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 September 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:

     704,236 shares of common stock, $.01 par value per share, were issued and
outstanding as of October 29, 2001.

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

                                       1
<PAGE>

                                     PART I
                              FINANCIAL INFORMATION

Item 1.  Financial Statements.

The unaudited consolidated 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)
                               September 30, 2001 and December 31, 2000

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

                                                                            2001              2000
                                                                            ----              ----
<S>                                                                <C>                     <C>
Cash and due from banks, including reserve
        requirements of $247,000 in 2001 and $241,000 in 2000       $      3,089,836         3,158,370
 Federal funds sold                                                        4,647,000         4,013,000
 Interest-bearing deposits                                                   398,376           235,462
                                                                         -----------       -----------
        Cash and cash equivalents                                          8,135,212         7,406,832

 Securities available-for-sale                                            21,085,818        18,863,175
 Securities held-to-maturity                                               1,384,594         1,879,731
 Loans, net                                                               75,754,017        72,414,504
 Premises and equipment, net                                               3,610,964         3,493,969
 Bank owned life insurance                                                 1,315,991         1,268,858
 Accrued interest receivable and other assets                              1,127,448         1,462,803
                                                                         -----------       -----------
                                                                    $    112,414,044       106,789,872
                                                                         ===========       ===========

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

 Deposits:
        Demand                                                      $      9,436,763         8,616,230
        Interest-bearing demand                                            7,558,029         6,521,162
        Savings                                                           15,285,632        12,180,103
        Time                                                              39,046,904        39,450,996
        Time, $100,000 and over                                           18,186,139        15,740,950
                                                                         -----------       -----------
                   Total deposits                                         89,513,467        82,509,441

 Federal Home Loan Bank borrowings                                        12,850,000        12,850,000
 Securities sold under repurchase agreement                                     -            2,500,000
 Accrued interest payable and other liabilities                              687,041           715,712
                                                                         -----------       -----------
                   Total liabilities                                     103,050,508        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; 704,236 and 698,316 shares
                   issued and outstanding, respectively                        7,042             6,983
        Additional paid-in capital                                         7,000,681         6,921,915
        Accumulated earnings                                               1,916,637         1,220,426
        Accumulated other comprehensive income                               439,176            65,395
                                                                         -----------       ------------
                   Total stockholders' equity                              9,363,536         8,214,719
                                                                         -----------       -----------
                                                                    $    112,414,044       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 Nine and Three Months Ended September 30, 2001 and 2000
<TABLE>
<CAPTION>

                                                                        Nine Months    Nine Months    Three Months   Three Months
                                                                           Ended          Ended           Ended         Ended
                                                                        Sep 30, 2001   Sep 30, 2000   Sep 30, 2001   Sep 30, 2000
                                                                        ------------   ------------   ------------   ------------
<S>                                                                  <C>                 <C>            <C>            <C>
Interest income:
    Interest and fees on loans                                       $    5,284,223      4,379,108      1,725,093      1,627,968
    Interest and dividends on investments
       Taxable                                                              669,411        648,938        157,949        226,324
       Nontaxable                                                           305,363        131,399        164,158         56,905
    Interest on federal funds sold and deposits with other banks            123,920        165,920         33,385         55,267
                                                                          ---------      ---------      ---------      ---------
       Total interest income                                              6,382,917      5,325,365      2,080,585      1,966,464
                                                                          ---------      ---------      ---------      ---------
Interest expense:
    Time deposits                                                         2,646,848      1,918,683        836,529        750,250
    Savings deposits                                                        311,442        322,694         99,932        124,988
    Interest bearing demand deposits                                         92,062         90,003         26,610         30,069
    Other                                                                   528,362        487,529        156,202        176,600
                                                                          ---------      ---------      ---------      ---------
       Total interest expense                                             3,578,714      2,818,909      1,119,273      1,081,907
                                                                          ---------      ---------      ---------      ---------

       Net interest income                                                2,804,203      2,506,456        961,312        884,557
Provision for loan losses                                                   198,000        166,155         66,000         87,373
                                                                          ---------      ---------      ---------      ---------
       Net interest income after provision for loans losses               2,606,203      2,340,301        895,312        797,184
                                                                          ---------      ---------      ---------      ---------
Other income:
    Service charges                                                         250,639        161,135         87,280         51,867
    Other                                                                   311,388        154,398        107,280         62,195
                                                                          ---------      ---------      ---------      ---------
       Total other income                                                   562,027        315,533        194,560        114,062
                                                                          ---------      ---------      ---------      ---------
Other expenses:
    Salaries and employee benefits                                        1,148,974        994,757        376,141        334,369
    Occupancy                                                               350,353        282,428        124,410        104,709
    Other operating                                                         676,397        623,310        229,322        217,668
                                                                          ---------      ---------      ---------      ---------
       Total other expenses                                               2,175,724      1,900,495        729,873        656,746
                                                                          ---------      ---------      ---------      ---------

