<PAGE>
 
               UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D. C.  20549
                                  FORM 10-QSB
                                  -----------

                  Quarterly Report Under Section 13 or 15(d)
                    of the Securities Exchange Act of 1934

(Mark One)
     X   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
    ---  EXCHANGE ACT OF 1934 
         

             For the quarterly period ended   September 30, 1996
                                            ----------------------

         OR

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

                      Commission File Number:   333-4304
                                                ----------
 

                             NEWNAN HOLDINGS, INC.
              ---------------------------------------------------
            (Exact name of registrant as specified in its charter)

Georgia                                                    58 - 2232785
----------------------------------                       -----------------
(State or other jurisdiction of                         (I.R.S. Employment
Incorporation or organization)                        Identification Number)

19 Jefferson Street
Newnan, Georgia                                                30263
---------------------                                         --------
(Address of principal                                        (Zip Code)
 executive office)

Registrant's telephone number, including area code:  (770) 253-5017
                                                     --------------

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    X   No  
                            ---      ---

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of November 12, 1996:    1,598,597
<PAGE>
 
                                     INDEX


                                                                       Page
                                                                       ----

Part I.  Financial Information
------------------------------

I.  Condensed Consolidated Financial Statements (unaudited)
 
    Condensed Consolidated Balance Sheet  as of September 30, 1996 and
    March 31, 1996..................................................      1
 
    Condensed Consolidated Statements of Earnings For The
    Three and Six Months Ended September 30, 1996 and 1995..........      2
 
    Condensed Consolidated Statements of Cash Flows
    For The Six Months Ended September 30, 1996 and 1995............  3 - 4
 
    Notes to Condensed Consolidated Financial Statements............  5 - 6
 
Item 2.  Management's Discussion and Analysis of Results of
    Operations and Financial Condition.............................. 7 - 12
 

Part II  Other Information
         -----------------

         Schedules Omitted
         -----------------

All schedules other than those indicated above are omitted because of the
absence of the conditions under which they are required or because the
information is included in the condensed consolidated financial statements and
related notes.
<PAGE>
 
<TABLE>
<CAPTION>
                                          NEWNAN HOLDINGS, INC. AND SUBSIDIARIES
                                           Condensed Consolidated Balance Sheets
                                              September 30 and March 31, 1996
                                                        (Unaudited)
                                                                                 September 30         March 31
<S>                                                                             <C>                 <C>
                                          ASSETS
Cash and cash equivalents:
       Cash and due from banks                                                  $ 10,061,175       $  9,214,902 
       Interest-bearing deposits in other banks                                      912,891            524,372 
       Federal funds sold                                                          5,270,000                  0 
                                                                              ---------------------------------
       Total cash and cash equivalents                                            16,244,066          9,739,274 
Loans held for sale                                                                7,553,987          7,878,878 
Investment securities available for sale, at fair value                           17,794,988         22,794,000 
Mortgage-backed securities held to maturity, at amortized cost,                    7,039,537          9,132,552 
       fair value of $6,986,613 and  $9,086,437 at September 30                                                 
       and March 31, 1996                                                                                       
Loans receivable, net of allowance of $2,808,300                                 188,514,149        123,072,970 
Stock in Federal Home Loan Bank, at cost                                           1,217,900          1,471,700 
Real estate held for development and sale                                          3,699,158          3,850,722 
Premises and equipment, net                                                        4,647,808          2,746,486 
Goodwill                                                                           5,210,235                  0 
Other assets                                                                       4,023,706          1,323,718 
                                                                              ---------------------------------
                                                                                $255,945,534       $182,010,300 
                                                                              ---------------------------------
                                                                                                                
LIABILITIES AND STOCKHOLDERS' EQUITY                                                                            
Deposit accounts                                                                $214,590,649       $130,635,333 
Advances from the Federal Home Loan Bank                                          14,170,597         29,488,465 
Accrued expenses and other liabilities                                             4,142,266          1,620,505 
                                                                              ---------------------------------
       Total liabilities                                                         232,903,512        161,744,303 
                                                                              =================================
                                                                                                                
