United States
                       Securities and Exchange Commission
                             Washington, D. C. 20549


                                   FORM 10-QSB


(Mark One)

     [ X ]  Quarterly  Report  Under  Section  13 or  15(d ) of  the  Securities
Exchange Act of 1934 For the Period Ended March 31, 1997
                                       or

     [ ] Transition Report Under Section 13 or 15(d ) of the Securities Exchange
Act of 1934 For the Transition Period Ended From to
                                ----------------

Commission file number   0-26174

                             FIRST BANKSHARES, INC.
             (Exact name of registrant as specified in its charter)

       Georgia                                                   58-2094754
(State or other jurisdiction of                              (I.R.S. Employer
 incorporation or organization)                             Identification No.)

       600 South Central Avenue
       Hapeville, Georgia                                          30354
(Address of principal executive offices)                        (Zip Code)

                                 (404) 763-6720
              (Registrant's telephone number, including area code)

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

     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  periods  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days. Yes X No

                Applicable Only to Issuers Involved in Bankruptcy
                   Proceedings During the Preceding Five Years

     Indicate by check mark whether the  registrant  has filed all documents and
reports  required  to be filed by  Sections  12, 13, or 15(d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by the court. Yes X No

                      Applicable Only to Corporate Issuers

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practical date:

Common Stock, $1.00 Par Value 1,056,962 shares as of May 2, 1997.


<PAGE>


                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements



                      FIRST BANKSHARES, INC. AND SUBSIDIARY
                      Condensed Consolidated Balance Sheets

<TABLE>
<CAPTION>
                                                                          March 31,             December 31,
                                                                            1997                     1996
                                                                       ------------            ------------- 
                                                                        (Unaudited)                (Note)
                            ASSETS
<S>                                                                    <C>                     <C>    
Cash and due from banks ...............................................$   3,801,861           $   7,581,011
Federal funds sold ....................................................    2,080,000               4,680,000
Investment securities available for sale ..............................   20,506,112              20,791,535
Loans, net ............................................................   93,595,271              80,854,126
Premises and equipment, net ...........................................    2,078,083               2,052,269
Other real estate owned, net ..........................................      510,000                 540,000
Cash value of life insurance policies .................................    2,666,919               2,355,423
Other assets ..........................................................    1,588,234               2,524,229
                                                                       -------------           -------------

                                                                        $126,826,480           $ 121,378,593
                                                                        ============           =============


             LIABILITIES AND STOCKHOLDERS' EQUITY

Liabilities:
   Deposits ...........................................................$  97,150,227           $  91,564,853
   Federal funds purchased and securities sold
     under agreements to repurchase ...................................   13,100,000               6,000,000
   Note payable to FHLB ...............................................    4,900,000              12,400,000
   Accrued expenses and other liabilities .............................    2,064,560               2,064,737
                                                                       -------------           -------------

   Total Liabilities ..................................................  117,214,787             112,029,590

Stockholders' Equity:
   Common stock, $1.00 par value;
     10,00,000 shares authorized; 1,052,462
     shares issued and outstanding ....................................    1,052,462               1,052,462
   Additional paid-in capital .........................................    4,194,813               4,194,813
   Retained earnings ..................................................    4,251,107               3,938,982
   Net unrealized gains (losses) on securities ........................      113,311                 162,746
                                                                       -------------           -------------
   Total Stockholders' Equity .........................................    9,611,693               9,349,003
                                                                       -------------           -------------

                                                                       $ 126,826,480           $ 121,378,593
                                                                       =============           =============

Note:  The balance  sheet at December 31, 1996 has been derived from the audited
financial  statements at that date but does not include all the  information and
footnotes  required by generally  accepted  accounting  principles  for complete
financial statements.

The  accompanying  note  is an  integral  part  of  the  condensed  consolidated
financial statements.
<PAGE>


                      FIRST BANKSHARES, INC. AND SUBSIDIARY
                 Condensed Consolidated Statements of Operations
                                   (Unaudited)

<CAPTION>

                                                                                      Three Months Ended
                                                                                          March 31,
                                                                                 ---------------------------
                                                                                     1997            1996
                                                                                 ------------     ----------
<S>                                                                              <C>              <C>   
Interest income:                                                        
   Loans, including fees ........................................................$  2,434,195     $1,661,830
   Investment securities ........................................................     325,935        345,633
   Other ........................................................................      37,522         16,558
                                                                                 ------------    -----------
   Total interest income ........................................................   2,797,652      2,024,021

Interest expense:
   Deposits .....................................................................     844,544        677,638
   Other borrowings .............................................................     314,910         59,543
                                                                                 ------------    -----------
   Total interest expense .......................................................   1,159,454        737,181
                                                                                 ------------    -----------

   Net interest income ..........................................................   1,638,198      1,286,840

Provision for possible loan losses ..............................................      50,000             --
                                                                                 ------------    -----------

   Net interest income after provision
     for possible loan losses ...................................................   1,588,198      1,286,840

Other operating  income .........................................................     683,707        314,004

