U.S. SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB

(Mark One)

 X       Quarterly  report under Section 13 or 15(d) of the Securities  Exchange
---      Act of 1934 For the quarterly period ended June 30, 2001

---      Transition report under Section 13 or 15(d) of the Exchange Act
         For the transition period from                to
                                       ----------------  ----------------

                           Commission File No. 0-28280

                          GREATER ROME BANCSHARES, INC.
                          -----------------------------
        (Exact Name of Small Business Issuer as Specified in its Charter)

         Georgia                                      58-2117940
         -------                                      ----------
 (State of Incorporation)                   (I.R.S. Employer Identification No.)

        P.O. Box 5271, 1490 Martha Berry Blvd., Rome, Georgia 30162-5271
        ----------------------------------------------------------------
                    (Address of Principal Executive Offices)

                                 (706) 295-9300
                                 --------------
                (Issuer's Telephone Number, Including Area Code)

                                 Not Applicable
                                 --------------
              (Former Name, Former Address and Former Fiscal Year,
                         if Changed Since Last Report)

         Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days. Yes X  No
                                                                      ---
         State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date:

         703,881 shares of common stock, $.01 par value per share, were issued
and outstanding as of July 30, 2001.

         Transitional Small Business Disclosure Format(check one): Yes    No X
                                                                      ---   ---



                                       1
<PAGE>




                                     PART I
                              FINANCIAL INFORMATION

Item 1.  Financial Statements.

The unaudited financial statements of Greater Rome Bancshares, Inc. (the
"Company") are set forth on the following pages. All adjustments have been made
which, in the opinion of management, are necessary in order to make the
financial statements not misleading.


                                       2
<PAGE>
                  GREATER ROME BANCSHARES, INC. AND SUBSIDIARY

                           Consolidated Balance Sheets
                                   (Unaudited)
                       June 30, 2001 and December 31, 2000

                                                Assets
                                                ------
<TABLE>
<CAPTION>

                                                                           2001              2000
                                                                           ----              ----
<S>                                                                <C>                     <C>
 Cash and due from banks, including reserve
        requirements of $245,000 in 2001 and $241,000 in 2000       $      2,182,431         3,158,370
 Federal funds sold                                                        3,551,000         4,013,000
 Interest bearing deposits                                                   518,293           235,462
                                                                         -----------       -----------
        Cash and cash equivalents                                          6,251,724         7,406,832

 Securities available-for-sale                                            21,563,382        18,863,175
 Securities held-to-maturity                                               1,384,555         1,879,731
 Loans, net                                                               74,528,354        72,414,504
 Premises and equipment, net                                               3,631,869         3,493,969
 Bank owned life insurance                                                 1,299,447         1,268,858
 Accrued interest receivable and other assets                              1,194,014         1,462,803
                                                                         -----------       -----------
                                                                    $    109,853,345       106,789,872
                                                                         ===========       ===========

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

 Deposits:
        Demand                                                      $      8,769,046         8,616,230
        Interest bearing demand                                            7,694,056         6,521,162
        Savings                                                           12,947,324        12,180,103
        Time                                                              39,306,783        39,450,996
        Time, $100,000 and over                                           17,668,626        15,740,950
                                                                         -----------       -----------
                   Total deposits                                         86,385,835        82,509,441

 Federal Home Loan Bank borrowings                                        12,850,000        12,850,000
 Securities sold under repurchase agreement                                     -            2,500,000
 Federal funds purchased                                                   1,000,000              -
 Accrued interest payable and other liabilities                              642,909           715,712
                                                                         -----------       -----------
                   Total liabilities                                     100,878,744        98,575,153
                                                                         -----------       -----------
 Commitments

 Stockholders' equity:
        Preferred stock, par value $1.00 per share; 100,000 shares
                   authorized; no shares issued or outstanding                  -                 -
        Common stock, par value $.01 per share; 10,000,000
                   shares authorized; 697,616 and 698,316 shares
                   issued and outstanding respectively                         7,039             6,983
        Additional paid-in capital                                         6,981,877         6,921,915
        Accumulated earnings                                               1,669,902         1,220,426
        Accumulated other comprehensive income                               315,783            65,395
                                                                         -----------       -----------
                   Total stockholders' equity                              8,974,601         8,214,719
                                                                         -----------       -----------
                                                                    $    109,853,345       106,789,872
                                                                         ===========       ===========
</TABLE>

 See accompanying notes to consolidated financial statements.


                                       3
<PAGE>

                  GREATER ROME BANCSHARES, INC. AND SUBSIDIARY
          Consolidated Statements of Earnings and Comprehensive Income
                                   (Unaudited)
       For each of the Six and Three Months Ended June 30, 2001 and 2000
<TABLE>
<CAPTION>

                                                                    Six Months      Six Months     Three Months    Three Months
                                                                       Ended           Ended           Ended          Ended
                                                                   Jun 30, 2001    Jun 30, 2000    Jun 30, 2001    Jun 30, 2000
                                                                   ------------    ------------    ------------    ------------
<S>                                                             <C>                  <C>             <C>              <C>
Interest income:
    Interest and fees on loans                                 $      3,559,130       2,751,140       1,765,664        1,426,472
    Interest and dividends on investments
       Taxable                                                          511,462         422,614         293,436          226,083
       Nontaxable                                                       141,205          74,493          41,559           34,369
    Interest on federal funds sold and deposits with other banks         90,535         110,653          42,611           50,523
                                                                      ---------       ---------       ---------        ---------
       Total interest income                                          4,302,332       3,358,900       2,143,270        1,737,447
                                                                      ---------       ---------       ---------        ---------

Interest expense:
    Time deposits                                                     1,810,320       1,168,433         895,021          604,909
    Savings deposits                                                    211,510         197,705          95,391          108,939
    Interest bearing demand deposits                                     65,452          59,934          30,947           29,992
    Other                                                               372,159         310,929         167,200          169,346
                                                                      ---------       ---------       ---------        ---------
       Total interest expense                                         2,459,441       1,737,001       1,188,559          913,186
                                                                      ---------       ---------       ---------        ---------

       Net interest income                                            1,842,891       1,621,899         954,711          824,261
Provision for loan losses                                               132,000          78,782          66,000           47,172
                                                                      ---------       ---------        --------        ---------
       Net interest income after provision for loans losses           1,710,891       1,543,117         888,711          777,089
                                                                      ---------       ---------        --------        ---------
Other income:
    Service charges                                                     143,257         109,268          71,977           58,481
    Other                                                               224,210          92,204         122,007           52,055
                                                                      ---------       ---------        --------        ---------
       Total other income                                               367,467         201,472         193,984          110,536
                                                                      ---------       ---------        --------        ---------

