================================================================================

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

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

                  FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2001


                          Commission File No. 000-23377

                        INTERVEST BANCSHARES CORPORATION
             (Exact name of registrant as specified in its charter)


                 Delaware                                    13-3699013
---------------------------------------------       ----------------------------
(State or other jurisdiction of incorporation)           (I.R.S. employer
                                                          identification no.)

                        10 Rockefeller Plaza, Suite 1015
                          New York, New York 10020-1903
      --------------------------------------------------------------------
                    (Address of principal executive offices)

                                 (212) 218-2800
      --------------------------------------------------------------------
              (Registrant's telephone number, including area code)



Indicate  by check  mark  whether  the  registrant:  (1) has filed  all  reports
required to be filed by Section 12, 13 or 15(d) of the  Securities  Exchange Act
of 1934  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 XX   NO   .
                                              --      --

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

Title of Each Class:                                 Shares Outstanding:
-------------------                                  ------------------
Class A Common Stock, $1.00 par
--------------------------------
value per share                             3,544,629 Outstanding at May 1, 2001
---------------
Class B Common Stock, $1.00 par
--------------------------------
value per share                               355,000 Outstanding at May 1, 2001
---------------
================================================================================
<PAGE>
                INTERVEST BANCSHARES CORPORATION AND SUBSIDIARIES

                                    FORM 10-Q
                                 March 31, 2001

                                TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION                                               Page
                                                                            ----
 Item 1.  Financial Statements

   Condensed Consolidated Balance Sheets
      as of March 31, 2001 (Unaudited) and December 31, 2000.................  2

   Condensed Consolidated Statements of Earnings (Unaudited)
      for the Quarters Ended March 31, 2001 and 2000 ........................  3

   Condensed Consolidated Statements of Comprehensive Income (Unaudited)
      for the Quarters Ended March 31, 2001 and 2000 ........................  4

   Condensed Consolidated Statements of Changes in Stockholders'
      Equity (Unaudited) for the Quarters Ended March 31, 2001 and 2000......  5

   Condensed Consolidated Statements of Cash Flows (Unaudited)
      for the Quarters Ended March 31, 2001 and 2000.........................  6

   Notes to Condensed Consolidated Financial Statements (Unaudited)..........  7

   Review by Independent Certified Public Accountants .......................  9

   Report on Review by Independent Certified Public Accountants ............. 10

 Item 2.  Management's Discussion and Analysis of Financial Condition and
                                Results of Operations ....................... 12

 Item 3.  Quantitative and Qualitative Disclosures about Market Risk......... 18

PART II. OTHER INFORMATION

 Item 1.      Legal Proceedings.............................................. 19

     Item 2.  Changes in Securities and Use of Proceeds...................... 19

     Item 3.  Defaults Upon Senior Securities................................ 19

     Item 4.  Submission of Matters to a Vote of Security Holders............ 19

     Item 5.  Other Information.............................................. 19

 Item 6.  Exhibits and Reports on Form 8-K .................................. 19

Signatures................................................................... 19

Private Securities Litigation Reform Act Safe Harbor Statement

The  Company is making  this  statement  in order to satisfy  the "Safe  Harbor"
provision contained in the Private Securities Litigation Reform Act of 1995. The
statements  contained  in this  report on Form 10-Q that are not  statements  of
historical fact may include forward-looking  statements that involve a number of
risks and  uncertainties.  Such  forward-looking  statements  are made  based on
management's  expectations  and beliefs  concerning  future events impacting the
Company and are subject to  uncertainties  and factors relating to the Company's
operations and economic  environment,  all of which are difficult to predict and
many of which are beyond the control of the  Company,  that could  cause  actual
results of the Company to differ  materially from those matters  expressed in or
implied by  forward-looking  statements.  The following  factors are among those
that could cause actual results to differ  materially  from the  forward-looking
statements:  changes in general economic, market and regulatory conditions,  the
development  of an  interest  rate  environment  that may  adversely  affect the
Company's  interest rate spread,  other income or cash flow anticipated from the
Company's operations, investment and lending activities; and changes in laws and
regulations affecting banks and bank holding companies.

                                       1
<PAGE>




PART I. FINANCIAL INFORMATION
-----------------------------
ITEM 1. Financial Statements
----------------------------
                Intervest Bancshares Corporation and Subsidiaries
                      Condensed Consolidated Balance Sheets
<TABLE>

                                                                                            (Unaudited)
                                                                                              March 31,     December 31,
      ($ in thousands, except par value)                                                        2001            2000
      -------------------------------------------------------------------------------------------------------------------
      ASSETS
<S>                                                                                            <C>             <C>
      Cash and due from banks                                                                  $ 5,114         $  5,016
      Federal funds sold                                                                        57,398           20,268
      Short-term investments                                                                    17,289           17,654
                                                                                              ---------------------------
          Total cash and cash equivalents                                                       79,801           42,938
      Securities available for sale at estimated fair value                                     38,094           74,789
      Securities held to maturity, net
          (estimated fair value of $16,958 and $20,978, respectively)                           16,926           20,970
      Federal Reserve Bank stock, at cost                                                          639              605
      Loans receivable (net of allowance for loan losses of $2,768 at each date)               273,933          263,558
      Accrued interest receivable                                                                2,480            2,961
      Premises and equipment, net                                                                5,691            5,731
      Deferred income tax asset                                                                    913            1,105
      Deferred debenture offering costs                                                          2,915            2,835
      Other assets                                                                               1,689            1,435
      -------------------------------------------------------------------------------------------------------------------
      Total assets                                                                            $423,081         $416,927
      -------------------------------------------------------------------------------------------------------------------
      LIABILITIES
      Deposits:
         Noninterest-bearing demand deposit accounts                                           $ 4,675         $  5,035
         Interest-bearing deposit accounts:
            Checking (NOW) accounts                                                              6,337            9,188
            Savings accounts                                                                    17,197           15,743
            Money-market accounts                                                               59,634           52,619
            Certificate of deposit accounts                                                    213,981          217,656
                                                                                              ---------------------------
      Total deposit accounts                                                                   301,824          300,241
      Subordinated debentures payable                                                           66,180           64,080
      Accrued interest payable on debentures                                                     9,286            8,733
      Mortgage escrow funds payable                                                              4,841            3,397
      Official checks outstanding                                                                1,776            2,281
      Other liabilities                                                                          2,048            1,967
      -------------------------------------------------------------------------------------------------------------------
      Total liabilities                                                                        385,955          380,699
      -------------------------------------------------------------------------------------------------------------------

      STOCKHOLDERS' EQUITY
      Preferred stock (300,000 shares authorized, none issued)                                       -                -
      Class A common stock ($1.00 par value, 9,500,000 shares authorized,
          3,544,629 shares issued and outstanding at each date)                                  3,545            3,545
      Class B common stock ($1.00 par value, 700,000 shares authorized,
          355,000 shares issued and outstanding at each date)                                      355              355
      Additional paid-in-capital, common                                                        18,981           18,975
      Retained earnings                                                                         14,186           13,605
      Accumulated other comprehensive income:
          Net unrealized gain (loss) on securities available for sale, net of tax                   59             (252)
      -------------------------------------------------------------------------------------------------------------------
      Total stockholders' equity                                                                37,126           36,228
      -------------------------------------------------------------------------------------------------------------------
      Total liabilities and stockholders' equity                                              $423,081         $416,927
      -------------------------------------------------------------------------------------------------------------------
         See accompanying notes to condensed consolidated financial statements.
</TABLE>




