<PAGE>   1

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-Q

                QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

                     OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended                           Commission File Number
       MARCH 31, 2001                                    0-29132

                              TIB FINANCIAL CORP.
-------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

FLORIDA                                                     65-0655973
-------------------------------------------------------------------------------
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                              Identification No.)

             99451 OVERSEAS HIGHWAY, KEY LARGO, FLORIDA 33037-7808
-------------------------------------------------------------------------------
              (Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: 305-451-4660

                                Not Applicable
-------------------------------------------------------------------------------
             (Former name, former address and former fiscal year,
                         if changed since last report)

Indicate by 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 equity, as of the latest practicable date:

Common Stock, $0.10 Par Value                                3,912,660
-----------------------------                     -----------------------------
        Class                                     Outstanding as of May 1, 2001


<PAGE>   2


PART I.     FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                              TIB FINANCIAL CORP.
                          CONSOLIDATED BALANCE SHEETS


<TABLE>
<CAPTION>
                                                              MARCH 31, 2001         DECEMBER 31, 2000
                                                              --------------         -----------------
                                                               (UNAUDITED)
<S>                                                           <C>                    <C>
ASSETS
Cash and due from banks                                        $ 13,415,138            $ 13,789,577
Interest bearing deposits in other bank                               6,292                  66,917
Federal funds sold                                               41,672,000               9,709,000
Investment securities held to maturity                           24,573,022              34,454,133
Investment securities available for sale                         37,703,071              34,753,767
Investment in ERAS Joint Venture                                    957,134               1,001,060

Loans, net of deferred loan fees                                327,195,032             315,085,375
Less: allowance for loan losses                                   3,043,094               3,267,873
                                                               ------------            ------------
       Loans, net                                               324,151,938             311,817,502

Premises and equipment, net                                      17,175,812              14,884,968
Intangible assets, net                                            4,923,117               5,043,031
Other assets                                                     17,692,912              13,800,190
                                                               ------------            ------------
       TOTAL ASSETS                                            $482,270,436            $439,320,145
                                                               ============            ============

LIABILITIES
Deposits:
       Noninterest-bearing demand                              $ 90,678,860            $ 76,159,071
       Interest-bearing demand and money market                 166,773,991             146,486,257
       Savings                                                   23,976,612              23,241,720
       Time deposits of $100,000 or more                         66,050,916              58,934,127
       Other time deposits                                       86,671,465              87,605,612
                                                               ------------            ------------
              Total Deposits                                    434,151,844             392,426,787
Short-term borrowings                                               855,213               1,041,799
Notes payable                                                     5,250,000               5,250,000
Trust preferred securities                                        8,000,000               8,000,000
Other liabilities                                                 7,047,154               6,364,905
                                                               ------------            ------------
       TOTAL LIABILITIES                                        455,304,211             413,083,491
                                                               ------------            ------------

STOCKHOLDERS' EQUITY
Common stock - $.10 par value: 7,500,000 shares
     authorized, 3,912,660 and 3,902,410
     shares issued                                                  391,266                 390,241
Additional paid in capital                                        7,953,000               7,886,047
Retained earnings                                                18,221,959              17,815,366
Accumulated other comprehensive income - unrealized
     gain on investment securities available for sale, net          400,000                 145,000
                                                               ------------            ------------
              TOTAL STOCKHOLDERS' EQUITY                         26,966,225              26,236,654
                                                               ------------            ------------

       TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY              $482,270,436            $439,320,145
                                                               ============            ============
</TABLE>

(See notes to consolidated financial statements)


                                       1
<PAGE>   3


                              TIB FINANCIAL CORP.
                       CONSOLIDATED STATEMENTS OF INCOME
                                  (UNAUDITED)


<TABLE>
<CAPTION>
                                                                                 THREE MONTHS ENDED
                                                                                      MARCH 31,
                                                                          ------------------------------------
                                                                              2001                     2000
                                                                          -----------               ----------
<S>                                                                       <C>                       <C>
INTEREST INCOME
Loans, including fees                                                     $ 7,390,122               $6,504,103
Investment securities:
       U.S. Treasury securities                                                39,779                  259,824
       U.S. Government agencies and corporations                              870,015                  533,328
       States and political subdivisions, tax-exempt                           68,716                   90,820
       States and political subdivisions, taxable                              29,638                       --
       Other investments                                                       24,455                   20,549
Interest bearing deposits in other bank                                         1,158                      370
Federal funds sold                                                            363,433                   91,907
                                                                          -----------               ----------
         TOTAL INTEREST INCOME                                              8,787,316                7,500,901
                                                                          -----------               ----------

INTEREST EXPENSE
Interest-bearing demand and money market                                    1,696,503                1,416,251
Savings                                                                       129,070                  138,081
Time deposits of $100,000 or more                                           1,008,539                  649,122
Other time deposits                                                         1,334,358                  834,664
Long term debt - trust preferred securities                                   214,302                       --
Notes payable                                                                 171,118                       --
Short-term borrowings                                                          16,844                   70,055
                                                                          -----------               ----------
         TOTAL INTEREST EXPENSE                                             4,570,734                3,108,173
                                                                          -----------               ----------

         NET INTEREST INCOME                                                4,216,582                4,392,728

                                                                          -----------               ----------
PROVISION FOR LOAN LOSSES                                                     135,000                  135,000
                                                                          -----------               ----------

         NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES                4,081,582                4,257,728

OTHER INCOME
Service charges on deposit accounts                                           591,802                  497,400
Investment securities gains, net                                                1,866                       --
Merchant bankcard processing income                                         1,247,295                1,094,283
Gain on sale of government guaranteed loans                                        --                    5,636
Fees on mortgage loans sold at origination                                    212,422                   61,826
Commissions on sales by Keys Insurance Agency, Inc.                           319,198                       --
Retail investment services                                                     39,042                   68,519
Equity in (loss) income, net of goodwill amortization, from
         investment in ERAS Joint Venture                                     (43,926)                  32,533
Other income                                                                  257,493                  171,304
                                                                          -----------               ----------
         TOTAL OTHER INCOME                                                 2,625,192                1,931,501
                                                                          -----------               ----------

OTHER EXPENSE
Salaries and employee benefits                                              2,366,059                1,911,916
Net occupancy expense                                                         769,137                  655,749
Other expense                                                               2,303,373                1,947,253
                                                                          -----------               ----------
         TOTAL OTHER EXPENSE                                                5,438,569                4,514,918
                                                                          -----------               ----------

         INCOME BEFORE INCOME TAX EXPENSE                                   1,268,205                1,674,311

</TABLE>

                                  (Continued)


                                       2
<PAGE>   4


                              TIB FINANCIAL CORP.
                       CONSOLIDATED STATEMENTS OF INCOME
                                  (UNAUDITED)


<TABLE>
<CAPTION>
                                                  THREE MONTHS ENDED
                                                        MARCH 31,
                                         --------------------------------------
                                             2001                     2000
                                         -----------              -------------