Commitments and Contingencies                                                                                   
                                                                                                                
Stockholders' equity                                                                                            
Common stock, $1.00 par value, 8,000,000 shares authorized;                        1,598,597          1,458,307 
       1,598,597 and 1,458,307 shares issued, 1,587,297 and                                                     
       1,458,307 shares outstanding, respectively                                                               
Additional paid-in capital                                                         7,835,685          5,853,830 
Retained earnings, substantially restricted                                       13,864,849         12,954,052 
Treasury stock, at cost (11,300 shares)                                             (231,650)                 0 
Net unrealized holding losses on investment securities                               (25,459)              (192)
        available for sale                                                                                       
       Total stockholders' equity                                                 23,042,022         20,265,997 
                                                                              ---------------------------------
                                                                                $255,945,534       $182,010,300  
                                                                              =================================
</TABLE> 
See accompanying notes to condensed consolidated financial statements.


                                      -1-
<PAGE>
 
<TABLE> 
<CAPTION> 
 
                   NEWNAN SAVINGS BANK, FSB AND SUBSIDIARIES
                      Consolidated Statements of Earnings
        For the Three and Six Months Ended September 30, 1996 and 1995
                                  (Unaudited)
                                                              Three Months                Six Months
                                                          1996          1995           1996           1995
<S>                                                   <C>           <C>           <C>            <C> 
INTEREST AND DIVIDEND INCOME:                         
   Loans                                              $3,719,357  $  2,897,854   $  6,491,910   $  5,674,423
   Interest-bearing deposits                             107,847        14,404        178,998         36,645
   Investment securities available for sale              171,140        85,654        233,633        201,731
                                                     -------------------------------------------------------
   Mortgage-backed securities                            116,526       127,681        244,728        254,422
                                                     -------------------------------------------------------
       Total interest and dividend income              4,114,870     3,125,593      7,149,269      6,167,221
                                                     -------------------------------------------------------
INTEREST EXPENSE:                                     
   Interest on deposits                                1,732,801     1,375,610      3,125,149      2,658,396
   Interest on borrowed funds                            133,978       280,935        255,046        615,620
                                                     -------------------------------------------------------
       Total interest expense                          1,866,779     1,656,545      3,380,195      3,274,016
                                                     -------------------------------------------------------
       Net interest income                             2,248,091     1,469,048      3,769,074      2,893,205
Provision for loan losses                                 20,000        10,000         20,000         10,000
                                                     -------------------------------------------------------
       Net interest income after provision for      
       loan losses                                     2,228,091     1,459,048      3,749,074      2,883,205  
                                                     -------------------------------------------------------
OTHER INCOME (LOSSES):                                
   Loan servicing and other loan fees, net               116,562       147,618        273,036        283,381
   Deposit and other service charge income               224,556       159,612        414,340        318,474
   Gain on sale of loans                                 180,811       165,368        377,039        266,313
   Gain on sale of real estate held for              
       development and sale                              549,926       196,725        624,170        988,874 
   Other operating income                                 45,131        44,312         78,416         71,869
                                                     -------------------------------------------------------
       Total other income                              1,116,986       713,635      1,767,001      1,928,911
                                                     -------------------------------------------------------
GENERAL AND ADMINISTRATIVE EXPENSES:                  
   Compensation and related benefits                     781,322       518,829      1,304,484      1,040,634
   Office properties and equipment                       287,771       209,606        491,225        392,375
   Federal insurance premiums                            844,798        67,512        916,960        133,550
   Amortization of Goodwill                               28,832             0         28,832              0
   Other operating expenses                              422,988       329,396        762,761        660,156
                                                     -------------------------------------------------------
       Total general and administrative expenses       2,365,711     1,125,343      3,504,262      2,226,715
                                                     -------------------------------------------------------
       Earnings before income taxes                      979,366     1,047,340      2,011,813      2,585,401
Income tax expense                                       367,481       423,336        763,937      1,013,542
                                                     -------------------------------------------------------
Net earnings                                          $  611,885  $    624,004   $  1,247,876   $  1,571,859
                                                     =======================================================
Net earnings per share 
       Primary                                             $0.37         $0.43          $0.78          $1.09
                                                     =======================================================
       Fully-diluted                                       $0.37         $0.43          $0.77          $1.09
                                                     =======================================================
Dividends per share                                        $0.11         $0.07          $0.22          $0.15
                                                     =======================================================
Weighted average common and common                   
  equivalent shares outstanding 
       Primary                                         1,633,460     1,445,756      1,597,842      1,445,756
                                                     =======================================================
       Fully-diluted                                   1,653,842     1,445,756      1,615,197      1,445,756
                                                     =======================================================
</TABLE> 

See accompanying notes to condensed consolidated financial statements.