                                       2
<PAGE>


                Intervest Bancshares Corporation and Subsidiaries
                  Condensed Consolidated Statements of Earnings
                                   (Unaudited)
<TABLE>

                                                                                                        Quarter Ended
                                                                                                          March 31,
                                                                                                  ---------------------------
($ in thousands, except per share data)                                                               2001          2000
-----------------------------------------------------------------------------------------------------------------------------

INTEREST AND DIVIDEND INCOME
<S>                                                                                                <C>            <C>
Loans receivable                                                                                   $6,603         $5,646
Securities                                                                                          1,496          1,520
Other interest-earning assets                                                                         585             90
-----------------------------------------------------------------------------------------------------------------------------
Total interest and dividend income                                                                  8,684          7,256
-----------------------------------------------------------------------------------------------------------------------------

INTEREST EXPENSE
Deposits                                                                                            4,606          2,844
Federal funds purchased                                                                                 -            146
Debentures payable                                                                                  2,015          2,422
-----------------------------------------------------------------------------------------------------------------------------
Total interest expense                                                                              6,621          5,412
-----------------------------------------------------------------------------------------------------------------------------

Net interest and dividend income                                                                    2,063          1,844
Provision for loan loss reserves                                                                        -            155
-----------------------------------------------------------------------------------------------------------------------------
Net interest and dividend income after provision for loan loss reserves                             2,063          1,689
-----------------------------------------------------------------------------------------------------------------------------

NONINTEREST INCOME
Customer service fees                                                                                  38             35
Income from lending activities                                                                        183            127
All other                                                                                               3              -
-----------------------------------------------------------------------------------------------------------------------------
Total noninterest income                                                                              224            162
-----------------------------------------------------------------------------------------------------------------------------

NONINTEREST EXPENSES
Salaries and employee benefits                                                                        626            676
Occupancy and equipment, net                                                                          304            271
Advertising and promotion                                                                               8             13
Professional fees and services                                                                         97            104
Stationery, printing and supplies                                                                      33             38
All other                                                                                             256            149
-----------------------------------------------------------------------------------------------------------------------------
Total noninterest expenses                                                                          1,324          1,251
-----------------------------------------------------------------------------------------------------------------------------

Earnings before income taxes                                                                          963            600
Provision for income taxes                                                                            382            210
-----------------------------------------------------------------------------------------------------------------------------
Net earnings                                                                                       $  581         $  390
-----------------------------------------------------------------------------------------------------------------------------

Basic earnings per share                                                                           $ 0.15         $ 0.10
Diluted earnings per share                                                                         $ 0.15         $ 0.10
-----------------------------------------------------------------------------------------------------------------------------
See accompanying notes to condensed consolidated financial statements.
</TABLE>

                                       3
<PAGE>

                Intervest Bancshares Corporation and Subsidiaries
            Condensed Consolidated Statements of Comprehensive Income
                                   (Unaudited)




<TABLE>

                                                                                                       Quarter Ended
                                                                                                         March 31,
                                                                                                 --------------------------
($ in thousands)                                                                                    2001          2000
---------------------------------------------------------------------------------------------------------------------------

<S>                                                                                                 <C>          <C>
Net earnings                                                                                        $581         $ 390
---------------------------------------------------------------------------------------------------------------------------
   Net unrealized holding gains on securities arising during the period                              499             -
   Provision for income taxes related to unrealized holding gains on securities                      188             -
---------------------------------------------------------------------------------------------------------------------------
Other comprehensive income, net of tax                                                               311             -
---------------------------------------------------------------------------------------------------------------------------
Total comprehensive income, net of tax                                                              $892         $ 390
---------------------------------------------------------------------------------------------------------------------------
See accompanying notes to condensed consolidated financial statements.

</TABLE>

                                       4
<PAGE>


                Intervest Bancshares Corporation and Subsidiaries
      Condensed Consolidated Statements of Changes in Stockholders' Equity
                                   (Unaudited)
<TABLE>

                                                                                                 Quarter Ended
                                                                                                   March 31,
                                                                                          -----------------------------
($ in thousands)                                                                              2001           2000
-----------------------------------------------------------------------------------------------------------------------

CLASS A COMMON STOCK
<S>                                                                                        <C>            <C>
Balance at beginning of period                                                             $ 3,545        $ 3,532
Issuance of 3,750 shares upon the exercise of warrants in 2000                                   -              4
-----------------------------------------------------------------------------------------------------------------------
Balance at end of period                                                                     3,545          3,536
-----------------------------------------------------------------------------------------------------------------------

CLASS B COMMON STOCK
Balance at beginning of period                                                                 355            305
Issuance of 50,000 shares of restricted stock compensation in 2000                               -             50
-----------------------------------------------------------------------------------------------------------------------
Balance at end of period                                                                       355            355
-----------------------------------------------------------------------------------------------------------------------

ADDITIONAL PAID-IN-CAPITAL, COMMON
Balance at beginning of period                                                              18,975         18,770
Compensation related to issuance of Class B stock warrants                                       6              6
Issuance of 50,000 shares of restricted Class B stock compensation in 2000                       -            109
Issuance of 3,750 shares upon the exercise of Class A stock warrants in 2000                     -             22
-----------------------------------------------------------------------------------------------------------------------
Balance at end of period                                                                    18,981         18,907
-----------------------------------------------------------------------------------------------------------------------

RETAINED EARNINGS
Balance at beginning of period                                                              13,605         10,997
Net earnings for the period                                                                    581            390
-----------------------------------------------------------------------------------------------------------------------
Balance at end of period                                                                    14,186         11,387
-----------------------------------------------------------------------------------------------------------------------

ACCUMULATED OTHER COMPREHENSIVE INCOME, NET
Balance at beginning of period                                                                (252)             -
Net change in accumulated other comprehensive income, net                                      311              -
-----------------------------------------------------------------------------------------------------------------------
Balance at end of period                                                                        59              -
-----------------------------------------------------------------------------------------------------------------------

-----------------------------------------------------------------------------------------------------------------------
Total stockholders' equity at end of period                                                $37,126        $34,185
-----------------------------------------------------------------------------------------------------------------------
 See accompanying notes to condensed consolidated financial statements.
</TABLE>


                                       5
<PAGE>

                Intervest Bancshares Corporation and Subsidiaries
                 Condensed Consolidated Statements of Cash Flows
                                   (Unaudited)
<TABLE>