<S>                                      <C>                      <C>
INCOME TAX EXPENSE                           441,000                    624,400
                                         -----------              -------------

         NET INCOME                      $   827,205              $   1,049,911
                                         ===========              =============


BASIC EARNINGS PER SHARE:                $      0.21              $        0.24

DILUTED EARNINGS PER SHARE:              $      0.20              $        0.23
</TABLE>


                (See notes to consolidated financial statements)


                                       3
<PAGE>   5


                              TIB FINANCIAL CORP.
           CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
                                  (UNAUDITED)


<TABLE>
<CAPTION>
                                                                                               Accumulated
                                                                                                   Other                 Additional
                                                     Comprehensive     Retained     Treasury   Comprehensive    Common      Paid in
                                            Total        Income        Earnings      Stock     Income (Loss)     Stock      Capital
                                         ----------- -------------  ------------  ------------ ------------- ---------   ----------
<S>                                      <C>         <C>            <C>           <C>          <C>           <C>         <C>
Balance at December 31, 2000             $26,236,654                $17,815,366            --    $145,000     $390,241   $7,886,047

Comprehensive Income
     Net Income                              827,205  $   827,205       827,205
     Other comprehensive income, net
         of tax expense of $154,000:
         Change in unrealized gain
         (loss)  on securities
         available for sale, net             255,000      255,000                                  255,000
                                                      -----------
    Comprehensive income                              $ 1,082,205
                                                      ===========
Exercise of stock options                     57,900                                                             1,025       56,875
Income tax benefit from stock options
         exercised                            10,078                                                                         10,078
Cash dividends declared, $.1075 per
         share                              (420,612)                  (420,612)
                                         -----------  ------------  -----------  -------------    --------    --------   ----------

Balance at March 31, 2001                $26,966,225                $18,221,959            --     $400,000    $391,266   $7,953,000
                                         ===========  ============  ===========  =============    ========    ========   ==========
</TABLE>


<TABLE>
<CAPTION>
                                                                                               Accumulated
                                                                                                   Other                 Additional
                                                     Comprehensive     Retained     Treasury   Comprehensive    Common      Paid in
                                            Total        Income        Earnings      Stock     Income (Loss)     Stock      Capital
                                         ----------- -------------  ------------  ------------ ------------- ---------   ----------
<S>                                      <C>         <C>            <C>           <C>          <C>           <C>         <C>
Balance at December 31, 1999             $28,302,158                $21,634,649   $(1,051,472)  $(285,000)    $449,014   $7,554,967

Comprehensive Income
     Net Income                            1,049,911   $1,049,911     1,049,911
     Other comprehensive income, net
         of tax benefit of $20,000:
         Change in unrealized gain
         (loss) on securities
         available for sale, net             (34,000)     (34,000)                                (34,000)
                                                       ----------
    Comprehensive income                               $1,015,911
                                                       ==========
Exercise of stock options                     28,282                                                               400       27,882
Income tax benefit from stock options
         exercised                             4,425                                                                          4,425
Purchase of treasury stock                   (51,590)                                 (51,590)
Cash dividends declared, $.105 per
         share                              (461,384)                  (461,384)
                                         -----------   ----------   -----------  -------------    --------    --------   ----------

Balance at March 31, 2000                $28,837,802                $22,223,176   $(1,103,062)   $(319,000)   $449,414   $7,587,274
                                         ===========   ==========   ===========  =============    ========    ========   ==========
</TABLE>


                                       4
<PAGE>   6


                              TIB FINANCIAL CORP.
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
                                  (UNAUDITED)


<TABLE>
<CAPTION>
                                                                                   FOR THE THREE MONTH PERIOD ENDED
                                                                                              MARCH 31,
                                                                                     2001                     2000
                                                                                 ------------             ------------

<S>                                                                              <C>                      <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income                                                                       $    827,205             $  1,049,911
Adjustments to reconcile net income to net cash provided by operating
     activities:
              Net amortization of investments                                           6,413                   47,381
              Amortization of intangible assets                                       119,914                   43,371
              Depreciation of premises and equipment                                  324,499                  306,409
              Provision for loan losses                                               135,000                  135,000
              Deferred income tax provision (benefit)                                 (70,325)                  57,970
              Deferred net loan fees                                                 (109,052)                 (41,055)
              Investment securities gains, net                                         (1,866)                      --
              (Gain) loss on sale/disposal of premises and equipment                     (188)                  26,001
              Gain on sales of government guaranteed loans, net                            --                   (5,636)
              Increase in other assets                                             (3,666,397)              (1,494,610)
              Increase in other liabilities                                           691,224                  462,186
              Equity in (income) loss, net of goodwill amortization,
                  from investment in ERAS JV                                           43,926                  (32,533)
              Other                                                                    10,000                       --
                                                                                 ------------             ------------
              NET CASH (USED) PROVIDED BY OPERATING ACTIVITIES
                                                                                   (1,689,647)                 554,395
                                                                                 ------------             ------------

CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of investment securities held to maturity                                  (117,500)                      --
Purchases of investment securities available for sale                              (3,726,210)                      --
Repayments of principal and maturities of investment securities
     available for sale                                                             1,179,970                   89,797
Maturities of investment securities held to maturity                               10,000,000                       --
Proceeds from sales of government guaranteed loans                                         --                6,596,039
Loans originated or acquired, net of principal repayments                         (12,360,384)             (12,941,254)
Purchases of premises and equipment                                                (2,629,495)                (331,185)
Purchase of insurance policy                                                         (310,000)                      --
Sales of premises and equipment                                                         4,340                   50,365
                                                                                 ------------             ------------
              NET CASH USED IN INVESTING ACTIVITIES                                (7,959,279)              (6,536,238)
                                                                                 ------------             ------------

CASH FLOWS FROM FINANCING ACTIVITIES
Net decrease in federal funds purchased and securities sold under
     agreements to repurchase and repayment of short term borrowings                 (186,586)             (11,095,297)
Net increase in demand, money market and savings accounts                          35,542,415               16,943,611
Time deposits accepted, net of repayments                                           6,182,642                4,259,626
Proceeds from exercise of stock options                                                57,900                   28,282
Treasury stock repurchased                                                                 --                  (51,590)
Cash dividends paid                                                                  (419,509)                (461,490)
                                                                                 ------------             ------------
              NET CASH PROVIDED BY FINANCING ACTIVITIES
                                                                                   41,176,862                9,623,142
                                                                                 ------------             ------------
</TABLE>


                                  (Continued)


                                       5
<PAGE>   7


                              TIB FINANCIAL CORP.
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
                                  (UNAUDITED)


<TABLE>
<CAPTION>
                                                        FOR THE THREE MONTH PERIOD ENDED
                                                                   MARCH 31,
                                                          2001                  2000
                                                      -----------            -----------

<S>                                                   <C>                    <C>
NET INCREASE IN CASH AND CASH EQUIVALENTS              31,527,936              3,641,299

CASH AND CASH EQUIVALENTS AT
     BEGINNING OF PERIOD                               23,565,494             22,164,372
                                                      -----------            -----------

