UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20529

                                   FORM 10-QSB
Mark One

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

             For the quarterly period ended      March 31, 2000
                                              -------------------

[   ]   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

             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                                             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 ___

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the  registrant  filed all  documents  and reports  required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the  distribution  of
securities under a plan confirmed by court.
Yes               No
    ---------        ---------

                      APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of May 1, 2000: 950,000; $ 0 par value.

Transitional Small Business Disclosure Format (Check One)  Yes        No   X
                                                               ----       ----


<PAGE>


                    CHESTATEE BANCSHARES, INC. AND SUBSIDIARY





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

                               INDEX
                               -----

                                                                          Page

PART I.    FINANCIAL INFORMATION

           Item 1.  Financial Statements

              Consolidated Balance Sheet - March 31, 2000...................3

              Consolidated Statements of Income and Comprehensive Income
               Three Months Ended March 31, 2000 and 1999...................4

              Consolidated Statements of Cash Flows -
               Three Months Ended March 31, 2000 and 1999 ..................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 4 - Submission of Matters to a Vote of Security Holders....13

           Item 6 - Exhibits and Reports on Form 8-K.......................13

           Signatures......................................................14



                                       2
<PAGE>
                         PART I - FINANCIAL INFORMATION
                              FINANCIAL STATEMENTS

                    CHESTATEE BANCSHARES, INC. AND SUBSIDIARY
<TABLE>
<CAPTION>
                           CONSOLIDATED BALANCE SHEET
                                 MARCH 31, 2000
                                   (Unaudited)


<S>                                                                  <C>
                                  Assets

Cash and due from banks                                              $ 2,112,506
Interest-bearing deposits in banks                                         8,765
Federal funds sold                                                     4,580,000
Securities available-for-sale                                          1,083,754
Securities held-to-maturity, fair value of $2,361,000                  2,403,639

Loans                                                                 48,099,403
Less allowance for loan losses                                           461,338
                                                                     -----------
          Loans, net                                                  47,638,065
                                                                     -----------

Premises and equipment                                                 2,996,399
Other assets                                                             543,820
                                                                     -----------

          Total assets                                               $61,366,948
                                                                     ===========


                   Liabilities and Stockholders' Equity

Deposits
    Demand                                                           $ 6,435,903
    Interest-bearing demand                                           18,265,588
    Savings                                                              634,424
    Time                                                              26,671,672
                                                                     -----------
          Total deposits                                              52,007,587
Other liabilities                                                        201,756
                                                                     -----------
          Total liabilities                                           52,209,343
                                                                     -----------

Commitments and contingent liabilities

Stockholders' equity
    Common stock, no par value; 10,000,000 shares
      authorized; 950,000 shares issued and outstanding                9,482,364
    Accumulated deficit                                                 -314,409
    Accumulated other comprehensive loss                                 -10,350
                                                                     -----------
          Total stockholders' equity                                   9,157,605
                                                                     -----------

          Total liabilities and stockholders' equity                 $61,366,948
                                                                     ===========
</TABLE>

See Notes to Consolidated Financial Statements.


                                       3
<PAGE>
                    CHESTATEE BANCSHARES, INC. AND SUBSIDIARY
<TABLE>
<CAPTION>
           CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
                   THREE MONTHS ENDED MARCH 31, 2000 AND 1999
                                   (Unaudited)


                                                             2000        1999
                                                         ----------   ----------
<S>                                                      <C>          <C>
Interest income
    Loans                                                $1,111,929   $  528,833
    Taxable securites                                        46,482       67,287
    Federal funds sold                                       44,185       62,923
    Interest-bearing deposits in banks                          813            0
                                                         ----------   ----------
              Total interest income                       1,203,409      659,043
                                                         ----------   ----------

Interest expense:
    Deposits                                                504,955      243,905
    Federal funds purchased                                       0        3,252
                                                         ----------   ----------
              Total interest expense                        504,955      247,157
                                                         ----------   ----------