                                                                                                 Quarter Ended
                                                                                                   March 31,
                                                                                            --------------------------
   ($ in thousands)                                                                             2001          2000
   ------------------------------------------------------------------------------------------------------------------
   OPERATING ACTIVITIES
<S>                                                                                        <C>            <C>
   Net earnings                                                                            $    581       $    390
   Adjustments to reconcile net earnings to net cash provided by
         operating activities:
   Depreciation and amortization                                                                114            115
   Provision for loan loss reserves                                                               -            155
   Deferred income tax expense (benefit)                                                          4            (14)
   Amortization of deferred debenture offering costs                                            176            230
   Compensation expense from awards of common stock and warrants                                  6            165
   Amortization of premiums, fees and discounts, net                                           (394)          (262)
   Net increase (decrease) in accrued interest payable on debentures                            553           (666)
   Net (decrease) increase in official checks outstanding                                      (505)           561
   Net decrease (increase) in all other assets and liabilities                                  692             (6)
   ------------------------------------------------------------------------------------------------------------------
   Net cash provided by operating activities                                                  1,227            668
   ------------------------------------------------------------------------------------------------------------------
   INVESTING ACTIVITIES
   Maturities and calls of securities available for sale                                     37,194              -
   Maturities and calls of securities held to maturity                                        9,096          4,015
   Purchases of securities held to maturity                                                  (5,077)        (3,972)
   Net increase in loans receivable                                                         (10,340)       (28,852)
   Purchases of Federal Reserve Bank stock, net                                                 (34)             -
   Purchases of premises and equipment, net                                                     (74)           (66)
   ------------------------------------------------------------------------------------------------------------------
   Net provided by (used in) investing activities                                            30,765        (28,875)
   ------------------------------------------------------------------------------------------------------------------
   FINANCING ACTIVITIES
   Net increase in demand, savings, NOW and money market deposits                             5,258          6,982
   Net (decrease) increase in certificates of deposit                                        (3,675)        31,308
   Net increase in mortgage escrow funds payable                                              1,444          1,415
   Repayments of Federal funds purchased, net                                                     -         (6,955)
   Principal repayments of debentures                                                        (1,400)        (7,000)
   Proceeds from issuance of debentures, net of issuance costs                                3,244              -
   Proceeds from issuance of common stock, net of issuance costs                                  -             26
   ------------------------------------------------------------------------------------------------------------------
   Net cash provided by financing activities                                                  4,871         25,776
   ------------------------------------------------------------------------------------------------------------------
   Net increase (decrease) in cash and cash equivalents                                      36,863         (2,431)
   Cash and cash equivalents at beginning of period                                          42,938         32,095
   ------------------------------------------------------------------------------------------------------------------
   Cash and cash equivalents at end of period                                              $ 79,801       $ 29,664
   ------------------------------------------------------------------------------------------------------------------
   SUPPLEMENTAL DISCLOSURES
   Cash paid during the period for:
      Interest                                                                             $  5,887       $  5,744
      Income taxes                                                                              557             80
   Noncash activities:
      Accumulated other comprehensive income,
         change in unrealized gain (loss) on securities available for sale, net of tax          311              -
   ------------------------------------------------------------------------------------------------------------------
    See accompanying notes to condensed consolidated financial statements.
</TABLE>

                                       6
<PAGE>


                Intervest Bancshares Corporation and Subsidiaries
        Notes to Condensed Consolidated Financial Statements (Unaudited)
                 For the Quarters Ended March 31, 2001 and 2000
--------------------------------------------------------------------------------
Note 1 - General

The  condensed   consolidated   financial  statements  of  Intervest  Bancshares
Corporation and Subsidiaries in this report have not been audited except for the
information derived from the audited  Consolidated  Balance Sheet as of December
31, 2000. The financial  statements in this report should be read in conjunction
with the consolidated financial statements and related notes thereto included in
the  Company's  Annual  Report to  Stockholders  on Form 10-K for the year ended
December 31, 2000.

The  condensed   consolidated  financial  statements  include  the  accounts  of
Intervest  Bancshares  Corporation (a bank holding company referred to by itself
as the  "Holding  Company")  and  its  subsidiaries,  Intervest  National  Bank,
Intervest Bank, and Intervest Corporation of New York. The banks are referred to
together as the "Banks." The Holding Company and its  subsidiaries  are referred
to as the  "Company" on a  consolidated  basis.  The Holding  Company's  primary
business activity is the ownership of the aforementioned subsidiaries.

Intervest  National Bank is a nationally  chartered  commercial  bank located in
Rockefeller Plaza in New York City.  Intervest Bank is a Florida state chartered
commercial  bank with four  banking  offices in  Clearwater,  Florida and one in
South Pasadena,  Florida.  The Banks conduct a full-service  commercial  banking
business,  which  consists of attracting  deposits  from the general  public and
investing those funds,  together with other sources of funds,  primarily through
the origination of commercial and multifamily real estate loans, and through the
purchase of security investments. Intervest National Bank also provides Internet
banking   services   at  its  Web  Site:   www.intervestnatbank.com.   Intervest
Corporation of New York is located in Rockefeller  Plaza in New York City and is
in  the  business  of  originating  and  acquiring  commercial  and  multifamily
residential  loans.  On  March 5,  2001,  the  Banks  agreed  to merge  into one
nationally chartered bank. The resulting  institution,  Intervest National Bank,
will retain its headquarters and full-service  banking office at One Rockefeller
Plaza,  in New  York  City and will  have a total of five  full-service  banking
offices in Clearwater and Pinellas  County,  Florida.  The  consummation  of the
merger,   which  is  subject  to  the  receipt  of  approvals  from   regulatory
authorities, is expected to close in the third quarter of 2001.

In the opinion of  management,  all material  adjustments  necessary  for a fair
presentation  of financial  condition and results of operations  for the interim
periods  presented  in this report have been made.  These  adjustments  are of a
normal recurring  nature.  The results of operations for the interim periods are
not  necessarily  indicative of results that may be expected for the entire year
or any other interim period. In preparing the condensed  consolidated  financial
statements, management is required to make estimates and assumptions that affect
the  reported  amounts of assets,  liabilities,  revenues and  expenses.  Actual
results could differ from those estimates.

Note 2 - Allowance for Loan Loss Reserves

The Company  monitors its loan portfolio to determine the  appropriate  level of
the  allowance for loan loss reserves  based on various  factors.  These factors
include:  the type and level of loans outstanding;  volume of loan originations;
overall  portfolio  quality;   loan  concentrations;   specific  problem  loans,
historical  chargeoffs and recoveries;  adverse  situations which may affect the
borrowers'  ability to repay;  and  management's  assessment  of the current and
anticipated  economic conditions in the Company's lending regions. No loans were
classified as nonaccrual or impaired during the 2001 and 2000 reporting  periods
in this report.

Activity in the allowance  for loan loss  reserves for the periods  indicated is
summarized as follows:

                                                     Quarter Ended
                                                       March 31,
                                            ---------------------------
($ in thousands)
                                                2001           2000
-----------------------------------------------------------------------
Balance at beginning of period                $2,768         $2,493
Provision charged to operations                    -            155
-----------------------------------------------------------------------
Balance at end of period                      $2,768         $2,648
-----------------------------------------------------------------------




                                       7
<PAGE>

                Intervest Bancshares Corporation and Subsidiaries
        Notes to Condensed Consolidated Financial Statements (Unaudited)
                 For the Quarters Ended March 31, 2001 and 2000
--------------------------------------------------------------------------------

Note 3 - Earnings Per Share (EPS)

Basic EPS is calculated by dividing net earnings by the weighted-average  number
of shares of common stock  outstanding.  Diluted EPS is  calculated  by dividing
adjusted net earnings by the  weighted-average  number of shares of common stock
outstanding and dilutive  potential  common stock shares that may be outstanding
in the future. Potential common stock shares may arise from outstanding dilutive
common  stock  warrants  (as  computed  by  the  "treasury  stock  method")  and
convertible debentures (as computed by the "if converted method").