                                      -2-
<PAGE>
 
<TABLE> 
<CAPTION> 


                    NEWNAN HOLDINGS, INC. AND SUBSIDIARIES
                     Consolidated Statements of Cash Flows
             For the Six Months Ended September 30, 1996 and 1995
                                  (Unaudited)
                                                                              1996           1995
<S>                                                                        <C>            <C> 
CASH FLOWS FROM OPERATING ACTIVITIES:                                   
Net earnings                                                              $  1,247,876   $  1,571,879
Adjustments to reconcile net income to net cash (used in)               
  provided by operating activities:                                     
 Provision for loan losses                                                      20,000         10,000
 Depreciation                                                                  183,502        145,469
 Other amortization and (accretion), net                                         7,123         13,804
 Net gain on sale of loans                                                    (377,039)      (266,313)
 Origination of loans held for sale                                        (23,278,762)   (20,876,124)
 Proceeds from sale of loans                                                23,603,653     19,945,745
 Net gain on sale of real estate                                              (624,170)      (988,874)
 (Increase) decrease in other assets                                          (659,219)       134,837
 (Decrease) increase in accrued expenses and other liabilities               1,169,347        548,431
                                                                           --------------------------
      Net cash (used in) provided by operating activities                    1,292,311        238,854
                                                                           --------------------------
                                                                        
CASH FLOWS FROM INVESTING ACTIVITIES:                                   
Proceeds from maturities of investment securities available for sale        21,487,332      6,500,000
Purchases of investment and mortgage-backed securities held to             
    maturity                                                                         0       (500,000)
Proceeds from redemption of stock in Federal Home Loan Bank                    500,100              0
Purchases of investment securities available for sale                                0              0
Proceeds from call of investments available for sale                           500,000        649,800
Principal payments received on mortgage-backed securities held to       
    maturity                                                                 2,093,015        163,555
Increase in loans, net                                                      (7,832,449)    (3,337,350)
Increase in real estate acquired in settlement of loans                       (125,080)        26,100
Proceeds from sales of real estate                                             900,814      4,008,232
Purchase of premises and equipment                                             (72,617)      (223,850)
Acquistion of Southside Financial Group, net of cash and cash             
   equivalents acquired                                                     (4,538,715)             0
                                                                           --------------------------
Net cash (used in)  investing activities                                    12,912,400      7,286,487
                                                                           --------------------------
</TABLE> 

                                         -3-
                                                                        
<PAGE>
 
                    NEWNAN HOLDINGS, INC. AND SUBSIDIARIES
                     Consolidated Statements of Cash Flows
             For the Six Months Ended September 30, 1996 and 1995
                                  (Unaudited)


<TABLE> 
<CAPTION> 
                                                                               1996           1995
<S>                                                                         <C>           <C> 
CASH FLOWS FROM FINANCING ACTIVITIES:                                   
Net increase in deposit accounts                                          $  9,009,163   $  9,972,582
Net increase (decrease) in other borrowings                                (16,173,401)   (13,310,984)
Purchase of treasury stock                                                    (231,650)             0
Dividends                                                                     (337,079)      (216,191)
Stock options exercised                                                         33,048         14,377
                                                                          ---------------------------
     Net cash provided by  financing activities                             (7,699,919)    (3,540,216)
                                                                          ---------------------------
     Net increase (decrease) in cash and cash equivalents                    6,504,792      3,985,125
Cash and cash equivalents at beginning of year                               9,739,274      8,598,252
                                                                          ---------------------------
Cash and cash equivalents at end of year                                  $ 16,244,066   $ 12,583,377
                                                                          ===========================
                                                                        
Supplemental disclosures of cash paid during the year for:              
 Interest                                                                 $  3,824,079   $  3,231,839
                                                                          ===========================
 Income taxes                                                             $  1,062,042   $  1,055,000
                                                                          ===========================
                                                                        
Noncash financing activities                                            
 Stock issued to acquire Southside Financial Group, Inc.                  $  2,089,097   $          0
                                                                          ===========================
 
</TABLE> 

See accompanying notes to condensed consolidated financial statements.