Other expenses:
    Salaries and employee benefits                                      772,833         660,389         376,554          329,996
    Occupancy                                                           225,943         177,719         119,482           89,939
    Other operating                                                     447,075         405,642         229,507          199,712
                                                                      ---------       ---------       ---------        ---------
       Total other expenses                                           1,445,851       1,243,750         725,543          619,647
                                                                      ---------       ---------       ---------        ---------

       Income  before income taxes                                      632,507         500,839         357,152          267,978

Income tax expense                                                      167,794         151,859         100,194           80,727
                                                                      ---------       ---------       ---------        ---------
       Net income                                              $        464,713         348,980         256,958          187,251
                                                                      =========       =========       =========        =========
Other comprehensive income
    Unrealized gains (losses) on securities available
       for sale arising during  the period, net of tax (benefit) of
       $95,517, $(34,384), $(12,989) and $(10,801) respectively         156,108         (56,196)        (21,229)         (17,651)

    Unrealized gain on interest rate swap arising during the period,
       net of tax of $57,686, $0, $7,254 and $0 respectively             94,280             -            11,855             -
                                                                      ---------       ---------       ---------        ---------

       Total other comprehensive income                        $        250,388         (56,196)         (9,374)         (17,651)
                                                                      ---------       ---------       ---------        ---------

       Comprehensive income                                             715,101         292,784         247,584          169,600
                                                                      =========       =========       =========        =========

Basic earnings per share                                       $           0.66            0.50            0.36             0.27
                                                                      =========       =========       =========        =========
Diluted earnings per share                                     $           0.63            0.48            0.35             0.26
                                                                      =========       =========       =========        =========
</TABLE>

See accompanying notes to consolidated financial statements.


                                       4
<PAGE>
                  GREATER ROME BANCSHARES, INC. AND SUBSIDIARY

                      Consolidated Statements of Cash Flows
                                   (Unaudited)
             For each of the Six Months Ended June 30, 2001 and 2000
<TABLE>
<CAPTION>
                                                                                        2001            2000
                                                                                        ----            ----
<S>                                                                             <C>                 <C>
 Cash flows from operating activities:
            Net income                                                          $     464,713         348,980
            Adjustments to reconcile net income to net cash
                      provided by operating activities:
                      Depreciation, amortization and accretion                         90,262          82,274
                      Provision for loan losses                                       132,000          78,782
                      Change in:
                        Interest receivable and other assets                          142,684        (141,388)
                        Interest payable and other liabilities                        (72,803)         86,146
                                                                                    ---------       ---------
                     Net cash provided by operating activities                        756,856         454,794
                                                                                    ---------       ---------

 Cash flows from investing activities:
            Proceeds from maturities and calls of securities available-for-sale     4,617,948         768,912
            Proceeds from maturities and calls of securities held-to-maturity         500,000            -
            Proceeds from sale of securities available-for-sale                       753,281            -
            Purchases of securities available-for-sale                             (7,704,016)     (2,827,520)
            Purchase of FHLB stock                                                       -            (50,000)
            Net increase in loans                                                  (2,245,850)     (5,327,065)
            Purchases of premises and equipment                                      (254,502)       (230,310)
                                                                                    ---------       ---------
                      Net cash used by investing activities                        (4,333,139)     (7,665,983)
                                                                                    ---------       ---------

 Cash flows from financing activities:
            Net change in deposits                                                  3,876,395       5,056,191
            Net change in FHLB borrowings                                                -          2,000,000
            Net change in securities sold under repurchase agreements              (2,500,000)        500,000
            Net change in federal funds purchased                                   1,000,000            -
            Common stock repurchased and retired                                      (48,000)        (27,700)
            Proceeds from stock options exercised                                      92,780            -
                                                                                    ---------       ---------
                      Net cash provided by financing activities                     2,421,175       7,528,491
                                                                                    ---------       ---------

 Net change in cash and cash equivalents                                           (1,155,108)        317,302

 Cash and cash equivalents at beginning of period                                   7,406,832       5,029,652
                                                                                    ---------       ---------

 Cash and cash equivalents at end of period                                     $   6,251,724       5,346,954
                                                                                    =========       =========
 Supplemental disclosures of cash flow information:
            Cash paid for:
                      Interest                                                  $   2,397,080       1,712,776
                      Income taxes                                              $     194,890         146,246
 Non cash investing and financing activities:
            Change in unrealized gain (loss) on sale of securities
                      available-for-sale                                        $     251,625         (90,580)
            Change in unrealized gain on interest rate swap                     $     151,966               -

</TABLE>

 See accompanying notes to consolidated financial statements.

                                       5
<PAGE>


                  GREATER ROME BANCSHARES, INC. AND SUBSIDIARY
                   Notes to Consolidated Financial Statements
                                   (Unaudited)

Summary of Significant Accounting Policies
Organization
------------
Greater Rome Bancshares, Inc. (the "Company") is a bank holding company whose
business is conducted by its wholly owned bank subsidiary, Greater Rome Bank
(the "Bank"). The Company is subject to regulation under the Bank Holding
Company Act of 1956.

The Bank is a commercial bank that serves Floyd County, including Rome, Georgia,
a community located approximately 50 miles north of metropolitan Atlanta. The
Bank is chartered and regulated by the State of Georgia Department of Banking
and Finance and is insured and subject to regulation by the Federal Deposit
Insurance Corporation.

Basis of Presentation and Reclassification
------------------------------------------
The consolidated financial statements include the accounts of the Company and
the Bank. All intercompany accounts and transactions have been eliminated in
consolidation.

The accounting principles followed by the Company, and the methods of applying
these principles, conform with generally accepted accounting principles ("GAAP")
and with general practices within the banking industry. In preparing financial
statements in conformity with GAAP, management is required to make estimates and
assumptions that affect the reported amounts in the financial statements. Actual
results could differ significantly from those estimates. Material estimates
common to the banking industry that are particularly susceptible to significant
change in the near term include, but are not limited to, the determination of
the allowance for loan losses and the valuation of real estate acquired in
connection with or in lieu of foreclosure on loans.

Cash and Cash Equivalents
-------------------------
For presentation purposes in the consolidated statements of cash flows, cash and
cash equivalents include cash on hand, amounts due from banks, interest-bearing
deposits with banks and federal funds sold.