CASH AND CASH EQUIVALENTS AT
     END OF PERIOD                                    $55,093,430            $25,805,671
                                                      ===========            ===========

SUPPLEMENTAL DISCLOSURES OF CASH FLOWS:
Cash paid for:
         Interest                                     $ 4,609,883            $ 3,223,990
         Income taxes                                          --                     --
</TABLE>


                (See notes to consolidated financial statements)


                                       6
<PAGE>   8


                              TIB FINANCIAL CORP.
              CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2001
                                  (Unaudited)


NOTE 1 - BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements for TIB Financial
Corp. (the "Company") have been prepared in accordance with accounting
principles generally accepted in the United States of America for interim
financial information and Regulation S-X. Accordingly, they do not include all
of the information and footnotes required by accounting principles generally
accepted in the United States of America for complete financial statement
presentation. In the opinion of management, all adjustments (consisting of
normal recurring accruals) considered necessary for a fair presentation have
been included. Operating results for the three months ended March 31, 2001 are
not necessarily indicative of trends or results to be expected for the year
ended December 31, 2001. For further information, refer to the Company's
consolidated financial statements and footnotes thereto for the year ended
December 31, 2000.

The consolidated statements include the accounts of TIB Financial Corp. and its
wholly-owned subsidiaries, TIB Bank of the Keys, TIB Software and Services,
Inc., TIBFL Statutory Trust I and Keys Insurance Agency, Inc. and the Bank's
two subsidiaries, TIB Government Loan Specialists, Inc. and TIB Investment &
Insurance Center Inc., collectively known as the Company. All significant
intercompany accounts and transactions have been eliminated in consolidation.

Certain amounts previously reported on have been reclassified to conform with
current period presentation.


NOTE 2 - LOANS

Loans are reported at the gross amount outstanding, reduced by net deferred
loan fees and an allowance for loan losses. Interest income on loans is
recognized over the terms of the loans based on the unpaid daily principal
amount outstanding. If the collectibility of interest appears doubtful, the
accrual thereof is discontinued. Loan origination fees, net of direct loan
origination costs, are deferred and recognized as income over the life of the
related loan on a level-yield basis. Gains on sales of government guaranteed
loans are recognized as income when the sale occurs.

Major classifications of loans are as follows:


<TABLE>
<CAPTION>
                                                  March 31, 2001         December 31, 2000
                                                  --------------         -----------------
<S>                                               <C>                    <C>
Real estate mortgage loans:
          Commercial                               $180,367,138            $170,284,808
          Residential                                79,398,383              76,980,301
          Construction                                6,951,877               7,618,849
Commercial loans                                     38,642,054              38,762,547
Consumer loans                                        9,112,229               9,114,774
Home equity loans                                    13,103,336              12,813,132
                                                   ------------            ------------
       Total loans                                  327,575,017             315,574,411
Net deferred loan fees                                  379,985                 489,036
                                                   ------------            ------------
       Loans, net of deferred loan fees            $327,195,032            $315,085,375
                                                   ============            ============
</TABLE>


NOTE 3 - ALLOWANCE FOR LOAN LOSSES

The financial statements include an allowance for estimated losses on loans
based upon management's evaluation of specific loans and inherent losses in the
loan portfolio. The allowance for loan losses is established through a
provision for loan losses charged to expense. Management's judgment in
determining the adequacy of the allowance is based on evaluations of the
collectibility of loans and takes into consideration such factors as changes in
the nature and volume of the loan portfolio, current economic conditions that
may affect the borrower's ability to pay, overall portfolio quality and review
of specific problem loans. Periodic revisions are made to the allowance when
circumstances which necessitate such revisions become


                                       7
<PAGE>   9


known. Recognized losses are charged to the allowance for loan losses, while
subsequent recoveries are added to the allowance.

Activity in the allowance for loan losses for the three months ended March 31,
2001 and March 31, 2000 follows:


<TABLE>
<CAPTION>
                                                          2001                    2000
                                                      -----------             -----------
<S>                                                   <C>                     <C>
Balance, January 1                                    $ 3,267,873             $ 2,996,532
Provision charged to expense                              135,000                 135,000
Loans charged off                                        (364,265)                 (7,353)
Recoveries of loans previously charged off                  4,486                      --
                                                      -----------             -----------
Balance, March 31                                     $ 3,043,094             $ 3,124,179
                                                      ===========             ===========
</TABLE>


NOTE 4 - INVESTMENT SECURITIES

Securities available-for-sale are securities which management believes may be
sold prior to maturity for liquidity or other reasons and are reported at fair
value, with unrealized gains and losses, net of related income taxes, reported
as a separate component of stockholders' equity. Securities held-to-maturity
are those securities for which management has both the ability and intent to
hold to maturity and are carried at amortized cost.

The amortized cost and estimated fair value of investment securities
held-to-maturity at March 31, 2001 and December 31, 2000 are presented below:


<TABLE>
<CAPTION>
                                                                                  March 31, 2001
                                                     -----------------------------------------------------------------------------
                                                      Amortized            Unrealized           Unrealized                Fair
                                                        Cost                  Gains               Losses                  Value
                                                     -----------           ----------           -----------            -----------

<S>                                                  <C>                   <C>                  <C>                    <C>
U.S. Treasury securities                             $   100,369            $  2,037            $        --            $   102,406
U.S. Government agencies and corporations             23,165,893             172,656                 22,141             23,316,408
Other investments                                      1,306,760                  --                     --              1,306,760
                                                     -----------            --------            -----------            -----------
                                                     $24,573,022            $174,693            $    22,141            $24,725,574
                                                     ===========            ========            ===========            ===========
</TABLE>


<TABLE>
<CAPTION>
                                                                                December 31, 2000
                                                     -----------------------------------------------------------------------------
                                                      Amortized            Unrealized           Unrealized                Fair
                                                        Cost                  Gains               Losses                  Value
                                                     -----------           ----------           -----------            -----------

<S>                                                  <C>                   <C>                  <C>                    <C>
U.S. Treasury securities                             $   100,422            $    562            $        --            $   100,984
U.S. Government agencies and corporations             33,164,451                  --                661,317             32,503,134
Other investments                                      1,189,260                  --                     --              1,189,260
                                                     -----------            --------            -----------            -----------
                                                     $34,454,133            $    562            $   661,317            $33,793,378
                                                     ===========            ========            ===========            ===========
</TABLE>


The amortized cost and estimated fair value of investment securities available
for sale at March 31, 2001 and December 31, 2000 are presented below:


<TABLE>
<CAPTION>
                                                                                  March 31, 2001
                                                     -----------------------------------------------------------------------------
                                                      Amortized            Unrealized           Unrealized                Fair
                                                        Cost                  Gains               Losses                  Value
                                                     -----------           ----------           -----------            -----------

<S>                                                  <C>                   <C>                  <C>                    <C>