Other operating expenses:
   Salaries and employee benefits ...............................................     891,051        555,024
   Occupancy and equipment ......................................................     160,139         95,200
   Other ........................................................................     436,620        327,838
                                                                                 ------------    -----------
   Total operating expenses .....................................................   1,487,810        978,062
                                                                                 ------------    -----------

   Income before income taxes ...................................................     784,095        622,782

Income taxes ....................................................................     293,038        225,065
                                                                                 ------------    -----------

   Net income ...................................................................$    491,057    $   397,717
                                                                                 ============    ===========

   Net income per share:
     Primary ....................................................................$        .47    $       .38
                                                                                 ============    ===========
     Fully diluted ..............................................................$        .45    $       .37
                                                                                 ============    ===========

   Weighted average common shares:
     Primary ....................................................................   1,052,462      1,048,840
     Fully diluted ..............................................................   1,102,748      1,081,893

The  accompanying  note  is an  integral  part  of  the  condensed  consolidated
financial statements.
<PAGE>


                      FIRST BANKSHARES, INC. AND SUBSIDIARY
                 Condensed Consolidated Statements of Cash Flows
                                   (Unaudited)
<CAPTION>

                                                                            Three Months Ended March 31,
                                                                       -------------------------------------
                                                                           1997                    1996
                                                                       -------------           -------------
<S>                                                                    <C>                     <C>          
Cash flows provided by operating activities ...........................$   1,201,025           $     842,802

Cash flows (used in) provided by investing activities .................  (12,586,617)             (5,303,119)

Cash flows provided by (used in) financing activities .................    5,006,442               2,551,157
                                                                       -------------           -------------


   Net increase (decrease) in cash and cash equivalents ...............   (6,379,150)             (1,909,160)

Cash and cash equivalents at beginning of period ......................   12,261,011               3,403,926
                                                                       -------------           -------------

Cash and cash equivalents at end of period ............................$   5,881,861           $   1,494,766
                                                                       =============           =============

The  accompanying  note  is an  integral  part  of  the  condensed  consolidated
financial statements.
<PAGE>



                      FIRST BANKSHARES, INC. AND SUBSIDIARY
              Notes to Condensed Consolidated Financial Statements
                                 March 31, 1997
                                   (Unaudited)


1. The accompanying  unaudited condensed  consolidated  financial  statements of
First  Bankshares,  Inc. and  Subsidiary  (the  Company)  have been  prepared in
accordance with generally accepted  accounting  principles for interim financial
information  and  with the  instructions  to Form  10-QSB  and  Regulation  S-B.
Accordingly,  they do not include all the information and footnotes  required by
generally accepted  accounting  principles for complete  consolidated  financial
statements. In the opinion of management,  all adjustments (consisting of normal
recurring  items)  considered  necessary  for  a  fair  presentation  have  been
included.  Operating results for the three month period ended March 31, 1997 are
not  necessarily  indicative  of the results  that may be expected  for the year
ended  December  31,  1997.  For  further  information,  refer  to  the  audited
consolidated  financial  statements and notes thereto  included in the Company's
Form 10-KSB for the year ended December 31, 1996.

2. On December 13,  1996,  the Company  entered  into an  agreement  and plan of
merger (Agreement) with Regions Financial  Corporation (Regions) to be effective
upon the  consent of various  regulatory  authorities.  Among other  items,  the
Agreement  provides for the  conversion of each common share of the Company into
 .32 of a share of  Regions  common  stock,  subject to  certain  adjustments  as
defined.  Prior to the  consummation of this  Agreement,  each party must obtain
certain  consents and approvals.  Such Agreement may be terminated under certain
conditions by the Board of Directors of both or either party. The transaction is
expected to close during the second quarter of 1997.


<PAGE>


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

Results of Operations

Net interest income increased to $1,638,198 for the quarter ended March 31, 1997
from $1,286,840 for the quarter ended March 31, 1996. The increase was primarily
due to  increases  in loan  volumes and other  interest  bearing  assets and the
relative  market  interest rates and fees which exceed the related cost of funds
for investing in such assets.  Total interest income increased to $2,797,652 for
the quarter ended March 31, 1997 from $2,024,021 for the quarter ended March 31,
1996.  The increase in interest  income was primarily the result of increases in
the net loan portfolio of 45% from  $64,550,277 to $93,595,271  and in the yield
on loans  from  10.34%  for the first  quarter  of 1996 to 11.44%  for the first
quarter of 1997,  respectively.  Total interest expense  increased to $1,159,454
for the quarter  ended March 31, 1997 from  $737,181 for the quarter ended March
31, 1996.  The increase in interest  expense was  primarily  due to increases in
interest  bearing  deposits of 29% from  $58,312,939 to $75,358,354 and in other
borrowings of 189% from  $6,220,000 to $18,000,000  from March 31, 1996 to March
31, 1997 as the Company funded the increase in loans.