Investment Securities
---------------------
The Company classifies its securities in one of three categories: trading,
available-for-sale, or held-to-maturity. Trading securities are bought and held
principally for sale in the near term. Held-to-maturity securities are those
securities for which the Company has the ability and intent to hold until
maturity. All other securities not included in trading or held-to-maturity are
classified as available-for-sale. The Company's current investment policy
prohibits trading activity.

Held-to-maturity securities are recorded at cost, adjusted for the amortization
or accretion of premiums or discounts. Transfers of securities between
categories are recorded at fair value at the date of transfer. Unrealized
holding gains or losses associated with transfers of securities from
held-to-maturity to available-for-sale are recorded as a separate component of
stockholders' equity.

Available-for-sale securities consist of investment securities not classified as
trading securities or held-to-maturity securities and are recorded at fair
value. Unrealized holding gains and losses on securities available-for-sale are
excluded from earnings and are reported as a separate component of stockholders'
equity until realized.

A decline in the market value of any available-for-sale or held-to-maturity
investment below cost that is deemed other than temporary is charged to earnings
and establishes a new cost basis for the security.

                                       6
<PAGE>

Premiums and discounts are amortized or accreted over the life of the related
security as an adjustment to the yield. Realized gains and losses for securities
classified as available-for-sale and held-to-maturity are included in earnings
and are derived using the specific identification method for determining the
cost of securities sold.

Loans, Loan Fees and Interest Income
------------------------------------
Loans that management has the intent and ability to hold for the foreseeable
future or until maturity are reported at the principal amount outstanding, net
of the allowance for loan losses and any deferred fees or costs on originated
loans. Interest on all loans is calculated principally by using the simple
interest method on the daily balance of the principal amount outstanding.

A loan is considered impaired when, based on current information and events, it
is probable that all amounts due according to the contractual terms of the loan
agreement will not be collected. Impaired loans are measured based on the
present value of expected future cash flows discounted at the loan's effective
interest rate, or at the loan's observable market price, or at the fair value of
the collateral of the loan if the loan is collateral dependent. Interest income
from impaired loans is recognized using a cash basis method of accounting during
the time within that period in which the loans were impaired.

Allowance for Loan Losses
-------------------------
The Bank's provision for loan losses is based upon management's continuing
review and evaluation of the loan portfolio and is intended to create an
allowance adequate to absorb losses on loans outstanding as of the end of each
reporting period. For individually significant loans, management's review
consists of evaluations of the financial strength of the borrowers and the
related collateral. The review of groups of loans, which are individually
insignificant, is based upon delinquency status of the group, lending policies,
and collection experience.

We believe that the allowance for loan losses is adequate. While we use
available information to recognize losses on loans, future additions to the
allowance may be necessary based on changes in economic conditions. In addition,
various regulatory agencies, as an integral part of their examination process,
periodically review the allowance for loan losses. Such agencies may require us
to recognize additions to the allowance based on their judgments of information
available to them at the time of their examination.

Premises and Equipment
----------------------
Premises and equipment are stated at cost less accumulated depreciation. Major
additions and improvements are charged to the asset accounts while maintenance
and repairs that do not improve or extend the useful lives of the assets are
expensed currently. When assets are retired or otherwise disposed of, the cost
and related accumulated depreciation are removed from the accounts, and any gain
or loss is reflected in earnings for the period.

Depreciation expense is computed using the straight-line method over the
following estimated useful lives:

    Building                                             40  years
    Land improvements                                    20  years
    Furniture, fixtures and equipment                    2-12 years

Income Taxes
------------
Deferred tax assets and liabilities are recorded for the future tax consequences
attributable to differences between the financial statement carrying amounts of
existing assets and liabilities and their respective tax bases. Future tax
benefits, such as net operating loss carryforwards, are recognized to the extent
that realization of such benefits is more likely than not. Deferred tax assets
and liabilities are measured using enacted tax rates expected to apply to


                                       7
<PAGE>

taxable income in the years in which the assets and liabilities are expected to
be recovered or settled. The effect on deferred tax assets and liabilities of a
change in tax rates is recognized in income tax expense in the period that
includes the enactment date.

In the event the future tax consequences of differences between the financial
reporting bases and the tax bases of the Company's assets and liabilities
results in deferred tax assets, an evaluation of the probability of being able
to realize the future benefits indicated by such asset is required. A valuation
allowance is provided for the portion of the deferred tax asset when it is more
likely than not that some portion or all of the deferred tax asset will not be
realized. In assessing the realizability of the deferred tax assets, management
considers the scheduled reversals of deferred tax liabilities, projected future
taxable income, and tax planning strategies.

Net Earnings Per Share
----------------------
Basic earnings per share are based on the weighted average number of common
shares outstanding during the period while the effects of potential shares
outstanding during the period are included in diluted earnings per share. The
reconciliation of the amounts used in the computation of both "basic earnings
per share" and "diluted earnings per share" for the periods presented in the
financial statements were calculated as follows:

<TABLE>
<CAPTION>
                                   Six months ended June 30, 2001           Three months ended June 30, 2001
                                   ------------------------------           --------------------------------
                                  Net           Common      Per Share        Net          Common      Per Share
                                Earnings        Shares        Amount       Earnings       Shares        Amount
                                --------        ------        ------       --------       ------        ------
<S>                             <C>            <C>          <C>            <C>            <C>         <C>

Basic earnings per share        $464,713       701,049         $0.66       $256,958       704,414        $0.36

Effect of stock options                         38,084                                     38,923
                                                ------                                     ------

Diluted earnings per share      $464,713       739,133         $0.63       $256,958       743,338        $0.34
                                ========       =======         =====       ========       =======        =====
</TABLE>
<TABLE>
<CAPTION>

                                   Six months ended June 30, 2000           Three months ended June 30, 2000
                                   ------------------------------           --------------------------------
                                  Net           Common      Per Share        Net          Common      Per Share
                                Earnings        Shares        Amount       Earnings       Shares        Amount
                                --------        ------        ------       --------       ------        ------
<S>                             <C>            <C>           <C>          <C>            <C>            <C>
Basic earnings per share        $348,980       701,225         $0.50       $187,251       700,850        $0.27

Effect of stock options                         30,328                                     32,810
                                                ------                                     ------

Diluted earnings per share      $348,980       731,553         $0.48       $187,251       733,660        $0.26
                                ========       =======         =====       ========       =======        =====
</TABLE>

Derivative Instruments and Hedging Activities
---------------------------------------------
Effective June 1, 1999, the Company adopted Statement of Financial Accounting
Standards No. 133, "Accounting for Derivative Instruments and Hedging
Activities" ("SFAS No. 133"), which establishes accounting and reporting
standards for hedging activities and for derivative instruments including
derivative instruments embedded in other contracts. SFAS No. 133 requires the
fair value recognition of derivatives as assets or liabilities in the financial
statements. The accounting for the changes in the fair value of a derivative
depends on the intended use of the derivative instrument at inception. The
change in fair value of instruments used as fair value hedges is accounted for
in the income of the period simultaneous with accounting for the fair value
change of the item being hedged. The change in fair value of the effective
portion of cash flow hedges is accounted for in comprehensive income rather than
income, and the change in fair value of foreign currency hedges is accounted for
in comprehensive income as part of the translation adjustment. The change in
fair value of derivative instruments that is not intended as a hedge is
accounted for in the income of the period of the change.