                                      -4-
<PAGE>
 
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

NEWNAN HOLDINGS, INC. AND SUBSIDIARIES

1.  BASIS OF PRESENTATION

    The accompanying unaudited condensed consolidated financial statements have
    been prepared in accordance with the instructions to Form 10-Q and therefore
    do not include all information and footnotes required for fair presentation
    of financial position, results of operations, and changes in financial
    position in conformity with generally accepted accounting principles. All
    adjustments and recurring entries which, in the opinion of management, are
    required for a fair presentation of financial position and results of
    operations for the periods covered by this report have been included.

    Certain reclassifications have been made to prior financial statements to
    conform to current classifications.

2.  CURRENT ACCOUNTING DEVELOPMENTS
 
    The Financial Accounting Standards Board has issued SFAS No. 121,
    "Accounting for the Impairment of Long-Lived Assets and for Long-Lived
    Assets to be Disposed Of", No. 122, "Accounting for Mortgage Servicing
    Rights", and No. 123, "Accounting for Stock-Based Compensation", all of
    which are effective for financial statements for years beginning after
    December 31, 1995 and for transactions after December 31, 1995.

    SFAS 121 requires that long-lived assets and certain identifiable
    intangibles, including goodwill, will be reviewed for impairment whenever
    events or changes in circumstances indicate that the carrying amount of an
    asset may not be recoverable. In the event that the sum of the expected
    future cash flows is less than the carrying amount of an impaired long-lived
    asset, an impairment loss should be recognized. The adoption of the
    Statement is not expected to have a material effect on the earnings or
    financial condition of the Company.

    SFAS 122 requires mortgage banking enterprises to recognize as a separate
    asset the rights retained to service mortgage loans for third parties. These
    assets are to be based on the fair value of the mortgage servicing rights
    and mortgage loans, if practicable to estimate. Otherwise, the entire cost
    of purchasing or originating these loans should be allocated to mortgage
    loans. The adoption of this Statement is not expected to have a material
    effect of the earnings or financial condition of the Company.

    SFAS 123 establishes financial accounting and reporting standards for stock-
    based employee compensation plans. The statement defines a fair value based
    method for accounting for employee compensation plans and encourages the
    adoption of all plans. However, the statement allows previous methods of
    accounting for compensation plans to be utilized with additional disclosures
    required. The adoption of this Statement is not expected to have a material
    effect on the earnings or financial condition of the Company.

                                      -5-
<PAGE>
 
3.  BUSINESS COMBINATION

    On August 22, 1996 the Company acquired all of the outstanding common stock
    of Southside Financial Group, Inc. ("Southside"), the holding company parent
    of Citizens Bank and Trust of Fayette County, Georgia. The Company issued
    136,990 shares of its common stock and $13,716,878 in cash in exchange for
    all of the outstanding common shares of Southside. The excess of the
    purchase price over the fair value of the net assets acquired totaled
    $5,239,072 and is being amortized using the straight-line method over a 20-
    year period. This transaction was accounted for as a purchase and,
    therefore, is not included in the Company's results of operations or
    statements of financial position prior to the date of acquisition. The pro
    forma impact on the Company's results of operations for the six months ended
    September 30, 1996 and 1995 had the purchase transaction been consummated as
    of April 1, 1995, would have been as follows (dollars in thousands except
    per share amounts):  

<TABLE>
<CAPTION>
 
 
                                                 1996     1995  
                                                ---------------
       <S>                                      <C>      <C>    
       Net interest income                      $5,279   $4,989
                                                ===============
       Net income                               $1,335   $1,868
                                                ===============
       Net income per share                     $ 0.79   $ 1.18
                                                ===============
 
</TABLE>
                                      -6-
<PAGE>
 
                 ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

FINANCIAL CONDITION

Total assets at September 30, 1996  were $255.9 million, an increase of $73.9
million from March 31.  The increase is mainly attributable to the acquisition
of Southside Financial Group, Inc. ("Southside Acquisition") which was
consummated on August 22, 1996.  On that date, the fair value of the total
assets of Southside totaled $92 million.   Excluding the impact of the Southside
acquisition, loans receivable increased $7.8 million due to increases in
construction loans.  Deposit accounts increased $9.0 million excluding the
deposits assumed in connection with the acquisition.