Additions to the allowance for possible loans losses  (balance of $1,180,207 and
$1,029,517 at March 31 1997 and 1996,  respectively,  and $1,129.278 at December
31,  1996) are made  periodically  to maintain the  allowance at an  appropriate
level based on  management's  analysis of potential risk in the loan  portfolio.
The ratio of the  allowance  for possible loan losses to loans of 1.18% at March
31, 1997  decreased  from 1.56% at March 31, 1996 and from 1.37% at December 31,
1996 as a result of the  increase  in mortgage  loans in process of  settlement.
Such mortgage loans  outstanding at March 31, 1997 carry reduced loss risk since
the Company generally sells these loans in a short period of time. The amount of
the  provision  for possible  loan losses is  determined by an evaluation of the
amount of loans outstanding, the amount of non-performing loans, historical loan
loss experience,  delinquency  trends,  the amount of losses actually charged to
the  allowance in a given period,  and an assessment of present and  anticipated
economic conditions that might possibly impact the Company's market.  Management
determined that no additional  provision was necessary for the allowance for the
quarter  ended March 31, 1996 compared to a provision of $50,000 for the quarter
ended March 31, 1997. However,  management's  judgment is based upon a number of
assumptions about future events, which are believed to be reasonable,  but which
may or may not prove valid.  Thus, there can be no assurance that charge-offs in
future  periods will not exceed the  allowance  for possible  loan losses,  that
additional  increases  in the  allowance  will  not be  required,  or  that  any
particular level of allowance for possible loan losses will be maintained.

Other  operating  income was  $683,707  for the  quarter  ended  March 31,  1997
compared to $314,004  for the quarter  ended March 31,  1996.  The  increase was
primarily  the  result  of gains on  sales of loans  originated  and sold by the
Company's  mortgage  operations  and to a  lesser  extent  an  increase  in fees
associated with the increase in deposit accounts.

Other operating expenses increased to $1,487,810 for the quarter ended March 31,
1997 from  $978,062 for the quarter  ended March 31, 1996.  The  increases  were
primarily  related  to  an  increase  in  the  number  of  full-time  employees,
particularly  related to the increase in the mortgage  loan  operations,  normal
salary  increases and the increased  cost of operations  due to overall  deposit
growth and activity.

The  Company's  net income  increased  23.5% to  $491,057  ($.45 per share fully
diluted) for the quarter ended March 31, 1997 from net income of $397,717  ($.37
per share fully  diluted) for the quarter  ended March 31,  1996.  The return on
average assets  remained  constant at 1.66% for the quarter ended March 31, 1997
as compared to the quarter ended March 31, 1996. However,  the return on average
equity increased to 20.64% from 19.63% for the quarters ended March 31, 1997 and
1996, respectively. The increases in net income and returns reflect the increase
in net interest margin,  the increase in other operating income partially offset
by the increase in other operating expenses.

Liquidity and Sources of Capital

The  Company had cash and cash  equivalents  (including  Federal  funds sold) of
$5,881,861 at March 31, 1997 and  $12,261,011 at December 31, 1996. The decrease
reflects the Company's  increased  investment in earning assets and the relative
stability of the Company's need to respond to short term demand for funds caused
by withdrawals from deposit accounts and loan funding  commitments.  The loan to
deposit  ratio at March 31, 1997 was 101.1%  compared  to 89.5% at December  31,
1996 and 87.4% at March 31,  1996.  The  increase  in this  ratio  continues  to
reflect the Company's strategy of increasing investments in higher earning loans
and related fee opportunities.

Primary sources of liquidity are the scheduled repayments on the Company's loans
and interest on and maturities of its investments. Occasionally, the Company may
sell  investment  securities in connection  with the  management of its interest
sensitivity gap or to manage cash availability. The Company may also utilize its
cash and due from banks,  interest-earning  deposits in financial  institutions,
security repurchase  agreements and federal funds sold, and borrowings from FHLB
to meet liquidity requirements as needed. The Company also has the ability, on a
short-term  basis, to purchase federal funds or sell securities under agreements
to repurchase from other financial institutions. Presently, the Company has made
arrangements with commercial banks for short-term unsecured and secured advances
of up to  $34,600,000  and with the Federal Home Loan Bank for  borrowings up to
$20,000,000.  Additionally,  the  Company's  internal  liquidity  ratio of 57.8%
exceeds the internal  policy ratio of 30% as well as  regulatory  minimums.  The
Company  believes  that its  liquidity  will be sufficient to meet its operating
requirements over the near term.


<PAGE>


                           PART II - OTHER INFORMATION



Item 1.  Legal Proceedings.

         There are no material pending legal proceedings to which the Company or
         the Bank is a party or of which any of their property is subject.

Item 2.  Changes in Securities.

         (a)      Not applicable.

         (b)      Not applicable.

Item 3.  Defaults Upon Senior Securities.

         (a)      Not applicable.

         (b)      Not applicable.

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

         Not applicable.

Item 5.  Other Information.

         Not applicable.

Item 6.  Other Information.

         (a)      Exhibits.

                  Exhibit 27  Financial Data Schedule

         (b)      Reports on Forms 8-K.

                  None


<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.
                                                                     FIRST BANKSHARES, INC.
                                                                          (Registrant)



Date                May 9, 1997                                       /s/ R. Elliott Miller
    ----------------------------------------                -------------------------------
                                                                        R. Elliott Miller
                                                              President and Chief Executive Officer

</TABLE>