                                       8
<PAGE>

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

FORWARD LOOKING STATEMENTS

Various  statements  contained  in this  report,  which  are not  statements  of
historical   fact,   constitute   forward-looking   statements.    Examples   of
forward-looking statements include, but are not limited to:

     (1) projections of revenues, income or loss, earnings or loss per share,
         the payment or non-payment of dividends, capital structure and other
         financial items;
     (2) statements of plans and objectives of the Company or its management or
         board of directors, including those relating to products or services;
     (3) statements of future economic performance; and
     (4) statements of assumptions underlying these statements.

Words such as "believes," "anticipates," "expects," "intends," "targeted," and
similar expressions are intended to identify forward-looking statements but are
not the exclusive means of identifying such statements.

Forward-looking statements involve risks and uncertainties, which may cause
actual results to differ materially from the results in the forward-looking
statements. Facts that could cause actual results to differ from those discussed
in the forward-looking statements include, but are not limited to:

     (1) the strength of the U.S. economy in general and the strength of the
         local economies in which operations are conducted;
     (2) the effects of and changes in trade, monetary and fiscal policies and
         laws, including interest rate policies of the Board of Governors of the
         Federal Reserve System;
     (3) inflation, interest rate, market and monetary fluctuations;
     (4) the timely development of and acceptance of new products and services
         and perceived overall value of these products and services by users;
     (5) changes in consumer spending, borrowing and saving habits;
     (6) technological changes;
     (7) acquisitions;
     (8) the ability to increase market share and control expenses;
     (9) the effect of changes in laws and regulations (including laws and
         regulations concerning taxes, banking, securities and insurance) with
         which the Company and its subsidiary must comply;
    (10) the effect of changes in accounting policies and practices, as may be
         adopted by the regulatory agencies as well as the Financial Accounting
         Standards Board;
    (11) changes in the Company's organization, compensation and benefit plans;
    (12) the costs and effects of litigation and of unexpected or adverse
         outcomes in such litigation; and
    (13) the Company's success at managing the risks involved in the foregoing.

Forward-looking statements speak only as of the date on which they are made. We
undertake no obligation to update any forward-looking statement to reflect
events or circumstances after the date on which the statement is made to reflect
the occurrence of unanticipated events.

                                       9
<PAGE>


FINANCIAL CONDITION

As of June 30, 2001, the Company had $109.9 million in total assets, up $3.1
million over year-end 2000. Total deposits increased $3.9 million over year-end
2000 to $86.4 million. Net loans outstanding increased $2.1 million over
year-end 2000 to $74.5 million. All of the Bank's growth in loans has come from
the local market. We attribute this growth to a relatively stable local economy
combined with competitive banking services delivered by a locally owned and
operated community bank. The Bank is the only locally owned and operated
community bank in its market, which has been dominated by regional banks and
fragmented by credit unions over the past several years.

The banking industry continues to experience competition from non-banks for
deposit and investment type products. Competition for local deposit dollars
continues to put upward pressure on the cost of deposits. The Bank's
asset/liability management committee has adopted policies designed to diversify
funding sources if local market deposits become less available and even more
costly. Within limits, the Bank may obtain funding from brokered certificates of
deposit and other forms of wholesale borrowing, such as the Federal Home Loan
Bank and term repurchase agreements. These policies should allow the Bank to
continue to meet the local market's credit demands while providing the
flexibility to obtain funding from various sources at optimum rates. While this
policy provides greater funding flexibility, the Bank continues to place primary
funding emphasis on local deposit growth. Core deposit growth development is the
primary focus of the Bank's current asset/liability management strategies. As of
June 30, 2001, the Bank had $5,000,000 in brokered deposits.

Capital

At June 30, 2001, the Bank's capital position was in excess of FDIC guidelines
to qualify as "well capitalized". Based on the level of the Bank's risk weighted
assets at quarter end, we had $1.1 million more capital than necessary to
satisfy the "well-capitalized" criteria. The Bank's capital adequacy is
monitored quarterly by the asset/liability committee. At these quarterly
meetings, the committee develops strategies for the Bank's asset and liability
growth, mix and pricing.

We continue to evaluate opportunities to effectively deploy this capital in
order to improve shareholder returns. As a routine part of our business, we
evaluate opportunities with other financial institutions. Thus, at any time,
discussions, negotiations and due diligence activities concerning potential
transactions may occur.

From time to time, the Company may also purchase stock from shareholders who
have indicated a desire to sell their stock. Such transactions not only provide
liquidity for the Company's stock, but generally also improve the returns for
all remaining shareholders. As of the end of the second quarter of 2001, the
Company had purchased and retired a total of 8,910 shares of stock from
shareholders.

The Bank's capital at June 30, 2001 will support assets up to approximately
$123.5 million and maintain its well-capitalized status. Assuming that the Bank
continues to grow with a risk-weighted asset mix consistent with its historical
experience, that asset quality is maintained, and that earnings growth continues
at its current rate, our 12-month projected capital would approach the minimum
limits to be well-capitalized when our assets are approximately $135.6 million.

Given the recent signs of a slowing economy, and the Company's declining excess
capital levels, management has budgeted a much slower asset growth rate for
2001. Emphasis for 2001 is focused on earnings improvement and operational
efficiency initiatives to improve the Company's capital growth through earnings.
In an effort to position the Bank for potential high growth opportunities in the

                                       10
<PAGE>

future, the Company obtained a credit line for $2,000,000 in the first quarter
of 2001 from one of its correspondent banks. The line has a two-year revolving
period, with interest paid quarterly, and is then repaid over a five-year even
amortization plus interest, on a quarterly basis. If capital is required at the
Bank level to support asset growth, the Company will borrow sufficient funds
against the credit facility and contribute them to the Bank to maintain its
"well-capitalized" status for at least the next 12 months. At June 30, 2001, the
Company had not drawn any funds from this credit line.