       Income  before income taxes                                          992,506        755,339        359,999        254,500

Income tax expense                                                          266,097        224,593         98,303         72,734
                                                                          ---------      ---------      ---------      ---------
       Net income                                                    $      726,409        530,746        261,696        181,766
                                                                          =========      =========      =========      =========
Other comprehensive income
    Unrealized gains on securities available for sale
       arising during  the period, net of tax of $159,760,
       $25,274, $64,243 and $59,658, respectively                           261,104         41,306        104,996         97,502
    Unrealized gain on interest rate swap arising during the period,
       net of tax of $68,943, $0, $11,257 and $0, respectively              112,678           -            18,398           -
                                                                          ---------      ---------      ---------      ---------
       Total other comprehensive income                              $      373,782         41,306        123,394         97,502
                                                                          ---------      ---------      ---------      ---------
       Comprehensive income                                               1,100,191        572,052        385,090        279,268
                                                                          =========      =========      =========      =========
Basic earnings per share                                             $         1.03           0.76           0.37           0.26
                                                                          =========      =========      =========      =========
Diluted earnings per share                                           $         0.98           0.72           0.35           0.25
                                                                          =========      =========      =========      =========
</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 Nine Months Ended September 30, 2001 and 2000
<TABLE>
<CAPTION>

                                                                                                2001                  2000
                                                                                                ----                  ----
<S>                                                                               <C>                              <C>
 Cash flows from operating activities:
             Net income                                                           $           726,409                530,746
             Adjustments to reconcile net income to net cash
                              provided by operating activities:
                              Depreciation, amortization and accretion                        158,727                121,977
                              Provision for loan losses                                       198,000                166,155
                              Noncash compensation to directors                                48,648                 31,401
                              Change in:
                                Interest receivable and other assets                          128,463               (430,304)
                                Interest payable and other liabilities                        (28,672)               173,965
                                                                                            ---------             ----------
                             Net cash provided by operating activities                      1,231,575                593,940
                                                                                            ---------             ----------
 Cash flows from investing activities:
             Proceeds from maturities and calls of securities available-for-sale            5,540,140              1,435,124
             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                                    (7,966,154)            (5,151,560)
             Purchase of FHLB stock                                                              -                   (92,500)
             Net increase in loans                                                         (3,537,514)           (13,753,002)
             Purchases of premises and equipment                                             (296,955)              (526,206)
                                                                                            ---------             ----------
                              Net cash used by investing activities                        (5,007,202)           (18,088,144)
                                                                                            ---------             ----------
 Cash flows from financing activities:
             Net change in deposits                                                         7,004,027             17,059,877
             Net change in FHLB borrowings                                                       -                 2,850,000
             Net change in securities sold under repurchase agreements                     (2,500,000)                  -
             Net change in federal funds purchased                                               -                      -
             Common stock repurchased and retired                                             (92,800)               (50,175)
             Proceeds from stock options exercised                                             92,780                   -
                                                                                            ---------             ----------
                              Net cash provided by financing activities                     4,504,007             19,859,702
                                                                                            ---------             ----------

 Net change in cash and cash equivalents                                                      728,380              2,365,498

 Cash and cash equivalents at beginning of period                                           7,406,832              5,029,652
                                                                                            ---------             ----------
 Cash and cash equivalents at end of period                                       $         8,135,212              7,395,150
                                                                                            =========             ==========
 Supplemental disclosures of cash flow information:
             Cash paid for:
                              Interest                                            $         3,726,953              2,727,397
                              Income taxes                                        $           194,890                245,170
 Non cash investing and financing activities:
             Change in unrealized gain (loss) on sale of securities
                              available-for-sale                                  $           420,863                 66,580
             Change in unrealized gain on interest rate swap                      $           181,621                   -

</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
taxable income in the years in which the assets and liabilities are expected to

                                       7
<PAGE>

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>

                                      Nine months ended Sept.30, 2001           Three months ended Sept. 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            $726,409       702,349         $1.03       $261,696      704,951         $0.37

Effect of stock options                             38,603                                    39,651
                                                   -------                                   -------
Diluted earnings per share          $726,409       740,952         $0.98       $261,696      744,602         $0.35
                                    ========       =======         =====       ========      =======         =====
</TABLE>

<TABLE>
<CAPTION>


                                      Nine months ended Sept. 30, 2000          Three months ended Sept. 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            $530,746       700,861        $0.76        $181,766       700,134         $0.26

Effect of stock options                             34,123                                     41,713
                                                    ------                                     ------
Diluted earnings per share          $530,746       734,984        $0.72        $181,766       741,847         $0.25
                                    ========       =======        ======       ========       =======         =====
</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 September 30, 2001, the Company had $112.4 million in total assets, up
$5.6 million over year-end 2000. Total deposits increased $7.0 million over
year-end 2000 to $89.5 million. Net loans outstanding increased $3.3 million
over year-end 2000 to $75.7 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
September 30, 2001, the Bank had $5,000,000 in brokered deposits.