              Net interest income                           698,454      411,886
Provision for loan losses                                    64,075       73,103
                                                         ----------   ----------
              Net interest income after
                provision for loan losses                   634,379      338,783
                                                         ----------   ----------

Other income
   Service charges and fees                                  54,242       31,961
   Other operating income                                    36,370       45,569
                                                         ----------   ----------
              Total other  income                            90,612       77,530
                                                         ----------   ----------

Other expenses
    Salaries and employee benefits                          263,407      203,688
    Occupancy and equipment expenses                         75,027       26,762
    Other operating expenses                                254,913      152,259
                                                         ----------   ----------
                                                            593,347      382,709
                                                         ----------   ----------

              Net income before income taxes                131,644       33,604

Income tax expense                                                0            0
                                                         ----------   ----------

              Net income                                    131,644       33,604
                                                         ----------   ----------

Other comprehensive loss:
    Unrealized losses on securities available-for-sale
      arising during period                                  -1,131       -3,593
                                                         ----------   ----------


Comprehensive income                                     $  130,513   $   30,011
                                                         ==========   ==========

Basic and diluted earnings per common share              $     0.14   $     0.04
                                                         ==========   ==========

Cash dividends per common share                          $        0   $        0
                                                         ==========   ==========
</TABLE>

See Notes to Consolidated Financial Statements.

                                       4

<PAGE>
                    CHESTATEE BANCSHARES, INC. AND SUBSIDIARY
<TABLE>
<CAPTION>
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                   THREE MONTHS ENDED MARCH 31, 2000 AND 1999
                                   (Unaudited)

                                                                 2000          1999
                                                              -----------   -----------
<S>                                                           <C>           <C>
OPERATING ACTIVITIES
    Net income                                                $   131,644   $    33,604
    Adjustments to reconcile net income to net cash
        provided by operating activities:
        Depreciation                                               35,116        15,000
        Provision for loan losses                                  64,075        73,103
        Gain on sale of other real estate owned                    -1,824             0
        Increase in interest receivable                           -67,223       -57,427
        Increase in interest payable                               36,762         6,019
        Other operating activities                                -64,817        12,964
                                                              -----------   -----------

              Net cash provided by operating activities           133,733        83,263
                                                              -----------   -----------

INVESTING ACTIVITIES
    Net increase in interest-bearing deposits in banks             -8,765        -5,897
    Net (increase) decrease in Federal funds sold              -2,160,000     4,010,000
    Purchase of securities available-for-sale                    -498,504    -2,752,693
    Proceeds from maturities  of securites held-to-maturity       502,280     2,000,000
    Purchase of securites held-to-maturity                              0      -908,558
    Net increase in loans                                      -8,456,363    -6,405,773
    Purchase of premises and equipment                            -62,559      -215,409
    Proceeds from sale of other real estate                       206,788             0
                                                              -----------   -----------

              Net cash used in investing activities           -10,477,123    -4,278,330
                                                              -----------   -----------

FINANCING ACTIVITIES
    Net increase in deposits                                   10,191,608     3,983,320
    Net increase Fedreral funds purchased                               0       880,000
                                                              -----------   -----------

              Net cash provided by financing activities        10,191,608     4,863,320
                                                              -----------   -----------

Net increase (decrease) in cash and due from banks               -151,782       668,253

Cash and due from banks at beginning of year                    2,264,288       903,205
                                                              -----------   -----------

Cash and due from banks at end of period                      $ 2,112,506   $ 1,571,458
                                                              ===========   ===========


SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
    Cash paid for:
         Interest                                             $   468,193   $   241,138

         Income taxes                                         $    26,454   $         0
</TABLE>

See Notes to Consolidated Financial Statements.


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


NOTE 1.  NATURE OF BUSINESS AND BASIS OF PRESENTATION

          Chestatee  Bancshares,  Inc. (the "Company") is a bank holding company
          which was formed for the purpose of acquiring the  outstanding  common
          stock of Chestatee  State Bank (the "Bank").  The  acquisition  of the
          Bank was  consummated on March 31, 2000. The Bank is a commercial bank
          located in Dawsonville, Georgia.