Liquidity

The Bank's liquidity position is monitored on daily management reports, and the
Asset Review Committee reviews the Bank's liquidity position against policy
ratios on a weekly basis. The Board of Directors reviews policy ratios against
actual performance in the monthly board reports.

We intend to manage loan growth so that net deposit growth will provide the
primary funding for net loan growth as well as cash reserves for working
capital. To the extent that net deposit growth from the local community (core
funding) is inadequate to support the loan demand, alternative short-term and
long-term funding sources are available.

Short-term funding is provided by the Bank's investment in federal funds sold,
and the marketable securities in its investment portfolio. Marketable securities
may be sold or used as collateral for short-term repurchase agreements with the
Bank's correspondent banks.

Long-term funding is available through loans from the Federal Home Loan Bank
("FHLB") that are collateralized by the Bank's investment in real estate loans
or marketable securities. Other long-term funding sources include non-local
institutional certificates of deposit that are obtained through direct
advertising on the Internet and brokered deposits placed through approved
brokers in the national markets. We will continue to seek cost effective
alternative funding sources for both the short and long term, if local deposit
growth does not keep pace with local loan demand. At times, term borrowings from
the FHLB and even brokered deposits can be obtained at rates more favorable than
local market term deposits. As long as policy limits allow, management will use
non-core funding sources that have lower costs relative to local market term
deposits.

The Bank's liquidity and asset/liability policies place limits on these non-core
funding sources. These limits are designed to place emphasis on local deposit
growth and limit the Bank's ability to grow solely from non-core funding
sources.

For the first six months of 2001, deposit growth exceeded loan growth by $1.8
million. Securities held-to-maturity decreased $500,000 to $1.4 million.
Securities available-for-sale increased $2.7 million to $21.5 million. At June
30, 2001, the duration of the Bank's securities portfolio was 4.4 years with a
weighted average tax equivalent yield of 6.65%. All of the Bank's investment
securities are eligible as collateral for borrowings under either repurchase
agreements with our correspondent banks or advances from the Federal Home Loan
Bank. At June 30, 2001, securities totaling $2.7 million were pledged as
collateral for FHLB advances. As of June 30, 2001, the Bank had unfunded loan
commitments totaling $7.3 million.

At June 30, 2001 the funds available for liquidity purposes consisted of $20.3
million in securities (eligible for sale under repurchase agreements), plus
Federal funds sold and other short-term bank deposits of $4.1 million, for a
total of $24.4 million. Under the repurchase agreements, margin requirements
range from 3% to 10% of the current market value of the underlying security, and
the borrowing rate tends to have a spread of approximately 25 to 40 basis points
over the Federal funds sold rate. The repurchase agreements allow the Bank to
raise funds out of its total securities portfolio without being forced to sell
the securities and recognize gains or losses as a result of the sale. In
addition to these sources of funds, the Bank has unsecured Federal funds

                                       11
<PAGE>

purchase lines of credit totaling $4.5 million, of which $3.5 million was
available at quarter-end. Our correspondent banks may revoke these lines at any
time.

FHLB membership provides an additional source of liquidity through credit
programs, which can provide term funding for up to 10 years and, in qualified
programs, up to 20 years. At June 30, 2001, the Bank had a total of $12.9
million in advances outstanding with the FHLB. We have assigned $18.6 million in
eligible residential first mortgage and commercial real estate loans and $2.7
million in securities to the FHLB as collateral for this financing.

The FHLB currently has call options on $8.0 million of its advances to the Bank.
If call options are exercised on any of the advances, they will be converted
into a three-month LIBOR-based floating rate advance at the three-month LIBOR
rate. The most likely reason that the FHLB would call the advances would be if
interest rates rose sufficiently to present better investment alternatives for
the FHLB. In the event of a call, we will evaluate funding alternatives in light
of the Bank's interest rate risk profile at the time.

RESULTS OF OPERATIONS

The Company had net earnings of $464,713 ($.66 per share) for the six months
ended June 30, 2001 and $256,958 ($0.36 per share) for the three months ended
June 30, 2001. This compares to net earnings of $348,980 ($0.50 per share) for
the six months ended June 30, 2000 and $187,251 ($.27 per share) for the three
months ended June30, 2000. Income before income taxes in the first six months of
2001 improved over the same period in 2000 by $131,668 (26.3%) to $632,507.

Net Interest Income

Net interest income increased $220,992 (13.6%) to $1,842,891 for the six months
ended June 30, 2001 and increased $130,450 (15.8%) to $954,711 for the three
months ended June 30, 2001, as compared to the same periods in 2000. This was
primarily due to the 27.4% increase in average earning assets from $77.1 million
in first six months of 2000 to $98.3 million for the first six months of 2001.
The net yield on average earning assets, before the provision for loan losses,
was 3.78% for 2001. This compares to 4.22% for 2000. The Bank's cost of funds
has increased 46 basis points, while its yield on earning assets has increased
10 basis points in the second quarter of 2001 as compared to the same period in
2000. The lower net yield for 2001 was primarily due to the increase in funding
costs attributable to the increase in interest bearing deposits and borrowed
funds as a percent of earning assets. The percentage of average earning assets
funded by interest bearing liabilities increased 3.4% to 91.0%. Loans as a
percent of earning assets increased 1.3% to 75.5%.

                                       12
<PAGE>


Summary of Loan Loss Experience
<TABLE>
<CAPTION>
                                                     Six months       Six months    Three months     Three months
                                                        ended           ended           ended           ended
    Allowance for possible loan losses                 6/30/01         6/30/00         6/30/01         6/30/00
    ----------------------------------                 -------         -------         -------         -------
<S>                                              <C>                <C>             <C>             <C>
Balance at the beginning of the period           $     856,902         684,131         887,984         697,653

Charge-offs:
    Commercial                                          26,828            -               -               -
    Consumer loans                                      48,507          36,647          37,857          14,057
                                                       -------         -------         -------         -------
    Total                                               75,335          36,647          37,857          14,057
                                                       -------         -------         -------         -------
Recoveries:
    Commercial                                             148            -                148            -
    Consumer loans                                       5,765          18,458           3,205          13,956
                                                       -------         -------         -------         -------
    Total                                                5,913          18,458           3,353          13,956
                                                       -------         -------          ------         -------
Net charge-offs (recoveries):                           69,422          18,189          34,504             101
Additions charged to operations                        132,000          78,782          66,000          47,172
                                                       -------         -------          ------         -------
Balance at end of period                         $     919,480         744,724         919,480         744,724
                                                       =======         =======         =======         =======
Average loans outstanding                        $  74,319,629      57,253,347      74,492,408      59,001,991
Ratio of net charge-offs to average loans                0.09%           0.03%           0.05%           0.00%
</TABLE>

The provision for loan losses was $132,000 in the first six months of 2001,
representing a $53,218 increase from the provision for the same period in 2000.