 The increase in assets resulting from the Southside Acquisition was offset in
part by the repayment in the first quarter of the fiscal year of $20.5 million
in short term advances from the Federal Home Loan Bank with proceeds received
from the maturity of an investment security of approximately the same amount.
The security had been classified as available for sale at March 31, 1996.

LIQUIDITY

Liquidity management involves the matching of the cash flow requirements of
customers for the withdrawal of funds or the funding of loan originations, and
the ability of the Company's banks to meet those requirements.  Management
monitors and maintains appropriate levels of assets and liabilities so that
maturities of assets are such that adequate funds are provided to meet estimated
customer withdrawals and loan requests.

At September 30, 1996 the Banks' had cash and due from banks of $10.0 million,
interest bearing deposits in other banks of $0.9 million, and federal funds sold
of $5.3 million.  Additionally, the Banks have $17.8 million in securities
available for sale which could be sold to meet any liquidity needs.  The Banks
are also members of the Federal Home Loan Bank of Atlanta and are able to obtain
advances if needed.  At September 30, 1996, the Banks had, in addition to
amounts already borrowed, a combined credit availability of $35.8 million.

REGULATORY CAPITAL REQUIREMENTS

Banking regulations require the Company to maintain minimum capital levels in
relation to assets.  At September 30, 1996, the Company's capital ratios were
considered adequate based on regulatory minimum capital requirements.  The
minimum capital requirements and the actual capital ratios for the Company at
September 30, 1996 are as follows:
<TABLE>
<CAPTION>
 
                                                  Regulatory   
                                       Actual    Requirement   
                                       ---------------------  
         <S>                           <C>      <C>           
         Leverage                        8.98%          4.00% 
                                       ---------------------  
         Core                           12.69%          4.00% 
                                        --------------------  
         Risk Based                     13.72%          8.00%  

</TABLE>


                                      -7-
<PAGE>
 
In conjunction with the Southside acquisition, Newnan Savings Bank and Citizens
Bank and Trust each paid a special dividend to Newnan Holdings, Inc. to fund the
purchase of shares of Southside acquired for cash.  Subsequent to making their
respective  dividends, both banks continue to meet all required capital
requirements.

Management is not aware of any other current recommendations by the regulatory
authorities, events or trends, which, if they were to be implemented, would have
a material effect on the Bank's liquidity, capital resources, or operations.

RESULTS OF OPERATIONS

SIX  MONTHS ENDED SEPTEMBER  30, 1996 AND 1995

Net income for the six months ended September 30, 1996 was $1,247,876, a decline
of $323,983 from net income of  $1,571,859 for the same period in 1995.

NET INTEREST INCOME.  Net interest income for the six months ended September 30,
1996 increased $875,849, or 30.27% from the same period in 1995.  Interest
income increased $982,028 to  $7,149,269. For 1996, the average yield earned on
loans receivable increased from 8.57% in 1995 to 9.04% for 1996 while average
yields on mortgage backed securities held to maturity increased from 5.32% to
5.86%. The average yield on interest earning assets increased from 8.25% for
1995 to 8.63% for 1996.  Average earning assets increased from $149.4 million in
1995 to $165.7 in 1996.  This growth accounted for approximately $638,000 of the
$982,000 increase in interest income, with the remaining $344,000 increase being
the result of the increase in average yields.

Interest expense increased $106,179 or 3.24% from 1995.  Generally, over the
past twelve months the Company's source of funding for its interest earning
assets has shifted from utilization of Federal Home Loan Bank ("FHLB") advances
to deposits, which typically carry lower rates of interest than do FHLB
advances.  The average rate paid on interest bearing liabilities has declined
from 4.97% in 1995 to 4.77% in 1996.  Average interest bearing liabilities have
grown from $131.8 million in 1995 to $141.6 million in 1996.