Diluted EPS considers  the potential  dilution that could occur if the Company's
outstanding stock warrants and convertible debentures were converted into common
stock that then shared in the  Company's  adjusted  earnings  (as  adjusted  for
interest expense,  net of tax, that would no longer occur if the debentures were
converted).

Net  earnings  applicable  to common  stock and the  weighted-average  number of
shares used for basic and diluted earnings per share computations are summarized
in the table that follows:
<TABLE>
                                                                                Quarter Ended
                                                                                  March 31,
                                                                          --------------------------
                                                                              2001          2000
----------------------------------------------------------------------------------------------------
BASIC EARNINGS PER SHARE:
<S>                                                                          <C>           <C>
  Net earnings applicable to common stockholders                             $581,000      $390,000
  Average number of common shares outstanding                               3,899,629     3,851,384
----------------------------------------------------------------------------------------------------
Basic earnings per share amount                                                 $0.15         $0.10
----------------------------------------------------------------------------------------------------

DILUTED EARNINGS PER SHARE:
  Net earnings applicable to common stockholders                             $581,000      $390,000
  Average number of common shares outstanding:
    Common shares outstanding per above                                     3,899,629     3,851,384
    Potential dilutive shares resulting from exercise of warrants (1)               -             -
    Potential  dilutive  shares  resulting from conversion of debentures(1)         -             -
                                                                          -------------------------
Total average number of common shares outstanding used for dilution         3,899,629     3,851,384
----------------------------------------------------------------------------------------------------
Diluted earnings per share amount                                               $0.15         $0.10
----------------------------------------------------------------------------------------------------
<FN>
(1)  A total of 2,650,000 of common stock warrants with exercise  prices ranging
     from $6.67 to $16.00 were not considered in the  computation of diluted EPS
     for the 2001 period  because they were not  dilutive.  A total of 2,659,000
     common stock  warrants  with exercise  prices  ranging from $6.67 to $15.00
     were not  considered in the  computation of diluted EPS for the 2000 period
     because  they  were  not  dilutive.  Additionally,  convertible  debentures
     totaling $6,930,000 and convertible (at $14.00 per share in 2001 and $12.50
     per share in 2000) into Class A common stock were excluded from all diluted
     EPS computations because they were not dilutive.
</FN>
</TABLE>
Note 4 - Regulatory Capital

The  Banks  are  required  to  maintain  certain  minimum   regulatory   capital
requirements.  The following is a summary at March 31, 2001 of those  regulatory
capital requirements and the actual capital of each Bank on a percentage basis:

<TABLE>
                                                                      Actual            Minimum            To Be Considered
                                                                      Ratios            Requirement        Well Capitalized
                                                                      ------            -----------        ----------------
<S>                                                                    <C>                <C>                   <C>
         Intervest Bank
         Total capital to risk-weighted assets                         10.93%             8.00%                 10.00%
         Tier 1 capital to risk-weighted assets                         9.68%             4.00%                  6.00%
         Tier 1 capital to total average assets - leverage ratio        6.55%             4.00%                  5.00%

         Intervest National Bank
         Total capital to risk-weighted assets                         16.05%             8.00%                 10.00%
         Tier 1 capital to risk-weighted assets                        15.17%             4.00%                  6.00%
         Tier 1 capital to total average assets - leverage ratio       11.51%             4.00%                  5.00%
</TABLE>

                                       8
<PAGE>


                Intervest Bancshares Corporation and Subsidiaries

               Review by Independent Certified Public Accountants

Hacker,   Johnson  &  Smith  PA,  the  Company's  independent  certified  public
accountants,  have made a limited  review of the financial  data as of March 31,
2001,  and for the  three-month  periods ended March 31, 2001 and March 31, 2000
presented in this  document,  in accordance  with  standards  established by the
American Institute of Certified Public Accountants.

Their  report  furnished  pursuant to Article 10 of  Regulation  S-X is included
herein.




















                                       9
<PAGE>

          Report on Review by Independent Certified Public Accountants



The Board of Directors and Stockholders
Intervest Bancshares Corporation
New York, New York:

     We have  reviewed the  condensed  consolidated  balance  sheet of Intervest
Bancshares  Corporation and  Subsidiaries  (the "Company") as of March 31, 2001,
and the related  condensed  consolidated  statements of earnings,  comprehensive
income,  changes in  stockholders'  equity  and cash  flows for the  three-month
periods ended March 31, 2001 and 2000 included in this report.  These  financial
statements are the responsibility of the Company's management.

     We were furnished  with the report of other  accountants on their review of
the interim  financial  statements of Intervest  Corporation of New York,  whose
total assets as of March 31, 2001 constituted 17.4% of the related  consolidated
total,  and whose net interest income,  noninterest  income and net loss for the
three-month periods ended March 31, 2001 and 2000,  constituted 2.9%, 17.0%, and
9.5%, respectively, in the 2001 period, and 6.1%, 16.0%, and 9.0%, respectively,
in the 2000 period, of the related consolidated totals for each period.

     We conducted our reviews in accordance  with  standards  established by the
American  Institute  of  Certified  Public  Accountants.  A  review  of  interim
financial  information consists principally of applying analytical procedures to
financial  data and making  inquiries of persons  responsible  for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the  expression  of an opinion  regarding the  financial  statements  taken as a
whole. Accordingly, we do not express such an opinion.

     Based on our reviews and the report of other accountants,  we are not aware
of any material  modifications that should be made to the condensed consolidated
financial  statements  referred  to  above  for  them to be in  conformity  with
generally accepted accounting principles.

     We have previously  audited, in accordance with generally accepted auditing
standards,  the  consolidated  balance  sheet as of December 31,  2000,  and the
related consolidated  statements of earnings,  comprehensive income,  changes in
stockholder's  equity  and cash  flows for the year then  ended  (not  presented
herein);  and in our report dated January 18, 2001, we expressed an  unqualified
opinion  on  those  consolidated  financial  statements.  In  our  opinion,  the
information set forth in the accompanying  condensed  consolidated balance sheet
as of December 31, 2000 is fairly stated in all material  respects,  in relation
to the consolidated balance sheet from which it has been derived.


/s/ HACKER, JOHNSON & SMITH PA
------------------------------
HACKER, JOHNSON & SMITH PA
Tampa, Florida
April 25, 2001





                                       10
<PAGE>





          Report on Review by Independent Certified Public Accountants



Board of Directors and Stockholder
Intervest Corporation of New York
New York, New York:

     We have reviewed the accompanying  condensed  consolidated balance sheet of
Intervest  Corporation of New York and Subsidiaries  (the "Company") as of March
31, 2001,  and the related  condensed  consolidated  statements  of  operations,
changes in stockholder's equity and cash flows for the three-month periods ended
March  31,  2001  and  March  31,  2000.  These  financial  statements  are  the
responsibility of the Company's management.