On a quarterly basis, we evaluate the history of the Bank's loan charge-offs and
review the credit risk in the Bank's loan portfolio. Based on the results of
these reviews, we evaluate the adequacy of the allowance for possible loan
losses. This evaluation considers historical loan losses by risk grade under
each major category of loans, i.e., commercial, real estate and consumer. It
also considers current portfolio risk, industry concentrations and the
uncertainty associated with changing economic conditions.

In addition, management performs an on-going loan review process. All new loans
are risk rated under loan policy guidelines. On a monthly basis, we evaluate the
composite risk ratings in a model that assesses the adequacy of the current
allowance for loan losses. This evaluation is presented to the board of
directors each month. Management performs loan reviews for compliance with
underwriting policy on new loans and presents the review results in the weekly
asset review committee meeting. Past due loans are reviewed weekly, and large
loans are reviewed periodically. Risk ratings may be changed if it appears that
new loans may not have received the proper initial grading or, if on existing
loans, credit conditions have improved or worsened.

We expect to incur losses on loans from time to time when borrowers' financial
conditions deteriorate. Where feasible, loans charged down or charged off will
continue to be collected. We consider the quarter end allowance adequate to
cover potential losses in the loan portfolio.

                                       13
<PAGE>


Allocation of the Allowance for Loan Losses
-------------------------------------------
Under the Bank's credit risk Loan Grading Policy, each loan in the portfolio is
assigned one of the following risk grades:
<TABLE>
<CAPTION>

  Grade     Short Definition                                   Grade    Short Definition
  -----     ----------------                                   -----    ----------------
<S>         <C>                                                <C>      <C>
    1       Negligible credit risk                               5      Greater than normal credit risk
    2       Minimal credit risk                                  6      Excessive credit risk
    3       Average credit risk                                  7      Potential loss
    4       Acceptable, but more than average credit risk        8      Uncollectable
</TABLE>

The policy provides more explicit guidance on the application of risk grades. On
a monthly basis, loan balances are aggregated for each grade under each major
category (real estate, commercial or consumer) of loans. A loan loss allowance
is calculated using loss factors that represent management's estimate of the
allowance applicable to each grade. Historical net charge-offs by major category
are also analyzed each quarter and used to calculate a loss reserve. The results
of these two calculations are compared to the recorded allowance for loan losses
to determine its reasonableness and whether adjustments may be necessary.

The approximate anticipated amount of charge-offs for 2001 allocated by major
category is:

                                       Projected
                       Category       Charge-offs
                       --------       -----------
                       Real Estate    $  19,472
                       Commercial        58,616
                       Consumer          91,201
                                        -------
                       Total          $ 169,289
                                        =======


Risk Elements
<TABLE>
<CAPTION>
                                                            June 30, 2001          June 30, 2000
                                                            -------------          -------------
Nonaccrual, Past Due and Restructured Loans
-------------------------------------------
<S>                                                         <C>                        <C>
Nonaccrual loans                                            $  222,070                 322,417
Accruing loans contractually past due 90 days or more       $     -                       -
Troubled debt restructurings                                $   71,436                 233,476
</TABLE>

The amount of interest that would have been included in income on the above
non-accrual loans if they had been current in accordance with their original
terms was $8,500 in 2001 and $10,241 in 2000. The amount of interest that was
included in interest income on the above loans was $0 in 2001 and $0 in 2000.

The Bank's policy is to place loans on non-accrual status when it appears that
the collection of principal and interest in accordance with the terms of the
loan is doubtful. Any loan that becomes 90 days past due as to principal or
interest is placed on non-accrual, unless corrective action is certain and
imminent.

Non-interest Income and Expenses

Non-interest income increased $165,995 (82.4%) to $367,467 for the six months
ended June 30, 2001 and increased $83,448 (75.5%) to $193,984 for the three
months ended June 30, 2001 as compared to the same periods in 2000. This was

                                       14
<PAGE>

mainly due to a significant increase in demand for mortgage loans resulting from
lower mortgage rates during first half of 2001 as well as our increased focus on
developing mortgage lending business. Mortgage origination fees increased from
$28,203 for the six months ended June 30, 2000 to $144,587 for the six months
ended June 30, 2001 and increased from $23,288 for the three months ended June
30, 2000 to $82,066 for the three months ended June 30, 2001. Service charges on
deposit accounts increased $33,989 (31.1%) to $143,257 for the first six months
of 2001 and increased $13,496 (23.1%) for the three months ended June 30, 2001
as compared to the same periods in 2000.

Non-interest expenses increased $202,101 (16.2%) to $1,445,851 for the six
months ended June 30, 2001 and $105,896 (17.1%) for the three months ended June
30, 2001 from the same periods for 2000. The lower growth rate of non-interest
expenses relative to the earning asset growth rate of 27.4% indicates that our
operating efficiencies continue to improve.

Salaries and benefits for the six months ended June 30, 2001 increased $112,444
(17.0%) and increased $46,558 (14.1%) to $376,554 for the three months ended
June 30, 2001 from the same periods in 2000. This is due to the growth in the
number of full-time-equivalent employees and increases in the costs of employee
benefits. The number of employees grew from 38 at the end of the second quarter
of 2000 to 43 at the end of the second quarter of 2001. Occupancy costs
increased by $48,224 (27.1%) to $225,943 for the first six months of 2001, and
increased $29,543 (32.8%) to $119,482 for the three months ended June 30, 2001
over the same periods in 2000. The increases are due mainly to the installation
of the Bank's operations center in first quarter of 2001.

Other operating expenses increased $41,433 (10.2%) to $447,075 for the six
months ended June 30, 2001, and $29,795 (14.9%) to $229,507 for the three months
ended June 30, 2001, as compared to the same periods in 2000. The increase is
attributable to the higher volume of business associated with advertising and
marketing costs, data processing costs, and supplies. In 2000, management
implemented several initiatives to reduce the cost of back office services such
as item processing, statement rendering and wire services. In June 2001, the
Bank initiated statement imaging and discontinued including checks in customer
statements. These efficiency moves have allowed the Bank to grow its earning
assets by 27.4% without a commensurate increase in handling costs.