          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, 2000 is not
          necessarily  indicative  of the  results to be  expected  for the full
          year.


NOTE 2.  CURRENT ACCOUNTING DEVELOPMENTS

          In June 1998, the Financial Accounting Standards Board issued SFAS No.
          133,  "Accounting for Derivative  Instruments and Hedging Activities".
          The effective date of this statement has been deferred by SFAS No. 137
          until  fiscal  years  beginning  after  June 15,  2000.  However,  the
          statement  permits  early  adoption as of the  beginning of any fiscal
          quarter  after  its  issuance.  The  Company  expects  to  adopt  this
          statement effective January 1, 2001. SFAS No. 133 requires the Company
          to recognize all  derivatives  as either assets or  liabilities in the
          balance sheet at fair value.  For derivatives  that are not designated
          as hedges,  the gain or loss must be  recognized  in  earnings  in the
          period of  change.  For  derivatives  that are  designated  as hedges,
          changes in the fair value of the hedged assets,  liabilities,  or firm
          commitments  must be  recognized  in earnings or  recognized  in other
          comprehensive  income until the hedged item is recognized in earnings,
          depending  on the nature of the hedge.  The  ineffective  portion of a
          derivative's  change in fair  value  must be  recognized  in  earnings
          immediately.  Management  has  not  yet  determined  what  effect  the
          adoption  of SFAS  No.  133 will  have on the  Company's  earnings  or
          financial position.

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



                                       6
<PAGE>
                    CHESTATEE BANCSHARES, INC. AND SUBSIDIARY

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 the Company and its bank  subsidiary  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  Bank  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 the  Company's  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

          As of March 31, 2000,  the liquidity  ratio of the Bank, as determined
          under   guidelines   established   by  regulatory   authorities,   was
          satisfactory.

          At March 31, 2000, the capital ratios of the Company and the Bank were
          adequate based on regulatory minimum capital requirements. The minimum
          capital requirements and the actual capital ratios for the Company and
          the Bank are as follows:
<TABLE>
<CAPTION>
                                                                 Actual
                                                     --------------------------------
                                                         Chestatee       Chestatee
                                                        Bancshares,        State         Regulatory
                                                            Inc.           Bank         Requirement
                                                       --------------- --------------  ---------------
<S>                                                         <C>             <C>               <C>
                  Leverage capital ratios                   16.43 %         16.48 %           4.00 %
                  Risk-based capital ratios:
                     Core capital                           18.27           18.32             4.00
                     Total capital                          19.18           19.24             8.00
</TABLE>

               As the Company and the Bank continue to grow,  the capital ratios
               will  decrease  to  levels  closer  to,  but  still in  excess of
               regulatory minimum requirements.




                                       8
<PAGE>
Financial Condition

Following  is a  summary  of  the  Company's  balance  sheets  for  the  periods
indicated:
<TABLE>
<CAPTION>
                                             March 31,         December 31,
                                               2000                1999                  Increase (Decrease)
                                           --------------     ----------------     --------------------------------
                                                 (Dollars in Thousands)                Amount           Percent
                                           -----------------------------------     --------------    --------------
<S>                                        <C>                <C>                  <C>                  <C>
Cash and due from banks                    $       2,113      $         2,264      $       (151)        (6.67) %
Interest-bearing deposits in banks                     8                    -                  8             -
Federal funds sold                                 4,580                2,420              2,160         89.26
Securities                                         3,487                3,492                (5)        (0.14)
Loans                                             47,638               39,245              8,393         21.39
Premises and equipment                             2,996                2,970                 26          0.88
Other assets                                         544                  640               (96)       (15.00)
                                           --------------     ----------------     --------------
                                           $      61,366      $        51,031      $      10,335         20.25
                                           ==============     ================     ==============