     We conducted our review in accordance  with  standards  established  by the
American  Institute  of  Certified  Public  Accountants.  A  review  of  interim
financial  information consists principally of applying analytical procedures to
financial  data and making  inquiries of persons  responsible  for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the  expression  of an opinion  regarding the  financial  statements  taken as a
whole. Accordingly, we do not express such an opinion.

     Based on our review,  we are not aware of any material  modifications  that
should be made to the accompanying  condensed  consolidated financial statements
for them to be in conformity with generally accepted accounting principles.

     We previously  audited,  in accordance  with  generally  accepted  auditing
standards,  the  consolidated  balance  sheet as of  December  31,  2000 and the
related consolidated  statements of operations,  changes in stockholder's equity
and cash flows for the year then ended (not presented herein), and in our report
dated  January  18,  2001,  we  expressed  an   unqualified   opinion  on  those
consolidated financial statements.  In our opinion, the information set forth in
the accompanying condensed consolidated balance sheet as of December 31, 2000 is
fairly stated in all material  respects in relation to the consolidated  balance
sheet from which it has been derived.



/s/ Richard A. Eisner & Company, LLP
------------------------------------
Richard A. Eisner & Company, LLP
New York, New York
April 25, 2001



                                       11
<PAGE>

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

General
-------

Intervest Bancshares Corporation has three wholly owned subsidiaries - Intervest
National Bank,  Intervest Bank and Intervest  Corporation of New York (hereafter
referred to  collectively as the "Company" on a consolidated  basis).  Intervest
Bank and Intervest National Bank may be referred to collectively as the "Banks,"
and  Intervest  Bancshares  Corporation  may be  referred  to by  itself  as the
"Holding Company."

The Holding Company's primary business is the operation of its subsidiaries.  It
does not  engage in any  other  substantial  business  activities  other  than a
limited amount of real estate mortgage  lending.  From time to time, the Holding
Company sells debentures to raise funds for working capital purposes.

Intervest National Bank is a nationally chartered,  full-service commercial bank
located in  Rockefeller  Center in New York City and Intervest Bank is a Florida
state-chartered commercial bank with four banking offices in Clearwater, Florida
and one in South Pasadena, Florida. Intervest Corporation of New York is located
in Rockefeller Center in New York City and is in the business of originating and
acquiring commercial and multifamily loans.

The Banks conduct a personalized commercial and consumer banking business, which
consists of attracting  deposits from the areas served by their banking offices.
Intervest  National Bank also provides Internet banking services through its Web
Site: www.intervestnatbank.com, which can attract deposit customers from outside
its primary  market area.  The deposits,  together with funds derived from other
sources, are used to originate a variety of real estate, commercial and consumer
loans and to purchase investment securities. The Banks emphasize multifamily and
commercial residential lending. On March 5, 2001, the Banks agreed to merge into
one nationally  chartered bank. The resulting  institution,  Intervest  National
Bank,  will  retain its  headquarters  and  full-service  banking  office at One
Rockefeller  Plaza, in New York City and will have a total of five  full-service
banking offices in Clearwater and Pinellas County,  Florida. The consummation of
the  merger,  which is  subject  to the  receipt of  approvals  from  regulatory
authorities, is expected to close in the third quarter of 2001.

The Company's  profitability  depends primarily on net interest income, which is
interest  income  generated from its  interest-earning  assets less the interest
expense  incurred on its  interest-bearing  liabilities.  Net interest income is
dependent upon the  interest-rate  spread,  which is the difference  between the
average  yield  earned on  interest-earning  assets and the average rate paid on
interest-bearing liabilities. When interest-earning assets approximate or exceed
interest-bearing  liabilities,  any positive  interest rate spread will generate
net interest  income.  The interest  rate spread is impacted by interest  rates,
deposit flows and loan demand.

The Company's  profitability  is also  affected by the level of its  noninterest
income and expenses,  the provision  for loan loss  reserves,  and its effective
income tax rate. Noninterest income consists primarily of loan and other banking
fees.  Noninterest expense consists of compensation and benefits,  occupancy and
equipment  related  expenses,  data processing  expenses,  advertising  expense,
deposit  insurance  premiums  and  other  operating   expenses.   The  Company's
profitability is also significantly affected by general economic and competitive
conditions, changes in market interest rates, government policies and actions of
regulatory authorities.

Comparison of Financial Condition at March 31, 2001 and December 31, 2000
-------------------------------------------------------------------------

Overview
--------

Total assets at March 31, 2001 increased to $423,081,000,  from  $416,927,000 at
December 31, 2000. The growth primarily reflected an increase in commercial real
estate and  multifamily  mortgage  loans.  Total  liabilities  at March 31, 2001
increased to $385,955,000, from $380,699,000 at December 31, 2000, primarily due
to the sale of new debentures and an increase in deposits.  Stockholders' equity
increased to $37,126,000 at March 31, 2001,  from  $36,228,000 at year-end 2000.
The increase reflected earnings of $581,000 for the first quarter of 2001 and an
increase in unrealized gains, net of tax, of $311,000 from securities  available
for sale.  Book value per common share increased to $9.52 per share at March 31,
2001, from $9.29 at December 31, 2000.

                                       12
<PAGE>
Selected balance sheet  information for the Holding Company and its subsidiaries
as of March 31, 2001 follows:
<TABLE>
                                                                              Intervest     Intervest      Inter-
                                                    Holding      Intervest    National    Corporation     company
($ in thousands)                                    Company        Bank        Bank       of New York    Balances    Consolidated
---------------------------------------------------------------------------------------------------------------------------------
<S>                                                 <C>           <C>          <C>            <C>        <C>             <C>
Assets                                              $49,464       $216,971     $122,597       $74,106    $(40,057)       $423,081
Cash and cash equivalents                             3,149         41,624       20,110        16,074      (1,156)         79,801
Securities available for sale                             -         38,094            -             -           -          38,094
Securities held to maturity, net                          -              -       16,926             -           -          16,926
Loans receivable, net of deferred fees                6,659        131,373       83,894        54,775           -         276,701
Allowance for loan loss reserves                         35          1,913          820             -           -           2,768
Deposits                                                  -        198,347      104,758             -      (1,281)        301,824
Debentures and accrued interest payable              12,136              -            -        63,330           -          75,466
Stockholders' equity                                 37,126         15,271       14,310         9,215     (38,796)         37,126
---------------------------------------------------------------------------------------------------------------------------------
A comparison  of the Company's  consolidated  balance sheet as of March 31, 2001
and December 31, 2000 follows:
                                                                    At March 31, 2001                  At December 31, 2000
                                                                    -----------------                  --------------------
                                                                   Carrying       % of                Carrying        % of
($ in thousands)                                                     Value    Total Assets              Value     Total Assets
---------------------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents                                           $79,801      18.9%                 $42,938        10.3%
Securities available for sale                                        38,094        9.0                  74,789        17.9
Securities held to maturity, net                                     16,926        4.0                  20,970         5.0
Federal Reserve Bank stock                                              639        0.2                     605         0.2
Loans receivable,  net of deferred fees and loan loss reserves      273,933       64.7                 263,558        63.2
All other assets                                                     13,688        3.2                  14,067         3.4
---------------------------------------------------------------------------------------------------------------------------------
Total assets                                                       $423,081      100.0%               $416,927       100.0%
---------------------------------------------------------------------------------------------------------------------------------
Deposits                                                           $301,824       71.3%               $300,241        72.0%
Debentures payable                                                   66,180       15.6                  64,080        15.4
Accrued interest payable on debentures                                9,286        2.2                   8,733         2.1
All other liabilities                                                 8,665        2.1                   7,645         1.8
---------------------------------------------------------------------------------------------------------------------------------
Total liabilities                                                   385,955       91.2                 380,699        91.3
---------------------------------------------------------------------------------------------------------------------------------
Stockholders' equity                                                 37,126        8.8                  36,228         8.7
---------------------------------------------------------------------------------------------------------------------------------
Total liabilities and stockholders' equity                         $423,081      100.0%               $416,927       100.0%
---------------------------------------------------------------------------------------------------------------------------------
</TABLE>