U.S. Treasury securities                                $ 3,034,437            $ 39,633         $        --            $ 3,074,070
U.S. Government agencies and corporations                   106,203               1,172                  --                107,375
States and political subdivisions-tax-exempt              5,737,867             192,289                  --              5,930,156
States and political subdivisions-taxable                 3,028,788              36,812              36,842              3,028,758
Mortgage-backed securities                               23,037,666             408,726                  --             23,446,392
Corporate bonds                                           2,116,110                 210                  --              2,116,320
                                                        -----------            --------         -----------            -----------
                                                        $37,061,071            $678,842         $    36,842            $37,703,071
                                                        ===========            ========         ===========            ===========
</TABLE>


                                       8
<PAGE>   10


<TABLE>
<CAPTION>
                                                                                December 31, 2000
                                                     -----------------------------------------------------------------------------
                                                       Amortized            Unrealized          Unrealized                Fair
                                                          Cost                 Gains              Losses                  Value
                                                     --------------        ------------         -----------            -----------

<S>                                                  <C>                   <C>                  <C>                    <C>
U.S. Treasury securities                                $ 3,039,611            $     --         $     5,381            $ 3,034,230
States and political subdivisions-tax-exempt              5,737,356              90,369                  --              5,827,725
States and political subdivisions-taxable                 1,563,790              26,441              62,935              1,527,296
Mortgage-backed securities                               24,180,010             185,553               1,047             24,364,516
                                                        -----------            --------         -----------            -----------
                                                        $34,520,767            $302,363         $    69,363            $34,753,767
                                                        ===========            ========         ===========            ===========
</TABLE>


Other investments consist of stock in the Independent Bankers Bank of Florida
and the Federal Home Loan Bank of Atlanta.

NOTE 5 - EARNINGS PER SHARE AND COMMON STOCK

Basic earnings per share have been computed based on the weighted average
number of common equivalent shares outstanding during the period. Stock options
are considered to be common stock equivalents for purposes of calculating
diluted earnings per share.

The reconciliation of basic earnings per share to diluted earnings per share is
as follows:


<TABLE>
<CAPTION>
                                                       Net Earnings           Common Shares       Per Share Amount
                                                       ------------           -------------       ----------------

<S>                                                    <C>                    <C>                 <C>
For the three months ended March 31, 2001:
    Basic earnings per common share                     $  827,205              3,905,653              $ .21
    Effect of dilutive stock options                            --                150,290               (.01)
                                                        ----------              ---------              -----
         Diluted earnings per common share              $  827,205              4,055,943              $ .20
                                                        ==========              =========              =====

For the three months ended March 31, 2000:
    Basic earnings per common share                     $1,049,911              4,392,086              $ .24
    Effect of dilutive stock options                            --                133,445               (.01)
                                                        ----------              ---------              -----
         Diluted earnings per common share              $1,049,911              4,525,531              $ .23
                                                        ==========              =========              =====
</TABLE>


NOTE 6 - STOCK BASED COMPENSATION

Under the Bank's 1994 Incentive Stock Option and Nonstatutory Stock Option Plan
("the Plan"), the Company may grant stock options to persons who are now or who
during the term of the Plan become directors, officers, or key executives as
defined by the Plan. Stock options granted under the Plan may either be
incentive stock options or nonqualified stock options for federal income tax
purposes. The Company's Board of Directors may grant nonqualified stock options
to any director, and incentive stock options or nonqualified stock options to
any officer, key executive, administrative, or other employee including an
employee who is a director of the Company. Subject to the provisions of the
Plan, the maximum number of shares of Company common stock that may be optioned
or sold is 978,000 shares. Such shares may be treasury, or authorized but
unissued, shares of common stock of the Company. If options granted under the
Plan expire or terminate for any reason without having been exercised in full,
the shares not purchased shall again be available for option for the purposes
of the Plan.

Total options granted, exercised, and expired during the three months ended
March 31, 2001 were 0, 10,250 and 1,800, respectively. As of March 31, 2001,
592,500 options for shares were outstanding.


NOTE 7 - NEW ACCOUNTING PRONOUNCEMENTS

In June 1998, the Financial Accounting Standards Board issued SFAS 133,
"Accounting for Derivative Instruments and Hedging Activities." SFAS 133
requires companies to recognize all derivatives contracts as either assets or
liabilities in the balance sheet and to measure them at fair value. If certain
conditions are met, a derivative may be specifically designated as a hedge, the
objective of which is to match the timing of gain or loss recognition on the
hedging derivative with the recognition of (i) the changes in the fair value of
the hedged asset or liability that are attributable to the hedged risk or (ii)
the earnings


                                       9
<PAGE>   11


effect of the hedged forecasted transaction. For a derivative not designated as
a hedging instrument, the gain or loss is recognized in income in the period of
change. SFAS 133 is effective for all fiscal quarters of fiscal years beginning
after June 15, 2000 (as amended by SFAS 137 and 138), however, early adoption
was allowed. Historically, the Company has not entered into derivatives
contracts either to hedge existing risks or for speculative purposes. The
Company adopted the new standard as of July 1, 1998. The effect on the financial
statements at July 1, 1998 which resulted from the transfer of approximately
$11.9 million in investment securities from the held to maturity category to the
available for sale category was an increase in other comprehensive income market
valuation reserve of approximately $176,000.

In October 2000, the FASB issued SFAS No. 140, "Accounting for Transfers and
Servicing of Financial Assets and Extinguishments of Liabilities," a
replacement of SFAS No. 125. The new statement revises accounting criteria for
securitizations, other financial asset transfers, and collateral and introduces
new disclosures, but otherwise carries forward most of SFAS No. 125's
provisions without amendment. Although the statement is effective for reporting
periods beginning after March 31, 2001, the disclosure provisions are effective
for fiscal years ending after December 15, 2000. The adoption of SFAS 140 is
not expected to have a significant impact on the consolidated financial
statements.


NOTE 8 - SEGMENT REPORTING

TIB Financial Corp. has four reportable segments: community banking, merchant
bankcard processing, insurance sales, and government guaranteed loan sales and
servicing. The community banking segment's business is to attract deposits from
the public and to use such deposits to make real estate, business and consumer
loans in its primary service area. The merchant bankcard processing segment
processes credit card transactions for local merchants. The insurance agency
offers a full line of commercial and residential coverage as well as life,
health and annuities. The government guaranteed loan segment originates and
sells the government guaranteed portion of loans that qualify for government
guaranteed loan programs, such as those offered by the Small Business
Administration and the U.S. Department of Agricultural Rural Development
Business and Industry Program.

Segment information is presented in accordance with SFAS 131, Disclosures about
Segments of an Enterprise and Related Information. This standard is based on a
management approach, which requires segmentation based upon the company's
internal organization and disclosure of operating results based upon internal
accounting methods.