Capital

At September 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 third quarter of 2001, the
Company had purchased and retired a total of 11,910 shares of stock from
shareholders.

The Bank's capital at September 30, 2001 will support assets up to approximately
$127.3 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 $139.4 million.

Given the continued signs of a slowing economy and the Company's declining
excess capital levels through year end 2000, management budgeted a much slower
asset growth rate for 2001. Emphasis for 2001 has been focused on earnings
improvement and operational efficiency initiatives to improve the Company's
capital growth through earnings. For the nine months ended September 30, 2001,

                                       10
<PAGE>

net income improved over the same period in the prior year by 37%. Total assets
have grown 5% for the nine months ended September 30, 2001. The Company's excess
capital has grown in 2001.

In an effort to position the Bank for potential high growth opportunities in the
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 September 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 nine months of 2001, deposit growth exceeded loan growth by $3.7
million. Securities held-to-maturity decreased $495,000 to $1.4 million.
Securities available-for-sale increased $2.2 million to $21.1 million. At
September 30, 2001, the duration of the Bank's securities portfolio was 4.0
years with a weighted average tax equivalent yield of 6.55%. 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 September 30, 2001, securities totaling $4.3 million were
pledged as collateral for FHLB advances and public deposits. As of September 30,
2001, the Bank had unfunded loan commitments totaling $7.1 million.

At September 30, 2001 the funds available for liquidity purposes consisted of
$18.1 million in securities (eligible for sale under repurchase agreements),
plus Federal funds sold and other short-term bank deposits of $5.0 million, for
a total of $23.1 million. Under the repurchase agreements, margin requirements

                                       11
<PAGE>

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
purchase lines of credit totaling $6.0 million, all of which 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 September 30, 2001, the Bank had a total of $12.9
million in advances outstanding with the FHLB. We have assigned $17.2 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 $726,409 ($1.03 per share) for the nine months
ended September 30, 2001 and $261,696 ($0.37 per share) for the three months
ended September 30, 2001. This compares to net earnings of $530,746 ($0.76 per
share) for the nine months ended September 30, 2000 and $181,766 ($.26 per
share) for the three months ended September 30, 2000. Income before income taxes
in the first nine months of 2001 improved over the same period in 2000 by
$237,167 (31.4%) to $992,506.

Net Interest Income

Net interest income increased $297,747 (11.9%) to $2,804,203 for the nine months
ended September 30, 2001 and increased $76,755 (8.7%) to $961,312 for the three
months ended September 30, 2001, as compared to the same periods in 2000. This
was primarily due to the 25.7% increase in average earning assets from $79.8
million in first nine months of 2000 to $100.3 million for the first nine months
of 2001. The net yield on average earning assets, before the provision for loan
losses, was 3.74% for 2001. This compares to 4.18% for 2000. The Bank's cost of
funds has increased 7 basis points, while its yield on earning assets has
decreased 37 basis points in the third quarter of 2001 as compared to the same
period in 2000. The lower net yield for 2001 was primarily due to the decline in
earning asset yields resulting from the falling rate environment in 2001.

                                       12
<PAGE>

Summary of Loan Loss Experience
<TABLE>
<CAPTION>
                                                 Nine months     Nine months      Three months     Three months
                                                    ended           ended            ended             ended
Allowance for possible loan losses                 9/30/01         9/30/00          9/30/01           9/30/00
----------------------------------                 -------         -------          -------           -------
<S>                                           <C>                <C>              <C>              <C>
Balance at the beginning of the period        $    856,902          684,131          919,480          744,724
Charge-offs:
    Commercial                                      81,200             -              54,372             -
    Consumer loans                                  56,827           61,793            8,320           25,146
                                                   -------          -------          -------          -------
    Total                                          138,027           61,793           62,692           25,146
                                                   -------          -------          -------          -------
Recoveries:
    Real estate - mortgage                           2,046             -               1,898             -
    Consumer loans                                  32,258           23,073           26,493            4,615
                                                   -------          -------          -------          -------
    Total                                           34,304           23,073           28,391            4,615
                                                   -------          -------          -------          -------
Net charge-offs (recoveries):                      103,723           38,720           34,301           20,531
Additions charged to operations                    198,000          166,155           66,000           87,373
                                                   -------          -------          -------          -------
Balance at end of period                      $    951,179          811,566          951,179          811,566
                                                   =======          =======          =======          =======
Average loans outstanding                     $ 74,635,956       59,776,595       75,456,803       64,768,237
Ratio of net charge-offs to average loans            0.14%            0.06%            0.05%            0.03%
</TABLE>