Cash and Cash Equivalents
-------------------------

Cash and cash  equivalents  increased to  $79,801,000  at March 31,  2001,  from
$42,938,000 at December 31, 2000.  The increase was due to early  redemptions by
various  agencies  of  Intervest  Bank's  holdings  of U.S  Government  agencies
securities.  The redemptions were brought about by a decrease in market interest
rates during the quarter.  The  resulting  proceeds  from the  redemptions  were
temporarily invested in the overnight Federal funds market pending investment in
mortgages as opportunities arise.

In addition to Federal  funds  investments,  cash and cash  equivalents  include
interest-bearing  and  noninterest-bearing  cash balances with banks,  and other
short-term  investments  that have original  maturities of three months or less.
These short-term  investments are normally  comprised of commercial paper issued
by  large  commercial  banks,   certificates  of  deposit  and  U.S.  government
securities.  The level of cash and cash equivalents  fluctuates based on various
factors,  including  liquidity  needs,  loan  demand,  deposit  flows,  calls of
securities,   repayments   of   borrowed   funds  and   alternative   investment
opportunities.

Securities Available for Sale
-----------------------------

Securities that are held for indefinite periods of time which management intends
to use as part of its asset/liability  management strategy,  or that may be sold
in response to changes in interest  rates or other  factors,  are  classified as
available for sale and are carried at estimated fair value. Securities available
for sale amounted to $38,094,000  at March 31, 2001,  compared to $74,789,000 at
December 31,  2000.  The  decrease  was due to the early  redemptions  discussed
above. At March 31, 2001, the portfolio  consisted of Intervest Bank's remaining
holdings of U.S. government agency securities. Most of the securities have terms
that  allow  the  issuer  the  right to call or prepay  its  obligation  without
prepayment  penalty.  In April 2001,  approximately  $10,000,000  of  additional
securities were redeemed early by the issuers.

                                       13
<PAGE>

At March 31, 2001, the portfolio had a unrealized  gain, net of tax, of $59,000,
compared to an  unrealized  loss,  net of tax, of $252,000 at December 31, 2000.
Unrealized  gains and losses on securities  available  for sale,  net of related
income taxes, are reported as a separate  component of comprehensive  income and
included in stockholders' equity.

Securities Held to Maturity
---------------------------

Securities  for which the Company has the intent and ability to hold to maturity
are  classified  as held to maturity and carried at amortized  cost.  Securities
held to maturity totaled  $16,926,000 at March 31, 2001, compared to $20,970,000
at December 31, 2000. The decrease was due to maturities exceeding new purchases
during the quarter. The portfolio consists of Intervest National Bank's holdings
of short-term U.S. government agency securities.

Federal Reserve Bank Stock
--------------------------

In order for the Banks to be members of the Federal Reserve Banking System,  the
Banks  maintain an investment in the capital stock of the Federal  Reserve Bank,
which pays a dividend that is currently 6%. The  investment,  which  amounted to
$639,000 at March 31, 2001 and $605,000 at December 31, 2000,  fluctuates  based
on each Bank's capital level.

Loans Receivable, Net of Deferred Fees and Loan Loss Reserves
-------------------------------------------------------------

Loans receivable, net of deferred fees and the allowance for loan loss reserves,
increased to $273,933,000  at March 31, 2001, from  $263,558,000 at December 31,
2000. The growth primarily  reflected new originations of commercial real estate
and  multifamily  mortgage  loans,  partially  offset by  principal  repayments.
Commercial real estate and  multifamily  real estate  properties  collateralized
almost all of the loans in the Company's loan portfolio.

At March 31, 2001 and December 31, 2000,  the  allowance  for loan loss reserves
amounted  to  $2,768,000.   The  allowance  represented  1.00%  of  total  loans
outstanding at March 31, 2001,  compared to 1.04% at December 31, 2000. At March
31,  2001 and  December  31,  2000,  the  Company  did not  have any  loans on a
nonaccrual  status or  classified  as  impaired.  The Company  monitors its loan
portfolio to determine  the  appropriate  level of the  allowance  for loan loss
reserves based on various factors.  These factors include: the type and level of
loans outstanding; volume of loan originations;  overall portfolio quality; loan
concentrations;  specific problem loans,  historical  chargeoffs and recoveries;
adverse  situations  which may  affect  the  borrowers'  ability  to repay;  and
management's  assessment of the current and anticipated  economic  conditions in
the Company's lending regions.

All Other Assets
----------------

The following  table sets forth the composition of all other assets in the table
on page 12:

                                                     At             At
                                                     --             --
                                                  March 31,     December 31,
                                                  --------      -----------
          ($ in thousands)                          2001            2000
          -----------------------------------------------------------------
          Accrued interest receivable              $ 2,480          $ 2,961
          Loans fee receivable                       1,354            1,276
          Premises and equipment, net                5,691            5,731
          Deferred income tax asset                    913            1,105
          Deferred debenture offering costs          2,915            2,835
          All other                                    335              159
          -----------------------------------------------------------------
                                                   $13,688          $14,067
          ------------------------------------------------------------------

Accrued interest receivable fluctuates based on the amount of loans, investments
and  other  interest-earning  assets  outstanding  and the  timing  of  interest
payments received.

                                       14
<PAGE>

Loan fees receivable are fees due to the Company in accordance with the terms of
mortgage  loans.  Such amounts are generally due upon the full  repayment of the
loan.  This fee is recorded as deferred  income at the time a loan is originated
and is then amortized to interest income over the life of the loan. The increase
was due to an increase in mortgage loans outstanding.

The deferred income tax asset relates primarily to the unrealized tax benefit on
the  Company's  allowance  for loan loss  reserves and  organizational  start-up
costs. These charges have been expensed for financial  statement  purposes,  but
are  not  all  currently  deductible  for  income  tax  purposes.  The  ultimate
realization  of the  deferred  tax asset is  dependent  upon the  generation  of
sufficient  taxable  income by the  Company  during the  periods in which  these
temporary  differences become deductible for tax purposes.  Management  believes
that it is more likely than not that the  Company's  deferred  tax asset will be
realized and accordingly,  a valuation  allowance for deferred tax assets is not
maintained.

Deferred debenture offering costs consist primarily of underwriters' commissions
and are  amortized  over the terms of the  debentures.  The  increase was due to
additional  costs  incurred with the sale of new debentures in the first quarter
of 2001, partially offset by normal amortization.