Deposits                                   $      52,007      $        41,816      $      10,191         24.37 %
Other liabilities                                    202                  188                 14          7.45
Stockholders' equity                               9,157                9,027                130          1.44
                                           --------------     ----------------     --------------
                                           $      61,366      $        51,031      $      10,335         20.25
                                           ==============     ================     ==============
</TABLE>

As indicated in the above table,  the  Company's  total assets grew at a rate of
20.25%. This high rate of growth is not uncommon for a de novo bank. Significant
deposit growth of $10,191,000 was primarily  invested in loans and Federal funds
sold. The Company's loan to deposit ratio has decreased  slightly from 94.80% at
December 31, 1999 to 92.49% at March 31, 2000,  indicating continued strong loan
demand in the Company's primary market area of Dawson County.



                                       9
<PAGE>

Results of Operations For The Three Months Ended March 31, 2000 and 1999

Following is a summary of the Company's operations for the periods indicated.
<TABLE>
<CAPTION>
                                                     Three Months Ended
                                                          March 31,
                                               -------------------------------
                                                     2000             1999              Increase (Decrease)
                                               ---------------   -------------   -----------------------------------
                                                   (Dollars in Thousands)            Amount          Percent
                                               -------------------------------   ---------------   -----------------

<S>                                            <C>               <C>             <C>                      <C>
Interest income                                $        1,203    $        659    $          544           82.60 %

Interest expense                                          505             247               258          104.30
                                               ---------------   -------------   ---------------

Net interest income                                       698             412               286           69.58

Provision for loan losses                                  64              73               (9)         (12.35)

Other income                                               91              78                13           16.87

Other expense                                             593             383               210           55.04
                                               ---------------   -------------   ---------------

Net income                                     $          132    $         34    $           98          291.76
                                               ===============   =============   ===============
</TABLE>

As indicated in the above table, the Company's net interest income has increased
by $286,000  during the first  quarter of 2000 as compared to the same period in
1999.  The  Company's  net interest  margin  decreased to 5.59% during the first
quarter  of 2000 as  compared  to 5.79%  during  the first  quarter  of 1999 and
increased as compared to 5.43% for the entire year of 1999.  The increase in net
interest  income is due  primarily  to the  increased  volume of  average  loans
outstanding.  The  fluctuations  in net interest margin are due to increases and
decreases  of the average  balances  of  securities  and  Federal  funds sold as
components of total average  interest-earning assets which typically have yields
lower than loans.

The  provision  for loan losses was $64,000  during the first quarter of 2000 as
compared to $73,000 for the same period in 1999.  The amounts  provided  are due
primarily to loan growth and inherent risk in the loan portfolio.  The Company's
reserve for loan losses amounted to 0.96% at March 31, 2000 as compared to 1.00%
at December 31, 1999.  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 continuing review of loan loss experience, current economic
conditions  which may affect the borrower's  ability to repay and the underlying
collateral value.


                                       10
<PAGE>
Information with respect to nonaccrual, past due and restructured loans at March
31, 2000 and 1999 is as follows:
<TABLE>
<CAPTION>
                                                                                March 31,
                                                                         ----------------------
                                                                           2000          1999
                                                                         ----------------------
                                                                         (Dollars in Thousands)
                                                                         ----------------------
<S>                                                                      <C>        <C>
Nonaccrual loans                                                         $     --   $      --
Loans contractually past due ninety days or more as to interest
   or principal payments and still accruing                                    61          --
Restructured loans                                                             --          --
Loans, now current about which there are serious doubts as to the
   ability of the borrower to comply with loan repayment terms                 --          --
Interest income that would have been recorded on nonaccrual
   and restructured loans under original terms                                 --          --
Interest income that was recorded on nonaccrual and restructured loans         --          --
</TABLE>

It is the policy of the Company to  discontinue  the accrual of interest  income
when,  in the  opinion  of  management,  collection  of  such  interest  becomes
doubtful.  This status is accorded such 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, 2000 and 1999 is as follows:
<TABLE>
<CAPTION>
                                                                              Three Months Ended
                                                                                    March 31,
                                                                        ----------------------------------
                                                                             2000                1999
                                                                        ---------------   ----------------
                                                                             (Dollars in Thousands)
                                                                        ----------------------------------
<S>                                                                     <C>               <C>
Average amount of loans outstanding                                     $       43,576    $        17,108
                                                                        ===============   ================