The results of the Company's segments are as follows:


<TABLE>
<CAPTION>
                                                                       Government
                                                      Merchant         Guaranteed       Insurance
Three months ended                    Community       Bankcard         Loans Sales       Agency          All
March 31, 2001                         Banking       Processing       and Servicing       Sales         Other             Totals
------------------                  ------------     ----------       -------------   -----------    -----------      -------------

<S>                                 <C>              <C>              <C>             <C>            <C>              <C>
Interest income                     $  8,770,434     $       --        $      --      $        --    $    16,882      $   8,787,316
Interest expense                       4,183,438             --               --               --(a)     387,296          4,570,734
                                    ------------     ----------        ---------      -----------    -----------      -------------
Net interest income                    4,586,996             --               --               --       (370,414)         4,216,582

Other income                           1,070,370      1,247,295           32,255          319,198             --          2,669,118

Equity in income (loss), net of
   goodwill amortization, from
   investment in ERAS JV                      --             --               --               --        (43,926)           (43,926)

Depreciation and amortization            301,467         10,481            3,885            7,479          1,187            324,499

Other expense                          3,710,053      1,025,710           67,754          349,090         96,463          5,249,070
                                    ------------     ----------        ---------      -----------    -----------      -------------

Pretax segment profit (loss)        $  1,645,846     $  211,104     $   (39,384)      $   (37,371)   $  (511,990)     $   1,268,205
                                    ============     ==========     ===========       ===========    ===========      =============

Segment assets                      $477,821,875     $   93,563     $   189,506       $ 2,379,919    $ 1,785,573      $ 482,270,436
                                    ============     ==========     ===========       ===========    ===========      =============
</TABLE>


                                      10
<PAGE>   12


<TABLE>
<CAPTION>
                                                                     Government
                                                      Merchant       Guaranteed     Insurance
Three months ended                    Community       Bankcard       Loans Sales     Agency            All
March 31, 2000                         Banking       Processing     and Servicing     Sales           Other             Totals
------------------                  ------------     ----------     -------------  -----------     -----------      -------------

<S>                                 <C>              <C>             <C>             <C>             <C>              <C>
Interest income                     $  7,477,325     $       --       $      --      $    --      $   23,576        $  7,500,901
Interest expense                       3,097,876             --              --           --          10,297           3,108,173
                                    ------------     ----------       ---------      -------      ----------        ------------
Net interest income                    4,379,449             --              --           --          13,279           4,392,728

Other income                             704,925      1,094,283          31,241           --          68,519           1,898,968

Equity in income (loss), net of
   goodwill amortization, from
   investment in ERAS JV                      --             --              --           --          32,533              32,533

Depreciation and amortization            288,098         13,485           3,914           --             912             306,409

Other expense                          3,303,503        878,245          54,284           --         107,477           4,343,509
                                    ------------     ----------       ---------      -------      ----------        ------------

Pretax segment profit (loss)        $  1,492,773     $  202,553       $ (26,957)     $    --      $    5,942        $  1,674,311
                                    ============     ==========       =========      =======      ==========        ============

Segment assets                      $401,883,990     $  118,330       $ 215,862      $    --      $1,012,388        $403,230,570
                                    ============     ==========       =========      =======      ==========        ============
</TABLE>

(a) Interest expense primarily relates to $214,302 related to trust preferred
    securities and $171,118 related to notes payable associated with majority
    shareholder stock buyback, both of which qualify as capital.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

The following discussion addresses the factors that have affected the financial
condition and results of operations of TIB Financial Corp. (the "Company") as
reflected in the unaudited consolidated statement of condition as of March 31,
2001, and statement of income for the three months ended March 31, 2001.

The Company's net income of $827,205 for the first quarter of 2001 was a 21.2%
decrease compared to $1,049,911 for the same period last year. The decrease in
net income is attributed to a decrease of $176,146 or 4.0%, in net interest
income; an increase of $693,691, or 35.9%, in other income; an increase in
other expense of $923,651, or 20.5%; and a decrease in income tax expense of
$183,400 or 29.4%.

Basic and diluted earnings per share for the first quarter of 2001 were $0.21
and $0.20 respectively as compared to $0.24 and $0.23 per share in the previous
year's quarter. The percentage decrease in diluted earnings per share for the
first quarter is less than the percentage decrease in net income due to the
stock repurchase effected on July 1, 2000. Interest expense of $171,118 was the
first quarter interest incurred on the note payable related to the buy back of
approximately 10% of the Company's outstanding stock from the Company's largest
shareholder. The net effect of this transaction was to decrease net income by
$106,000 in the first quarter of 2001 versus the first quarter of 2000. However,
the effect of this transaction did not reduce earnings per share due to the
smaller number of shares outstanding.


                                      11
<PAGE>   13


An additional $214,302 of interest expense incurred in the first quarter of 2001
relates to the trust preferred securities issued in the third quarter of 2000.
The trust preferred securities issuance supplied capital for growth and
acquisitions. It is the Company's intention to grow its traditional banking
business in its existing markets and also new markets and to acquire and promote
new products and services.

Other items occurring in the first quarter of 2001 that were absent in the year
ago period were costs related to two branches purchased in South Miami-Dade
County in December of 2000, expenses to prepare for upcoming de novo branching
in Southwest Florida, and operating expenses for Keys Insurance Agency purchased
on October 31, 2000. The Company also recorded a $43,926 loss from its
investment in the ERAs Joint Venture.

Book value per share increased to $6.89 at March 31, 2001 from $6.72 at December
31, 2000. The Company paid a quarterly dividend of $0.1075 per share in the
first quarter of 2001, as compared to $0.105 per share in the first quarter of
2000.

Performance of banks is often measured by various ratio analyses. Two widely
recognized indicators are return on average equity and return on average assets.
Annualized return on average equity for the three months ended March 31, 2001
was 12.4% on average equity of $26,641,000, compared to 14.7% on average equity
of $28,662,000 for the same period in 2000. Annualized return on average assets
of $460,263,000 for the three months ended March 31, 2001 was 0.72%, compared to
1.07% on average assets of $392,236,000 for the same period in 2000.

Net interest income is one measurement of how management has balanced the
Company's interest rate sensitive assets and liabilities. The Company's net
interest income is its principal source of income. Interest earning assets for
the Company include loans, federal funds sold, and investment securities. The
Company's interest-bearing liabilities include its deposits, federal funds
purchased, notes payable related to Company shares repurchased, trust preferred
securities, and other short-term borrowings. Net interest income decreased
$176,146 or 4.0% to $4.2 million, in the three months ended March 31, 2001 as
compared to the same period last year. $385,420 of this decrease was a result of
interest expense related to the $8 million in trust preferred securities and the
$5.25 million in notes payable, both of which were issued in the third quarter
of 2000. This decrease was partially offset by an increase in interest income
resulting from a higher level of earning assets. Interest from loans increased
approximately $886,000 to $7.4 million for the first three months of 2001
compared to the prior year period. Interest income from investment securities
and federal funds sold increased approximately $400,000. These interest income
increases were further offset by an increase in deposit interest expense and
short term borrowing interest expense approximating $1,077,000.