Deposit Liabilities
-------------------

Deposit   liabilities   increased  to  $301,824,000  at  March  31,  2001,  from
$300,241,000 at December 31, 2000, due to growth in deposit  accounts.  At March
31,  2001,  certificate  of deposit  accounts  totaled  $213,981,000  and demand
deposit, savings, NOW and money market accounts aggregated $87,843,000. The same
categories  of  deposit   accounts   totaled   $217,656,000   and   $82,585,000,
respectively,  at December 31, 2000. Certificate of deposit accounts represented
71% of total deposits at March 31, 2001, compared to 72% at year-end 2000.

Debentures Payable and Related Accrued Interest Payable
-------------------------------------------------------

At March 31,  2001,  debentures  payable  amounted to  $66,180,000,  compared to
$64,080,000 at December 31, 2000. The increase was due to the sale of debentures
in the aggregate principal amount of $3,500,000 by the Holding Company. The sale
resulted in net proceeds of $3,260,000 after underwriter's commissions and other
issuance costs.  From time to time, the Holding Company sells debentures and the
proceeds are used for working capital purposes.  The sale of the  aforementioned
debentures  was  partially  offset  by the  maturity  on  January  1,  2001,  of
$1,400,000 of Intervest Corporation of New York's debentures.

At  March  31,  2001,  Intervest  Corporation  of New York  had  $55,750,000  of
debentures  payable  outstanding  and the  Holding  Company had  $10,430,000  of
debentures  payable  outstanding,  of which $6,930,000 were convertible into the
Holding Company's Class A common stock.

At  March  31,  2001,  accrued  interest  payable  on  debentures   amounted  to
$9,286,000,  compared to $8,733,000 at year-end 2000.  Nearly all of the accrued
interest payable at March 31, 2001 is due and payable at the maturity of various
debentures.  For a further  discussion of the debentures,  including  conversion
prices  and  redemption  premiums,  see  note  8 to the  consolidated  financial
statements  included in the Company's Annual Report to Stockholders on Form 10-K
for the year ended December 31, 2000.

All Other Liabilities
---------------------

The following table shows the composition of all other  liabilities in the table
on page 12:

                                                       At                At
                                                       --                --
                                                    March 31,       December 31,
                                                    --------        ------------
        ($ in thousands)                              2001              2000
        ------------------------------------------------------------------------
        Mortgage escrow funds payable                 $4,841            $3,397
        Accrued interest payable on deposits             861               856
        Official checks outstanding                    1,776             2,281
        All other                                      1,187             1,111
        ------------------------------------------------------------------------
                                                      $8,665            $7,645
        ------------------------------------------------------------------------

                                       15
<PAGE>

Mortgage escrow funds payable  represent  advance payments made by borrowers for
taxes and  insurance  that are  remitted  by the Company to third  parties.  The
increase  reflects the timing of payments to taxing  authorities  as well as the
growth in the loan portfolio.  The level of official checks  outstanding  varies
and fluctuates based on banking activity.

Stockholders' Equity and Regulatory Capital
-------------------------------------------

Stockholders equity increased to $37,126,000 at March 31, 2001, from $36,228,000
at December  31,  2000.  The  increase was due to net earnings of $581,000 and a
$311,000 increase in unrealized  gains, net of tax, on securities  available for
sale.

Intervest   Bank  and  Intervest   National   Bank  are  both   well-capitalized
institutions  as  defined  by  FDIC  regulations.  See  note 4 to the  condensed
consolidated  financial  statements in this report for their respective  capital
ratios.

Liquidity and Capital Resources
-------------------------------

The Company manages its liquidity position on a daily basis to assure that funds
are  available to meet  operations,  loan and  investment  funding  commitments,
deposit  withdrawals and the repayment of borrowed funds. The Company's  primary
sources  of funds  consist  of:  retail  deposits  obtained  through  the Banks'
offices;  satisfactions  and  repayments of loans;  the  maturities and calls of
securities;  and cash provided by operating  activities.  From time to time, the
Company  may also borrow  funds  through  the  Federal  funds  market or sale of
debentures.  For information about the cash flows from the Company's  operating,
investing and financing activities, see the condensed consolidated statements of
cash flows in this report.

At  March  31,  2001,  the  Company's   total   commitment  to  lend  aggregated
approximately  $41,500,000.  Based on its cash  flow  projections,  the  Company
believes  that  it  can  fund  all  of  its  outstanding  commitments  from  the
aforementioned sources of funds.

Interest Rate Risk
------------------
Interest  rate risk  arises  from  differences  in the  repricing  of assets and
liabilities  within a given time period.  The primary objective of the Company's
asset/liability  management strategy is to limit, within established guidelines,
the adverse  impact of changes in interest  rates on the  Company's net interest
income  and  capital.  The  Company  uses "gap  analysis,"  which  measures  the
difference between interest-earning assets and interest-bearing liabilities that
mature or reprice  within a given time  period,  to monitor  its  interest  rate
sensitivity. At March 31, 2001, the Company's one-year interest-rate sensitivity
gap was a positive $17,057,000,  or 4.0% of total assets, compared to a negative
$12,411,000,  or 3%, at December 31, 2000. The change in the gap was largely due
to the early  redemptions  of securities  available for sale by U.S.  government
agencies and the resulting  proceeds  being  invested in the  overnight  Federal
funds market.

In computing the gap, the Company treats its interest checking, money market and
savings deposit accounts as immediately  repricing.  For a further discussion of
interest rate risk and gap analysis,  including all of the  assumptions  used in
developing  the Company's  one-year gap position,  see the Company's 2000 Annual
Report to Stockholders on Form 10-K, pages 30 through 32.

Comparison  of Results of Operations  for the Quarters  Ended March 31, 2001 and
--------------------------------------------------------------------------------
2000
----

Overview
--------

Consolidated  net earnings for the first quarter of 2001  increased to $581,000,
or $0.15 per fully  diluted  share,  from  $390,000,  or $0.10 per fully diluted
share,  in the  first  quarter  of 2000,  or a 49%  year-to-year  increase.  The
increase  in net  earnings  was  primarily  due to a  $219,000  increase  in net
interest and dividend  income and a $155,000  decrease in the provision for loan
losses.  These  items  were  partially  offset  by a  $172,000  increase  in the
provision for income taxes.

                                       16
<PAGE>

Net Interest and Dividend Income
--------------------------------

Net interest and dividend income is the Company's primary source of earnings and
is   influenced   primarily   by  the   amount,   distribution   and   repricing
characteristics of its interest-earning assets and interest-bearing  liabilities
as well as by the relative levels and movements of interest rates.