Net interest margin was 4.55% in 1996 compared to 3.87% in 1995.

PROVISION FOR LOAN LOSSES.  The provision for loan losses is based on
management's evaluation of economic conditions, size and composition of the loan
portfolio, the historical charge-off experience, the level of nonperforming and
past due loans and other indications derived from reviewing the loan portfolio.
Management conducts such reviews quarterly, determining the level of loan loss
allowances needed so that any  provision for loan losses can be made as
necessary.   Based on its reviews during the period ended September 30, 1996,
management made a $20,000 provision for loan losses.  At September 30, 1996 the
allowance for loan losses was 1.41% of total loans compared to 1.05% at March
31, 1996.  The allowance for loan losses as a percentage of nonperforming loans
as of September 30, 1996 was 111.78% compared to 192.29% at March 31, 1996.  The
ratio of nonperforming loans as a percentage of total loans was 1.26% at
September 30, 1996 compared to 0.54% at March 31 1996, respectively.  Management
believes that the allowance for loan losses is adequate in light of the
collateral position of past due and nonaccruing loans and potential problem
loans.

                                      -8-
<PAGE>
 
At September 30, 1996 and March 31, 1996, nonaccrual, past due, and restructured
loans were as follows (all dollars in thousands):
<TABLE>
<CAPTION>
                                                                   September 30,  March 31,
                                                                       1996         1996
 
<S>                                                                <C>               <C>
Total nonaccruing loans                                               $2,512         $ 713
Loans contractually past due ninety days or more as to interest       $    0         $   0
   or principal payments and still accruing
Restructured loans                                                    $    0         $   0
Loans, now current about which there are serious doubts as to         $  293         $ 982
   the ability of the borrower to comply with loan repayment
   terms
 
 
</TABLE>

From March 31, 1996 to September 30, 1996 the total of nonaccruing and past due
loans (loans 90 days or more delinquent) increased  $1,799,000 to $2,512,000
while potential problem loans (loans now current about which there are serious
doubts as to the ability of the borrower to comply with loan repayment terms)
declined $689,000 to $293,000.  The primary reason for the increase in past due
loans results from the Southside Acquisition.  At September 30, 1996, loans
acquired through the acquisition totaling $1,540,000 were past due.  Of these
loans, loans to three borrowers totaling $1,430,000 have characteristics for
which management questions the collectibility of principal and interest.
Specific reserves totaling $635,000 have been allocated against these loans.  In
addition to these loans, past due loans also included five loans totaling
$653,000 secured by single family dwellings, one loan totaling $68,000 secured
by two residential building lots,  with the remaining $361,000 past due loans
consisting of approximately forty loans of smaller balances, none of which
exceeded $25,000.   In total, management has allocated $835,000 in specific
reserves against the total nonaccrual loans.

At March 31, 1996 management had recognized one loan in the amount of $1,131,000
as an impaired loan pursuant to SFAS 114 and 118. This loan carried a valuation
allowance of $5,655. At September 30, 1996, the Company had identified
$3,633,000 in impaired loans which consisted of the nonaccrual loans identified
above and the $1,131,000 loan mentioned previously. A total of $835,000 had been
allocated against these loans.

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.

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.

                                      -9-
<PAGE>
 
Information regarding certain loans and allowance for loan loss data through
September 30, 1996 is as follows (all dollars in thousands):

<TABLE>
<CAPTION>
 
                                                              Six Months Ended September 30
                                                                   1996            1995
                                                              ----------------------------- 
<S>                                                             <C>             <C>
Average amount of loans outstanding                             $ 143,609       $ 132,356
                                                                =========================           
Balance of allowance for loan losses at beginning of period     $   1,371       $   1,435          
                                                                =========================           

Loans charged off           
  Commercial and financial                                               0              0
  Construction                                                           0              0
  Real Estate                                                           22             39
  Installment                                                           13              5
                                                                -------------------------           
                                                                        35             44 
                                                                -------------------------           
Loans recovered                       
  Commercial and financial                                               0              0
  Construction                                                           0              0
  Real Estate                                                            3              4
  Installment                                                            3              7
                                                                -------------------------           
                                                                         6             11 
                                                                -------------------------           
                                      