                                      12
<PAGE>   14


The Company's net interest margin decreased to 4.16% in the first three months
of 2001 compared to 4.97% in the first three months of 2000. The following
table sets forth information with respect to the average balances, interest
income and average yield by major categories of assets; the average balances,
interest expense and average rate by major categories of liabilities; the
average balances of noninterest-earning assets, noninterest-bearing liabilities
and stockholders' equity; and net interest income, interest rate spread, and
net interest margin for the three months ended March 31, 2001 and March 31,
2000.


<TABLE>
<CAPTION>
                                                                   2001                                      2000
                                                  -----------------------------------       ------------------------------------
                                                  AVERAGE         INCOME/      YIELDS       AVERAGE         INCOME/       YIELDS
(Dollars in thousands)                            BALANCES        EXPENSE       RATES       BALANCES        EXPENSE        RATES
                                                  --------        -------      ------       --------        -------       ------
<S>                                               <C>             <C>          <C>          <C>             <C>           <C>
   Interest-earning assets:
      Loans (1)                                   $321,646          7,390      9.32%        $291,646         6,504        8.97%
      Investment securities - taxable               60,428            964      6.47%          53,334           814        6.14%
      Investment securities - tax exempt (2)         5,738            104      7.36%           6,930           138        7.99%
      Interest bearing deposits in other banks          84              1      5.56%              24             -        6.24%
     Federal funds sold                             26,958            364      5.47%           6,448            92        5.73%
                                                  --------        -------                   --------        ------
Total interest-earning assets                      414,854          8,823      8.62%         358,382         7,548        8.47%
                                                  --------        -------                   --------        ------

Non-interest-earning assets:
   Cash and due from banks                          13,003                                    14,361
   Investment in ERAS                                  995                                       973
   Premises and equipment, net                      14,972                                    14,248
   Allowances for loan losses                      (3,316)                                    (3,048)
   Other assets                                     19,755                                     7,320
                                                  --------                                  --------
Total non-interest earning assets                   45,409                                    33,854
                                                  --------                                  --------
Total assets                                      $460,263                                  $392,236
                                                  ========                                  ========

   Interest-bearing liabilities:
     Interest bearing deposits:
     NOW accounts                                 $ 39,084            146      1.51%        $ 35,301           112        1.28%
     Money market                                  117,616          1,551      5.35%         110,698         1,304        4.74%
     Savings deposits                               23,267            129      2.25%          23,938           138        2.32%
     Other time deposits                           151,117          2,343      6.29%         106,408         1,484        5.61%
                                                  --------        -------                   --------        ------
Total interest-bearing deposits                    331,084          4,169      5.11%         276,345         3,038        4.42%

   Other interest-bearing liabilities:
   Notes payable                                     5,250            171     13.22%              --            --           --
   Short-term borrowings                             1,119             17      6.10%           4,391            70        6.42%
   Trust preferred securities                        8,000            214     10.86%              --            --           --
                                                  --------        -------                   --------        ------
Total interest-bearing liabilities                 345,453          4,571      5.37%         280,736         3,108        4.45%
                                                  --------        -------                   --------        ------


Non-interest bearing liabilities
   and stockholders' equity:
   Demand deposits                                  81,325                                    78,863
   Other liabilities                                 6,844                                     3,975
   Stockholders' equity                             26,641                                    28,662
                                                  --------                                  --------
Total non-interest bearing liabilities and
    stockholders' equity                           114,810                                   111,500
                                                  --------                                  --------

Total liabilities and stockholders' equity        $460,263                                  $392,236
                                                  ========                                  ========

Interest rate spread                                                           3.25%                                      4.02%
                                                                              =====                                       ====
Net interest income                                               $4,252                                    $4,440
                                                                  ======                                    ======
Net interest margin (3)                                                        4.16%                                      4.97%
                                                                              =====                                       ====
</TABLE>


                                      13
<PAGE>   15


(1)      Average loans include non-performing loans.
(2)      Interest income and rates include the effects of a tax equivalent
         adjustment using a Federal tax rate of 34% in adjusting tax exempt
         interest on tax exempt investment securities to a fully taxable basis.
(3)      Net interest margin is net interest income divided by average total
         interest-earning assets.

The decrease in net interest margin from March 31, 2000 to March 31, 2001 is the
result of several factors. The decrease is partially attributable to the
interest cost from the notes given in exchange for the stock repurchase and the
issuance of trust preferred securities. Both of these transactions occurred
during the third quarter of 2000 and resulted in an increase in the overall rate
for interest-bearing liabilities. In addition, the Company had increased
liquidity during the first quarter of 2001 as compared to the prior year
primarily as a result of the overall volatility in the stock market during the
first quarter of 2001. This resulted in the increase in federal funds sold from
$6.4 million to $27.0 million. Federal funds are the Company's lowest rate
earning asset, and the increase in the volume of federal funds combined with the
decrease in rate earned on these assets and the cost of these funds, contributed
to the decrease in the net interest margin. In addition, the average balance of
time deposits increased to $151 million during the first quarter of 2001, as
compared to $106 million during the comparable prior year period. Rates on these
time deposit liabilities also increased from 5.61% to 6.29%, reflecting the
Company's stance in being aggressive in their rates in an attempt to increase
market share.

Based on managements evaluation of specific loans and inherent losses within the
loan portfolio, the provision for loan losses was $135,000 in both the three
months of 2001 and 2000. Gross charged off loans for the first three months of
2001 were $364,265 with recoveries of $4,486, resulting in an annualized net
charge-off rate of 0.445% of total loans. This compares to net charge offs
during the same period last year of $7,353. Approximately $326,000 of the
current year charge-off relates to one specific loan. The amount charged off
relates to the balance remaining on this loan after application of the sale
proceeds from liquidation of the production equipment belonging to a
manufacturing company in Sarasota, Florida.

At March 31, 2001, the Company had aggregate non-accrual loans of $1,481,397
compared to $502,774 at December 31, 2000. This increase is attributable to the
addition of 7 loans to the non-accrual category, which total approximately
$984,000. Management does not anticipate that the Company will incur any
significant loss with respect to these loans based upon a recent analysis of the
assets pledged as collateral for these loans and guarantees.

Loans past due 90 days or more and still accruing totaled $2,025,233 and
$2,013,790 at March 31, 2001 and December 31, 2000, respectively. The 90 day
past due amount is entirely attributable to the non-guaranteed portion of one
individual loan to construct a lumber mill in Northern Florida. The loan was
partially guaranteed as to principal and interest by the U.S. Department of
Agriculture (USDA). In addition to business real estate and equipment, the loan
is collateralized by the business owner's interest in a trust. Under provisions
of the trust agreement, beneficiaries cannot receive trust assets until
November 2010. At March 31, 2001, the loan was past due greater than 90 days
but is still maintained as an accruing loan because of the USDA guarantee.
Management believes the value of all assets pledged as collateral for this loan
exceeds the unpaid amount. The loan is in the process of foreclosure, and no
loss is anticipated. The ratio of non-performing loans (including loans 90 days
or more past due and still accruing) to total outstanding loans was 1.07% at
March 31, 2001 compared to 0.80% at December 31, 2000.