In 2000, management implemented a technology development program to evaluate all
of its existing technologies and determine the most effective alternatives for
data processing, item processing/check imaging, new loan and deposit processing,
document imaging and optical data storage. Internet banking and e-commerce
evaluations were also initiated. A technology consultant was used to assist with
the evaluations. Contracts on these technology initiatives are in various stages
of completion and services are expected to be installed throughout 2001. These
initiatives should further improve customer services as well as operating
efficiencies. We continue to focus on improving operating expense efficiencies,
through the use of current banking technologies, outsourcing solutions and human
resource training and development.

Interest Rate Sensitivity

In the current economic environment, improvement in the Company's earnings
depends less upon continued earning asset growth and more upon maintaining good
asset quality, core deposit development, recurring service fee income
enhancement and operating efficiency improvement.

Given the intense competition for core deposits in the Bank's local market, much
of the Bank's recent growth has been funded by interest bearing CD's and
borrowed funds. This has had an adverse impact on the Bank's interest margin,
while improving earnings per share. The terms of these funding sources were
planned to minimize the impact on the Bank's liquidity and interest rate risk.
As we slow the Bank's asset growth rate to align it with expected earnings
growth rates, management is focusing on strategies to replace these high cost

                                       15
<PAGE>

funds with lower cost core deposits. While this may increase our interest rate
risk, it should improve our net interest margin.

The Bank uses a third party interest rate risk analysis product, which
quantifies the amount of risk to the net interest margin and to the current
market value of equity. It produces a composite analysis of several approaches
including GAP analysis, rate shocks in 100-point increments up and down 400
basis points, and simulation modeling.

As with any model, many assumptions have to be made about the repricing
attributes of the Bank's assets and liabilities. Where industry experience seems
appropriate, such assumptions are used. Given the extremely competitive market
for the public's investing and savings dollars or lack of correlation between
changes in the yields on U.S. Treasury securities and customer deposit rates
seems to be increasing. This uncertainty increases the uncertainty about the
conclusiveness of the interest rate risk models.

The asset/liability committee monitors the Bank's exposure to interest rate risk
on a quarterly basis. As of its most recent review, the effect of an immediate
and simultaneous change in interest rates, either up or down by 200 basis
points, on the Bank's net interest income and on its economic value of equity
was calculated to be within policy limits. The net interest income policy limit
specifies that the amount of adverse impact to net interest income due to
interest rate risk is limited to no more than 10% of projected net interest
income for the following 12 months, assuming a 200 basis point change in
interest rates. The economic value of equity policy limit specifies that the
adverse effect of a similar rate change on the economic value of equity is
limited to no more than 25% of the Bank's current capital.

                                       16
<PAGE>



                                     PART II
                                OTHER INFORMATION

Item 1.  Legal Proceedings.

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

Item 2.  Changes in Securities.

         (a)  Not applicable.

         (b)  Not applicable.

         (c)  Under the Greater Rome Bancshares, Inc. Directors Stock Incentive
              Plan (the "Plan"), the Company's directors have the option to
              receive shares of the Company's common stock, $.01 par value per
              share, in lieu of a cash payment for accrued directors fees. All
              of the Company's directors participating in the Plan have elected
              to receive common stock of the Company for their directors fees
              accrued as of June 30, 2001. As a result, under an exemption
              provided by Section 4(2) of the Securities Act of 1933, the
              Company will issue 3,355 shares of its common stock to its
              directors in accordance with the terms of the Plan. The fair
              market value of the Company's common stock as of June 30, 2001 was
              $14.50 per share, and this price was used in calculating the
              number of shares to be issued to the Company's directors under the
              Plan. The fair market value of $14.50 per share was determined by
              the Company by reference to recent trades known to the Company.

              On April 20, 2001, an employee of the Company, a Georgia resident,
              exercised options to purchase 8,865 shares of the Company's Common
              Stock. As a result, the Company issued 6,400 shares of its Common
              Stock at $10.00 per share, 800 shares at $11.00 per share, and
              1,665 shares at $12.00 per share for a total purchase price of
              $92,780.00. Based primarily on these facts, the Company relied on
              Section 3(a)(11) and Section 4(2) of the Securities Act of 1933,
              as amended, in issuing the shares.

         (d)  Not applicable

Item 3.  Defaults Upon Senior Securities.

         Not applicable.

                                       17
<PAGE>

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

On May 17, 2001 the Company held its 2001 annual meeting of shareholders. At
that meeting the following items were voted upon with the results of the votes
tabulated below each item:

(a) to elect eleven directors to the Board of Directors to serve terms until the
    next annual meeting or until their successors are qualified and elected.
<TABLE>
<CAPTION>

       Director Nominee                     For                    Withheld/Against           Abstentions/Non-votes
       ----------------                     ---                    ----------------           ---------------------
<S>                                       <C>                             <C>                         <C>
Robert L. Berry                           447,110                         100                          None
Frank A. Brown, Jr.                       447,110                         100                          None
Thomas D. Caldwell, III                   447,110                         100                          None
Gene G. Davidson, MD                      447,110                         100                          None
Henry Haskell Perry                       447,110                         100                          None
Bradford Lee Riddle                       446,610                         600                          None
M. Wayne Robinson                         445,910                        1,300                         None
Dale G. Smith                             447,110                         100                          None
Paul E. Smith                             446,440                         770                          None
W. Fred Talley                            446,610                         600                          None
Martha B. Walstad                         446,999                         211                          None
</TABLE>

Pursuant to Rule 14a-4(c)(1) promulgated under the Securities Exchange Act of
1934, as amended, shareholders desiring to present a proposal for consideration
at the Company's 2002 Annual Meeting of Shareholders must notify the Company in
writing at its principal office at 1490 Martha Berry Blvd., Rome, Georgia 30165,
of the contents of such proposal no later December 13, 2001. Failure to timely
submit such a proposal will enable the proxies appointed by management to
exercise their discretionary voting authority when the proposal is raised at the
Annual meeting of Shareholders without any discussion of the matter in the proxy
statement.

Item 5.  Other Information.

         None.

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

(a)  The following documents are filed as part of this report:

3.1  Articles of Incorporation (Incorporated by reference to Exhibit 3.1 to the
     Company's Registration Statement No. 33-82858 on Form SB-2).

3.2  Bylaws (Incorporated by reference to Exhibit 3.2 to the Company's
     Registration Statement No. 33-82858 on Form SB-2).