Net chargeoffs (recoveries)                                             29             33
                                                                -------------------------           
                                      
Additions to allowance charged to operating 
   expense during period                                                20             10 
Additions to allowance resulting from acquisition of 
  Southside Financial Group, Inc.                                    1,446              0          
                                                                -------------------------           
                                      
Balance of allowance for loan losses at end of period           $    2,808      $   1,412           
                                                                =========================           
                                      
Ratio of net loans charged off during the period to average    
  loans outstanding                                                   0.02%          0.02%           
                                                                =========================           

</TABLE>
 
 
OTHER INCOME. Other income declined $161,910 to $1,767,001. The largest item
contributing to this decline is a $364,704 decline in the gain on sale of real
estate held for development and sale. During 1995, approximately $1.8 million in
gains from sales of certain tracts of real estate zoned for commercial use were
deferred due to the initial investment of the buyers being insufficient to meet
the requirements under generally accepted accounting principles for recognition
of gain. Gain on sale of loans increased $110,726 or 41.58% due to increased
volume of loans sold. Additionally, deposit and other service charge income
increased $95,866 or 30.10% with $33,213 of the increase resulting from the
Southside Acquisition with the remaining $62,653 due to additional service
charges and overdraft fees earned on checking accounts.
 
GENERAL AND ADMINISTRATIVE EXPENSES. General and administrative expenses
increased $1,277,547 or 57.38% to $3,504,262. The primary component of this
increase was a $771,000 charge to earnings to

                                     -10-
<PAGE>
 
reflect the Special Assessment to recapitalize the Savings Association Insurance
Fund ("SAIF"). This assessment was levied against the Company's thrift
subsidiary, Newnan Savings Bank, FSB as of September 30, 1996 and will be paid
during the quarter ended December 31, 1996. Compensation expense increased
$263,850 or 25.35% to $1,304,484. Of the increase, $175,131 results from
additional expense resulting from the Southside Acquisition. Office properties
and equipment increased $98,850 or 25.19% to $491,225 of which $37,618 is
attributable to the Southside Acquisition. The remaining $61,232 is due
primarily to additional depreciation expense resulting from computer equipment
purchased and installed in the quarter ended September 30, 1995.


THREE MONTHS ENDED SEPTEMBER  30, 1996 AND 1995
                                        
Net earnings for the three months ended September 30, 1996 were $611,885, a
decline of $12,119  from net   earnings of  $624,004 for the same period in
1995.

NET INTEREST INCOME. Net interest income for the three months ended September
30, 1996 increased $779,043, or 53.03% from the same period in 1995. Interest
income increased $989,277 or 31.65% to $4,114,870. Average interest earning
assets increased from $149.8 million in 1995 to $184.2 million in 1996, while
average yields increased from 8.34% in 1995 to 8.93% in 1996. The increase in
the amount of average interest earning assets outstanding is attributable to the
Southside acquisition, and accounts for approximately $692,000 of the $989,000
increase in interest income, while $297,000 of the increase is due to the
increase in yields.

Interest expense increased $210,234 or 12.69% from 1995. The average balance of
interest bearing liabilities has increased from $133.7 million in 1995 to $156.3
million in 1996 while average rates paid on such liabilities declined from 4.95%
in 1995 to 4.78% in 1996.

For the three months ended September 30, 1996 net interest margin was 4.88% for
1996 compared to 3.92% in 1995.

 
PROVISION FOR LOAN LOSSES. The provision for loan losses is based on
management's evaluation of economic conditions, size and composition of the loan
portfolio, the historical charge-off experience, the level of nonperforming and
past due loans and other indications derived from reviewing the loan portfolio.
Management conducts such reviews quarterly, determining the level of loan loss
allowances needed so that any provision for loan losses can be made as
necessary. Based on its reviews during the period ended September 30, 1996,
management made a $20,000 provision for loan loss during the quarter.


OTHER INCOME. Other income increased $403,351 to $1,116,986. The largest item
contributing to this increase is a $353,201 increase in the gain on sale of real
estate held for development and sale. In 1995, $1.8 million in gains on sales of
certain commercial tracts of land were deferred due to the lack of sufficient
down payment made on the properties. These gains were recognized in the fourth
quarter of fiscal 1996. Additionally, deposit and other service charge income
increased $64,944 or 40.69% with $33,213 of the increase resulting from the
Southside Acquisition with the remaining $31,731 due to additional service
charges and overdraft fees earned on checking accounts.
 