The provision for loan losses was $198,000 in the first nine months of 2001,
representing a $31,845 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 the next 12 months
allocated by major category is:

                                       Projected
    Category                           Charge-offs
    --------                           -----------
    Real Estate                     $      13,729
    Commercial                             69,380
    Consumer                               69,966
                                          -------
    Total                           $     153,075
                                          =======


Risk Elements
<TABLE>
<CAPTION>
                                                                 Sept. 30, 2001         Sept. 30, 2000
                                                                 --------------         --------------
Nonaccrual, Past Due and Restructured Loans
-------------------------------------------
<S>                                                             <C>                        <C>
Nonaccrual loans                                                $     108,966               322,417
Accruing loans contractually past due 90 days or more           $        -                     -
Troubled debt restructurings                                    $      71,142               231,433
</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 $9,548 in 2001 and $8,789 in 2000.  The amount of interest that was
included in interest income on the above loans was $2,236 in 2001 and $1,754 in
2000.

The Bank's policy is to place loans on nonaccrual 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 nonaccrual, unless corrective action is certain and
imminent.


Non-interest Income and Expenses

Non-interest income increased $246,494 (78.1%) to $562,027 for the nine months
ended September 30, 2001 and increased $80,498 (70.6%) to $194,560 for the three
months ended September 30, 2001 as compared to the same periods in 2000. This

                                       14
<PAGE>

was mainly due to a significant increase in demand for mortgage loans resulting
from lower mortgage rates during 2001 as well as our increased focus on
developing our mortgage lending business. Mortgage origination fees increased
from $49,377 for the nine months ended September 30, 2000 to $221,463 for the
nine months ended September 30, 2001 and increased from $21,174 for the three
months ended September 30, 2000 to $76,876 for the three months ended September
30, 2001. Service charges on deposit accounts increased $89,504 (55.5%) to
$250,639 for the first nine months of 2001 and increased $35,413 to (68.3%) to
$87,280 for the three months ended September 30, 2001 as compared to the same
periods in 2000.  This increase is due to improved pricing and collection on
deposit services.

Non-interest expenses increased $275,229 (14.5%) to $2,175,724 for the nine
months ended September 30, 2001 and $73,127 (11.1%) to $729,873 for the three
months ended September 30, 2001 from the same periods for 2000. The lower growth
rate of non-interest expenses relative to the earning asset growth rate of 25.7%
indicates that our operating efficiencies continue to improve.

Salaries and benefits for the nine months ended September 30, 2001 increased
$154,217 (15.5%) to $1,148,974 and increased $41,772 (12.5%) to $376,141 for the
three months ended September 30, 2001 from the same periods in 2000. This is
primarily due to increases in pay-for-performance incentive plan costs and
secondarily due to increases in salaries and the costs of employee benefits.
Occupancy costs increased by $67,925 (24.1%) to $350,353 for the first nine
months of 2001, and increased $19,701 (18.8%) to $124,410 for the three months
ended September 30, 2001 over the same periods in 2000. The increases are due
mainly to the installation of the Bank's operations center in the first quarter
of 2001.

Other operating expenses increased $53,087 (8.5%) to $676,397 for the nine
months ended September 30, 2001, and $11,654 (5.4%) to $229,322 for the three
months ended September 30, 2001, as compared to the same periods in 2000. The
increase is attributable to advertising and marketing costs, data processing
costs, and supplies.

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. In 2001, management has implemented most of these technology
improvement initiatives. These initiatives should further improve customer
services as well as operating efficiencies. These efficiency moves have allowed
the Bank to grow its earning assets by 25.7% without a commensurate increase in
handling costs. 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 efficiency of 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 funds with lower cost core deposits. While this may increase our
interest rate risk, it should improve the spread on our net interest margin.

                                       15
<PAGE>

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, the 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) Not applicable

         (d) Not applicable

Item 3.  Defaults Upon Senior Securities.

         Not applicable.

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

                                       17
<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
         September 30, 2001.


                                       18
<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:  October 29, 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


                                       19
<PAGE>


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

                                INDEX TO EXHIBITS
<TABLE>
<CAPTION>

Exhibit                                                                                             Sequential
Number                                              Description                                        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

                                       20
<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.

                                       21