Balance of allowance for loan losses at beginning of period             $          397    $           152
                                                                        ---------------   ----------------
                                                                        ---------------   ----------------

Loans charged off
   Commercial and financial                                             $            -    $             -
   Real estate mortgage                                                              -                  -
   Instalment                                                                        -                  -
                                                                        ---------------   ----------------
                                                                                     -                  -
                                                                        ---------------   ----------------

Loans recovered
   Commercial and financial                                                          -                  -
   Real estate mortgage                                                              -                  -
   Installment                                                                       -                  -
                                                                        ---------------   ----------------
                                                                                     -                  -
                                                                        ---------------   ----------------

Net charge-offs                                                                      -                  -
                                                                        ---------------   ----------------

Additions to allowance charged to operating expense during period                   64                 73
                                                                        ---------------   ----------------

Balance of allowance for loan losses at end of period                   $          461    $           225
                                                                        ===============   ================

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

Other income has  increased  during the first quarter of 2000 as compared to the
same period in 1999 by $13,000 due  primarily  to increased  service  charges of
$22,000,  other  miscellaneous  fees of  $5,000,  and  decreased  mortgage  loan
origination fees of $14,000.

Other  expenses  increased  during the first  quarter of 2000 as compared to the
same period in 1999 by $210,000 due to increased  salaries and employee benefits
of $60,000,  equipment and occupancy  expenses of $48,000,  and other  operating
expenses of $102,000.  Salaries and employee  benefits have  increased due to an
increase in the number of full time equivalent employees to 27 at March 31, 2000
from 19 at March 31,  1999 and to normal  salary  increases.  The  increases  in
equipment  and  occupancy  expenses  and other  expenses  are due to the overall
growth of the Company.

The  Company has  recorded  no  provision  for income  taxes due to  accumulated
deficits incurred through March 31, 2000.

Overall  net income  increased  by $98,000  during the first  quarter of 2000 as
compared  to the same period in 1999 due to  increased  net  interest  income of
$286,000 being substantially offset by increased operating costs of $210,000.


                                       12
<PAGE>
                           PART II - OTHER INFORMATION





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

The  Company  did not submit any matter  during the first  quarter of the fiscal
year ending March 31, 2000 to a vote of shareholders through the solicitation of
proxies or otherwise.  The Bank held a special  meeting of shareholders on March
21, 2000 for the purpose of  considering  a plan of  reorganization  pursuant to
which the Bank would become and thereafter operated as a wholly-owned subsidiary
of the Company.  The reorganization  was approved  unanimously by all 652,220 of
the outstanding  shares of common stock of the Bank entitled to vote and present
at the special meeting of shareholders. The shares voting in favor of the merger
represented  more than the two-third  (2/3)  required.  The  reorganization  was
consummated effective March 31, 2000.


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

          (a) Exhibits.

          21. Subsidiaries of the Company.

          27. Financial Data Schedule (for SEC use only).

          (b) Reports on Form 8-K.

          A report on Form 8-K12G3 was filed by the Company with the  Securities
          and Exchange Commission on April 13, 2000, announcing the consummation
          of the Plan of  Reorganization  and  Agreement  of Merger  whereby the
          Company  became a one-bank  holding  company  and the Bank  became its
          wholly-owned  subsidiary.  An unaudited pro forma consolidated balance
          sheet at March 31,  2000,  giving  effect to the  reorganization,  was
          filed as part of the Form 8-K12G3.






                                       13
<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 12, 2000
       ------------

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


DATE:  May 12, 2000

BY:    /s/ Robert W. Coile
       ----------------------------------------
       Robert W. Coile, C.F.O. and Treasurer
       (Principal Financial and Accounting Office