its net proceeds from the
                  offering:

                  Working capital for growth and expansion of the Bank........$0
                  Investment in short term securities by the Bank.....$5,935,750
                  General corporate purposes of the Company...........$  100,000
                  General corporate purposes of the Bank..............$  100,000

                  The Company still intends to use $3.725 million to fund growth
                  and expansion of the Bank in the foreseeable future. None of
                  the uses of the proceeds of the offering constitute direct or
                  indirect payments to directors, officers or general partners,
                  or associates thereof, persons owning 10% or more of any class
                  of securities or any affiliates of the Company.


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

         No matters were submitted to a vote of the shareholders of the Company
         as of March 31, 2002.

                                       15
<PAGE>
ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

         (a)     Exhibits.

                 None.

         (b)     Reports on Form 8-K.

                 None.

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<PAGE>
                                   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.


                           CHESTATEE BANCSHARES, INC.
                                  (Registrant)



DATE:  May 14, 2002                 BY:      /s/ J. Philip Hester, Sr.
       ------------                    -----------------------------------------
                                    J. Philip Hester, Sr., President and C.E.O.
                                    (Principal Executive Officer)


DATE:  May 14, 2002                 BY:      /s/ Robert W. Coile
       ------------                    -----------------------------------------
                                    Robert W. Coile, C.F.O. and Treasurer
                                    (Principal Financial and Accounting Officer)

                                       17