4.1  Provisions of Company's Articles of Incorporation and Bylaws Defining the
     Rights of Shareholders (Incorporated by reference to Exhibit 4.1 to the
     Company's Registration Statement No. 33-82858 on Form SB-2).

4.2  Form of Stock Certificate (Incorporated by reference to Exhibit 4.2 to the
     Company's Registration Statement No. 33-82858 on Form SB-2).

                                       18
<PAGE>

10.1 *Employment Agreement between the Company and Thomas D. Caldwell, III dated
     September 1, 1997. (Incorporated by reference to Exhibit 10.1 of the
     Company's Quarterly Report on Form 10-QSB for the quarter ended September
     30, 1997).

10.2 *Greater Rome Bancshares, Inc. 1996 Stock Incentive Plan (Incorporated by
     reference to Exhibit 10.12 of the Company's Annual Report on Form 10-KSB
     for the year-ended December 31, 1995).

10.3 *Form of Incentive Stock Option Agreement (Incorporated by reference to
     Exhibit 10.13 of the Company's Annual Report on Form 10-KSB for the
     year-ended December 31, 1996).

10.4 *Form of Stock Option Award to Non-employee Directors (Incorporated by
     reference to Appendix A to the Company's Proxy Statement for the 1997
     Annual Meeting of the Shareholders held May 15, 1997).

10.5 *Employment Agreement between the Company and E. Grey Winstead, III dated
     September 1, 1997. (Incorporated by reference to Exhibit 10.5 of the
     Company's Quarterly Report on Form 10-QSB for the quarter ended September
     30, 1997).

10.6 *Executive Supplemental Retirement Plan Agreement between the Bank and
     Thomas D. Caldwell, III dated December 28, 1998. (Incorporated by reference
     to Exhibit 10.6 of the Company's Quarterly Report on Form 10-QSB for the
     quarter ended March 31, 1999).

10.7 *Greater Rome Bancshares, Inc. Board of Directors Compensation Program,
     dated October 14, 1999. (Incorporated by reference to Exhibit 10.7 of the
     Company's Annual Report on Form 10-KSB for the year-ended December 31,
     1999).

10.8 *Executive Supplemental Retirement Plan Agreement between the Bank and E.
     Grey Winstead, III dated January 13, 2000. (Incorporated by reference to
     Exhibit 10.8 of the Company's Quarterly Report on Form 10-QSB for the
     quarter ended March 31, 2000).
-----------------------------------
* Indicates a management contract or compensatory arrangement.

(b)  Reports on Form 8-K

     No reports on Form 8-K were filed during the quarterly period ended June
     30, 2001.

                                       19
<PAGE>



                                   SIGNATURES

Pursuant to the requirements of the Exchange Act, the registrant caused this
report to be signed on its behalf by the undersigned, thereunto duly authorized.

                                   GREATER ROME BANCSHARES, INC.



Date:  July 30, 2001           By: /s/ Thomas D. Caldwell, III
                                   ---------------------------
                                   Thomas D. Caldwell, III
                                   President, Chief Executive Officer


                               By: /s/ E. Grey Winstead, III
                                   -------------------------
                                   E. Grey Winstead, III
                                   Principal Financial and Accounting Officer

                                       20
<PAGE>


                          GREATER ROME BANCSHARES, INC.
            Form 10-QSB for the quarterly period ended June 30, 2001

                                INDEX TO EXHIBITS
<TABLE>
<CAPTION>

 Exhibit
 Number                                Description                                     Sequential Page
 ------                                -----------                                     ---------------
  <S>   <C>                                                                                 <C>
   3.1  Articles of Incorporation (Incorporated by reference to Exhibit 3.1 to the
        Company's Registration Statement No. 33-82858 on Form SB-2).                         N/A

   3.2  Bylaws (Incorporated by reference to Exhibit 3.2 to the Company's
        Registration Statement No. 33-82858 on Form SB-2).                                   N/A

   4.1  Provisions of Company's Articles of Incorporation and Bylaws Defining the
        Rights of Shareholders (Incorporated by reference to Exhibit 4.1 to the
        Company's Registration Statement No. 33-82858 on Form SB-2).                         N/A

   4.2  Form of Stock Certificate (Incorporated by reference to Exhibit 4.2 to the
        Company's Registration Statement No. 33-82858 on Form SB-2).                         N/A

   10.1 *Employment Agreement between the Company and Thomas D. Caldwell, III dated
        September 1, 1997. (Incorporated by reference to Exhibit 10.1 of the
        Company's Quarterly Report on Form 10-QSB for the quarter ended September
        30, 1997).                                                                           N/A

   10.2 *Greater Rome Bancshares, Inc. 1996 Stock Incentive Plan (Incorporated by
        reference to Exhibit 10.12 of the Company's Annual Report on Form 10-KSB
        for the year ended December 31, 1995).                                               N/A

   10.3 *Form of Incentive Stock Option Agreement (Incorporated by reference to
        Exhibit 10.13 of the Company's Annual Report on Form 10-KSB for the year
        ended December 31, 1996).                                                            N/A

   10.4 *Form of Stock Option Award to Non-employee Directors (Incorporated by
        reference to Appendix A to the Company's Proxy Statement for the 1997
        Annual Meeting of the Shareholders held May 15, 1997).                               N/A

   10.5 *Employment Agreement between the Company and E. Grey Winstead, III dated
        September 1, 1997. (Incorporated by reference to Exhibit 10.5 of the
        Company's Quarterly Report on Form 10-QSB for the quarter ended September
        30, 1997).                                                                           N/A

   10.6 *Executive Supplemental Retirement Plan Agreement between the Bank and
        Thomas D. Caldwell, III dated December 28, 1998. (Incorporated by reference
        to Exhibit 10.6 of the Company's Quarterly Report on Form 10-QSB for the
        quarter ended March 31, 1999).                                                       N/A

   10.7 *Greater Rome Bancshares, Inc. Board of Directors Compensation Program,
        dated October 14, 1999. (Incorporated by reference to Exhibit 10.7 of the
        Company's Annual Report on Form 10-KSB for the year ended December 31,
        1999).                                                                               N/A

                                       21
<PAGE>

   10.8 *Executive Supplemental Retirement Plan Agreement between the Bank and E.
        Grey Winstead, III dated January 13, 2000. (Incorporated by reference to
        Exhibit 10.8 of the Company's Quarterly Report on Form 10-QSB for the
        quarter ended March 31, 2000).                                                       N/A
</TABLE>
-------------------------------------
* Indicates a management contract or compensatory arrangement.