Other income increased $693,691 to $2,625,192 for the three month period ended
March 31, 2001 from $1,931,501 in the comparable period last year. The increase
in non interest income is attributable to an increase of $153,012 in merchant
bankcard processing income; a $94,402 increase in service charges on deposit
accounts; a $1,866 increase in net investment security gains; a $319,198
increase in commissions on sales by Keys Insurance Agency (from $0 in the same
three month period of 2000); a $83,689 increase in other income; a $150,596
increase in fees on mortgage loans sold at origination; offset by a decrease of
$3,136 in gains on sale of government guaranteed loans; a $29,477 decrease in
retail investment services; and a $76,459 decrease in equity in income (loss),
net of goodwill amortization, from the investment in ERAS JV.

Other expense increased $923,651 or 20.5% to $5,438,569, in the first three
months of 2001 as compared to the prior year period. The major areas of
increased expenses relate to interchange fees and processing costs for merchant
bankcard transactions which increased $152,638 over the prior year quarter.
These costs are volume driven and are more than offset by higher revenues
reported in Other Income. Keys Insurance Agency was added as a new subsidiary
to the Company in the fourth quarter of 2000, and increased the Company's
operating expenses by approximately $357,000 in the first quarter of 2001.
Additional operating expenses were also incurred as a result of the two new
branches added in Homestead in the fourth quarter of 2000.


                                      14
<PAGE>   16


Total assets at March 31, 2001 were $482,270,436, up from total assets of
$439,320,145 at December 31, 2000. Loans net of deferred loan fees increased
$12,109,657 to $327,195,032 for the first three months of 2001 from year end
2000. Also, in the same period, federal funds sold increased $31,963,000, and
investment securities decreased $6,931,807.

At March 31, 2001, the Company had $855,213 in short-term borrowings compared
to $1,041,799 at December 31, 2000. Short-term borrowings consist of securities
sold under agreements to repurchase and Treasury tax deposits.

The Company entered into an agreement with the Company's largest shareholder
effective July 1, 2000, to purchase 525,000 shares of the Company's common
stock in exchange for four subordinated debt instruments of the Company
totaling $5,250,000. The interest rate on the notes is 13%, with interest
payments required quarterly. The principal balance is payable in full on
October 1, 2010, the maturity date of the notes. The notes can be prepaid by
the Company at par any time after July 1, 2003. The debt issued by the Company
qualifies as Tier 2 capital at the holding company level under applicable
regulatory capital guidelines.

On September 7, 2000, the Company participated in a pooled offering of trust
preferred securities in the amount of $8 million. The Company formed TIBFL
Statutory Trust I (the "Trust"), a wholly-owned statutory trust subsidiary, for
the purpose of issuing the trust preferred securities. The trust used the
proceeds from the issuance of the trust preferred securities to acquire junior
subordinated notes of the Company. The trust preferred securities essentially
mirror the debt securities, carrying a cumulative preferred dividend at a fixed
rate equal to the 10.6% interest rate on the debt securities. The debt
securities and the trust preferred securities each have 30-year lives. The
trust preferred securities and the debt securities are callable by the Company
or the Trust, at their respective option after ten years, and at varying
premiums and sooner in specific events, subject to prior approval by the
Federal Reserve Board, if then required. The Company has treated the trust
preferred securities as Tier 1 capital for federal regulatory purposes.

The Company received notification from the Federal Reserve Bank that the
Company's election to become a financial holding company was approved effective
August 31, 2000. As a financial holding company, TIB may engage in activities
that are financial in nature or incidental to a financial activity.

On October 31, 2000, the Company purchased Keys Insurance Agency of Monroe
County, Inc. Keys Insurance Agency has three offices in the Keys and offers a
full line of commercial and residential coverage as well as life, health and
annuities. The purchase price for the agency was $2,200,000. This was comprised
of $220,000 in the Company's common stock, $1,650,000 in cash, and $330,000 in
cash to be paid over a three year period subject to the agency's ability to
achieve certain earning thresholds.

CAPITAL ADEQUACY

Federal banking regulators have established certain capital adequacy standards
required to be maintained by banks and bank holding companies. The minimum
requirements established in the regulations are set forth in the table below,
along with the actual ratios at March 31, 2001 and December 31, 2000:


<TABLE>
<CAPTION>
                                                     Well             Adequately
                                                  Capitalized        Capitalized         March 31, 2001        December 31, 2000
                                                  Requirement        Requirement             Actual                  Actual
                                                  -----------        -----------         --------------        -----------------
<S>                                               <C>                <C>                 <C>                   <C>
Tier 1 Capital (to Average Assets)
     Consolidated                                    =>5%                 4%                  6.5%                    7.1%
     Bank                                            =>5%                 4%                  7.4%                    8.2%

Tier 1 Capital (to Risk Weighted Assets)
     Consolidated                                    =>6%                 4%                  8.7%                    9.0%
     Bank                                            =>6%                 4%                  9.8%                   10.4%

Total Capital (to Risk Weighted Assets)
     Consolidated                                    =>10%                8%                  11.1%                  11.7%
     Bank                                            =>10%                8%                  10.7%                  11.4%
</TABLE>


                                      15
<PAGE>   17


Management believes, as of March 31, 2001, that the Company and the Bank met
all capital requirements to which they are subject. As discussed previously in
the Management's Discussion and Analysis section, the Company has included in
Tier 1 Capital $8 million in trust preferred securities that were issued in
September 2000.

LIQUIDITY

The goal of liquidity management is to ensure the availability of an adequate
level of funds to meet the loan demand and deposit withdrawal needs of the
Company's customers. The Company manages the levels, types and maturities of
earning assets in relation to the sources available to fund current and future
needs to ensure that adequate funding will be available at all times.

The Bank has invested in Federal Home Loan Bank stock for the purpose of
establishing credit lines with the Federal Home Loan Bank. The credit
availability to the Bank is equal to 14 percent of the Bank's total assets as
reported on the most recent quarterly financial information submitted to the
regulators. The credit availability approximated $67.0 million at March 31,
2001. Any advances are secured by the Bank's one-to-four family residential
mortgage loans.

The Bank has an unsecured line of credit for federal funds purchased from its
principal correspondent bank totaling $7,500,000. Securities sold under
agreements to repurchase (wholesale) represent a wholesale agreement with a
correspondent bank which is collateralized by a U.S. Treasury note. The Bank
also has several securities sold under repurchase agreements (retail) with
commercial account holders whereby the Bank sweeps the customer's accounts on a
daily basis and pays interest on these amounts. These agreements are
collateralized by investment securities chosen by the Bank.

RATE SENSITIVITY

The Company's interest rate sensitivity position at March 31, 2001 is presented
in the table below.