GENERAL AND ADMINISTRATIVE EXPENSES. General and administrative expenses 
increased $1,240,368 or 110.24% to $2,365,711. The primary
component of this increase was the $771,000 charge to earnings to

                                     -11-
<PAGE>
 
reflect the Special Assessment to recapitalize the Savings Association Insurance
Fund. Compensation expense increased $262,493 or 50.59% to $781,322, of
which $175,131 results from additional expense resulting from the Southside
Acquisition. Office properties and equipment increased $78,165 or 37.29% to
$287,771 of which $37,618 is attributable to the Southside Acquisition. Other
expenses increased $93,592 or 28.48% to $422,988. Of this increase, $70,911 is
attributable to the Southside Acquisition.

                                     -12-
<PAGE>
 
                     NEWNAN HOLDINGS, INC. AND SUBSIDIARIES

                                    PART II


Item 1.  Legal Proceedings.

         None.

Item 2.  Changes in securities.

         None.

Item 3.  Defaults upon Senior Securities.

         Not applicable.

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

         Newnan Holdings, Inc. held a special meeting of stockholders at the
         home office of Newnan Savings Bank, FSB on August 21, 1996.

         The purpose of the meeting is to consider and vote upon a plan
         providing for the reorganization of Newnan Savings Bank, FSB into a
         holding company structure. Of the shares represented at the meeting
         (908,502 shares or 62.2 %), 903,151 shares voted for the
         reorganization, 610 voted against and 4,741 abstained.

Item 5.  Other information.

         The Company issued a press release dated October 21, 1996 announcing
         the proposed merger with Tara Bankshares Corporation, the holding
         company parent of Tara State Bank of Riverdale, Georgia. Tara State
         Bank has two offices in Clayton County, Georgia and has $60 million in
         assets.

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

         On July 30, 1996, a Form 8-K, including a press release dated July 16,
         1996, was filed to report that the Company's wholly-owned subsidiary,
         Jefferson Ventures, Inc., had entered into an agreement with Peachtree
         City Holdings, LLC., an affiliate of Peachtree City Development, Corp.
         to sell over time approximately 1,400 acres of land in the City of
         Newnan, Coweta County, Georgia. The land is part of Jefferson Ventures'
         White Oak residential development.

         Under the terms of the agreement, the purchaser has 120 days to cause
         appropriate surveys to be made delineating the usable acreage and to
         complete its due diligence. Subject to due diligence, the initial
         purchase of 400 acres under the contract is scheduled to occur by late
         December 1996. The purchaser will have eight years within which to
         purchase the balance of the property. However, the price of the
         property will escalate 1.75% per calendar quarter over that period. The
         purchase agreement further provides that Jefferson Ventures, Inc. has
         the right to cause the

                                     -13-
<PAGE>
 
purchaser to purchase the balance of the property on an accelerated basis,
provided that the price will be discounted 16% during the first two years of the
contract, 12% during years 3 through 5, and 6% after the fifth year of the
contract.

On September 6, the Company filed a Form 8-K to report that Newnan Holdings,
Inc. had completed its reorganization into a holding company structure and in
turn had completed its acquisition of Southside Financial Group, Inc., the
holding company parent of Citizens Bank and Trust of Fayette County.  This Form
8-K was amended on November 5, 1996 to include required disclosure of historical
financial statements of Southside Financial Group, Inc. and proforma financial
statements of Newnan Holdings, Inc.



                                     -14-
<PAGE>
 
                                   SIGNATURES


Pursuant to the requirements 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.


                               NEWNAN HOLDINGS, INC.
                               AND SUBSIDIARIES
                                       (Registrant)
                               ------------------------------



Date: November 14, 1996        /s/Douglas J. Hertha
                               ------------------------------
                               Douglas J. Hertha
                               Vice President
                               Chief Financial Officer



Date: November 14, 1996        /s/ Robert T. Marks
                               ------------------------------
                               Robert T. Marks
                               Chief Accounting Officer