<TABLE>
<CAPTION>
                                             3 months        4 to 6        7 to 12        1 to 5         Over 5
(Dollars in thousands)                       or less         Months        Months          years          Years       Total
                                            ---------       --------      --------        -------        -------     -------
<S>                                         <C>             <C>           <C>             <C>            <C>        <C>
Interest-earning assets:
Loans                                       $ 120,689       $ 37,253      $ 27,074        $76,021        $66,538    $327,575
Investment securities-taxable                       -              -         4,478         22,143         29,725      56,346
Investment securities-tax exempt                    -              -             -            714          5,216       5,930
Federal funds sold                             41,672              -             -              -              -      41,672
Interest bearing deposit in other bank              6              -             -              -              -           6
Note receivable                                     -              -           233            264              -         497
                                            ---------       --------      --------        -------        -------     -------
Total interest-bearing assets                 162,367         37,253        31,785         99,142        101,479     432,026
                                            ---------       --------      --------        -------        -------     -------

Interest-bearing liabilities:
NOW accounts (A)                               17,400              -             -              -         26,101      43,501
Money Market                                  123,273              -             -              -              -     123,273
Savings Deposits (B)                                -              -        23,977              -              -      23,977
Other time deposits                            31,893         37,629        47,225         35,965             10     152,722
Notes payable                                       -              -             -              -          5,250       5,250
Trust preferred securities                          -              -             -              -          8,000       8,000
Other borrowings                                  855              -             -              -              -         855
                                            ---------       --------      --------        -------        -------     -------
Total interest-bearing liabilities            173,421         37,629        71,202         35,965         39,361     357,578
                                            ---------       --------      --------        -------        -------     -------

Interest sensitivity gap                    $(11,054)       $   (376)     $(39,417)       $63,177        $62,118     $74,448
                                            ========        ========      ========        =======        =======     =======

Cumulative interest sensitivity gap         $(11,054)       $(11,430)     $(50,847)       $12,330        $74,448     $74,448
                                            ========        ========      ========        =======        =======     =======

Cumulative sensitivity ratio                   (2.6)%           (2.6)%       (11.8)%          2.9%          17.2%       17.2%
                                            ========        ========      ========        =======        =======     =======
</TABLE>


                                      16
<PAGE>   18


(A)      40% of outstanding balance considered repricable immediately and 60%
         repricable in the furthest time period.

(B)      Savings Deposits considered repricable in the one year time horizon.


The Company is cumulatively asset sensitive in the 1 to 5 year time frame and
cumulatively liability sensitive in each of the 3 month or less, 4 to 6 months,
and 7 to 12 month timeframes. Certain liabilities such as NOW and passbook
savings accounts, while technically subject to immediate repricing in response
to changing market rates, historically do not reprice as quickly nor to the
extent as other interest sensitive accounts. Therefore, to include the entire
balance of these liability accounts in the earliest repricing period would be
unrealistic. To compensate for the fact that changes in general market interest
rates will not be fully reflected in changes in NOW rates, only 40% of NOW
balances is included as immediately rate sensitive based on the Company's own
and industry repricing experience. Also, passbook savings will not reprice as
quickly as market rates and therefore the repricing of savings deposits is
included in the 7 to 12 month repricing period, based on the Company's repricing
experience. Because of non-interest bearing liabilities, total interest-earning
assets are substantially greater than the total interest-bearing liabilities and
therefore over time the effects on net interest income from changes in asset
yield will be greater than the change in expense from liability cost.
Accordingly, if market interest rates should decrease, the net interest margin
would decrease. Conversely, if rates increase the net interest margin would over
time increase.

Even in the near term, the $50,847,000 one year cumulative negative sensitivity
gap exaggerates the probable effects on earnings in a rising rate environment
for two reasons. First, the liabilities subject to repricing are predominately
not indexed to any specific market rate and therefore offer the Company the
opportunity to delay or diminish any rate repricings. Second, a static gap model
does not factor the effects of growing volumes which would likely include
greater additional rate sensitive assets than rate sensitive liabilities.

Interest-earning assets and other time deposits are presented based on their
contractual terms. It is anticipated that run off in any deposit category will
be approximately offset by new deposit generation. Since the Company has
experienced steady growth in deposits, no net run off in any deposit category
is assumed in the interest rate sensitivity table. It is the Company's policy
to maintain its cumulative one year gap ratio in the -20% to +10% range. At
March 31, 2001, the Company was within this range with a one year cumulative
sensitivity ratio of -11.8%.

QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

All financial institutions have financial instruments which are subject to
market risk comprised of interest rate risk, foreign currency exchange rate
risk, commodity price risk and other relevant market risks, such as equity
price risks. The Company has assessed its market risk as predominately interest
rate risk.

The following interest rate sensitivity analysis information as of March 31,
2001 was developed using simulation analysis of the Bank's sensitivity to
changes in net interest income under varying assumptions for changes in market
interest rates. Specifically, the model derives expected interest income and
interest expense resulting from an immediate and parallel shift in the yield
curve in the amounts shown.

These rate changes are matched with known repricing intervals and assumptions
for new growth net of expected prepayments. The assumptions are based primarily
on experience in the Bank's market under varying rate environments. The
imbedded options that the Bank's loan customers possess to refinance are
considered for purposes of this analysis and cause the larger decreases in
income in a declining rate scenario versus the income increases in the same
size rising rate scenario.

This analysis intentionally exaggerates interest sensitivity. For the sake of
simplicity and comparability, an immediate change in rates is assumed. However,
any significant change in actual market rates would probably be phased in over
an extended period of time. This phase in would reduce the net interest income
effects for any absolute change in rates.


                                      17
<PAGE>   19


The Bank attempts to retain interest rate neutrality by generating mostly
adjustable rate loans and managing the securities and Fed Funds positions to
offset the repricing characteristics of the deposit liabilities.


<TABLE>
<CAPTION>
(Dollars in thousands)                              Interest Rates Decrease         Interest Rates      Interest Rates Increase
                                                    200 BP           100 BP         Remain Constant     100 BP           200BP
                                                    ------           ------         ---------------     ------           -----
<S>                                                 <C>              <C>            <C>                  <C>             <C>
2001 Interest Income                                31,616           33,729             35,841          37,791          39,740
2001 Interest Expense                               12,171           13,857             15,542          17,228          18,913
                                                    ------           ------             ------          ------          ------
Net Interest Income                                 19,445           19,872             20,299          20,563          20,827
                                                    ------           ------             ------          ------          ------
Change in net income after tax vs. budget             (533)            (267)                --             165             330
</TABLE>


                                      18
<PAGE>   20


PART II.          OTHER INFORMATION

ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K

         (a)      Exhibit 99 - Report of Independent Certified Public
                  Accountants
         (b)      No reports on Form 8-K were filed during the quarter ended
                  March 31, 2001.


SIGNATURES

In accordance with 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.



                                    TIB FINANCIAL CORP.

                                    /s/ Edward V. Lett
                                    ------------------------------------------
Date:    May 15, 2001               Edward V. Lett
         ------------               President and Chief Executive Officer


                                    /s/ David P. Johnson
                                    ------------------------------------------
                                    David P. Johnson
                                    Senior Vice President and
                                    Chief Financial Officer


                                      19