The following  table provides  information on average  assets,  liabilities  and
stockholders' equity;  yields earned on interest-earning  assets; and rates paid
on interest-bearing  liabilities for the periods indicated. The yields and rates
shown are based on a computation  of  income/expense  (including any related fee
income  or  expense)  for  each  period  divided  by  average   interest-earning
assets/interest-bearing  liabilities  during each period.  Average  balances are
derived mainly from daily balances.  Net interest margin is computed by dividing
net interest and dividend income by the average of total interest-earning assets
during each period.
<TABLE>
                                                                                  Quarter Ended
                                                  ---------------------------------------------------------------------------
                                                            March 31, 2001                           March 31, 2000
                                                  ---------------------------------------------------------------------------
                                                    Average      Interest    Yield/         Average      Interest    Yield/
($ in thousands)                                    Balance     Inc./Exp.     Rate          Balance     Inc./Exp.     Rate
-----------------------------------------------------------------------------------------------------------------------------
Assets
Interest-earning assets:
<S>                                                <C>             <C>        <C>          <C>             <C>        <C>
   Loans                                           $270,307        $6,603     9.91%        $230,710        $5,646     9.84%
   Securities                                       102,832         1,496     5.90          104,361         1,520     5.86
   Other interest-earning assets                     42,920           585     5.53            6,426            90     5.63
-----------------------------------------------------------------------------------------------------------------------------
Total interest-earning assets                       416,059        $8,684     8.46%         341,497        $7,256     8.55%
-----------------------------------------------------------------------------------------------------------------------------
Noninterest-earning assets                           12,312                                  14,429
-----------------------------------------------------------------------------------------------------------------------------
Total assets                                       $428,371                                $355,926
-----------------------------------------------------------------------------------------------------------------------------
Liabilities and Stockholders' Equity
Interest-bearing liabilities:
   Interest checking deposits                       $ 6,960          $ 53     3.09%         $ 7,288          $ 55     3.04%
   Savings deposits                                  16,308           208     5.17           17,357           215     4.98
   Money market deposits                             57,595           755     5.32           51,839           662     5.14
   Certificates of deposit                          224,633         3,590     6.48          130,444         1,912     5.90
                                                  ---------------------------------------------------------------------------
   Total deposit accounts                           305,496         4,606     6.11          206,928         2,844     5.53
   Federal funds purchased                                -             -        -           10,101           146     5.81
   Debentures and accrued interest payable           73,542         2,015    11.11           91,033         2,422    10.70
-----------------------------------------------------------------------------------------------------------------------------
Total interest-bearing liabilities                  379,038        $6,621     7.08%         308,062        $5,412     7.07%
-----------------------------------------------------------------------------------------------------------------------------
Noninterest-bearing deposits                          5,513                                   7,467
Noninterest-bearing liabilities                       6,994                                   6,531
Stockholders' equity                                 36,826                                  33,866
-----------------------------------------------------------------------------------------------------------------------------
Total liabilities and stockholders' equity         $428,371                                $355,926
-----------------------------------------------------------------------------------------------------------------------------
Net interest and dividend income/spread                            $2,063     1.38%                        $1,844     1.48%
-----------------------------------------------------------------------------------------------------------------------------
Net interest-earning assets/margin                  $37,021                   2.01%         $33,435                    2.17%
-----------------------------------------------------------------------------------------------------------------------------
Ratio of total interest-earning assets
   to total interest-bearing liabilities               1.10x                                   1.11x
-----------------------------------------------------------------------------------------------------------------------------
Other Ratios:
  Return on average assets (1)                         0.54%                                   0.44%
  Return on average equity (1)                         6.31%                                   4.61%
  Noninterest expense to average assets (1)            1.24%                                   1.41%
  Average stockholders' equity to average assets       8.60%                                   9.51%
-----------------------------------------------------------------------------------------------------------------------------
<FN>
(1) Annualized

Net interest and dividend income increased to $2,063,000 in the first quarter of
2001,   from  $1,844,000  in  the  first  quarter  of  2000.  The  increase  was
attributable  to growth in the Company's  balance sheet,  partially  offset by a
decrease in the net interest  margin from 2.17% in the first quarter of 2000, to
2.01% in the first  quarter  of 2001.  The  decrease  in the margin was due to a
lower yield earned on interest-earning assets.
</FN>
</TABLE>

                                       17
<PAGE>
The Company's yield on interest-earning assets decreased 9 basis points to 8.46%
in the first quarter of 2001,  primarily due an increase in the average  balance
of  short-term  investments,  as well as a decrease in the yield  earned on such
investments.  The Company's  short-term  investments have a lower yield than its
loan  portfolio.  The Company's cost of funds remained  relatively  unchanged at
7.08% in the first  quarter  of 2001,  compared  to 7.07% in the same  period of
2000.

Provision for Loan Loss Reserves
--------------------------------

In the first  quarter of 2001,  the Company  did not have a  provision  for loan
losses,  compared to a provision of $155,000 in the first  quarter of 2000.  The
provision for loan loss reserves is based on management's  ongoing assessment of
the  adequacy  of the  allowance  for  loan  loss  reserves,  which  takes  into
consideration a number of factors as discussed on page 13 of this report.

Noninterest Income
------------------

Noninterest  income  increased  to $224,000 in the first  quarter of 2001,  from
$162,000 in the first  quarter of 2000,  primarily due to higher fee income from
the prepayment  and servicing of loans.  Noninterest  income  includes fees from
customer service charges and income from mortgage lending  activities,  which is
comprised of loan prepayment fees, fees earned on expired loan commitments,  and
loan service, inspection and maintenance charges.

Noninterest Expenses
--------------------

Noninterest  expenses increased to $1,324,000 in the first quarter of 2001, from
$1,251,000  in the  comparable  quarter of 2000.  Expenses  for the 2001  period
include  $65,000  of merger  expenses  associated  with the  proposed  merger of
Intervest National Bank and Intervest Bank. Expenses for the 2000 period include
approximately  $210,000 of  nonrecurring  expenses  (consisting  of attorney and
consulting  fees,  printing costs, and stock  compensation)  associated with the
acquisition  of Intervest  Corporation  of New York.  Absent the  aforementioned
expenses,  noninterest expenses totaled $1,259,000 in the first quarter of 2001,
compared to  $1,041,000  in the first  quarter of 2000.  The increase was due to
higher compensation, occupancy and equipment expenses.

Provision for Income Taxes
--------------------------

The  provision  for income  taxes  amounted to $382,000 in the first  quarter of
2001,  compared to  $210,000  in the first  quarter of 2000.  The  increase  was
primarily  due to higher  pre-tax  earnings.  The  Company's  effective tax rate
(inclusive  of state  and local  taxes)  amounted  to 39.7% in the 2001  period,
compared to 35.0% in the 2000 period.

ITEM 3. Quantitative and Qualitative Disclosures about Market Risk

Market  risk is the risk of loss  from  adverse  changes  in market  prices  and
interest rates.  The Company's  market risk arises  primarily from interest rate
risk inherent in its lending and deposit-taking  activities.  The Company has no
risk related to trading accounts, commodities or foreign exchange.

Management  actively  monitors  and manages  the  Company's  interest  rate risk
exposure.  The primary  objective  in managing  interest  rate risk is to limit,
within established  guidelines,  the adverse impact of changes in interest rates
on the Company's net interest income and capital,  while adjusting the Company's
asset-liability structure to obtain the maximum yield versus cost spread on that
structure.  Management  relies  primarily  on its  asset-liability  structure to
control  interest  rate risk.  However,  a sudden and  substantial  increase  in
interest rates could adversely impact the Company's earnings, to the extent that
the  interest  rates borne by assets and  liabilities  do not change at the same
speed, to the same extent, or on the same basis.  Management believes that there
have been no  significant  changes in the Company's  market risk exposure  since
December 31, 2000.

                                       18
<PAGE>




PART II. OTHER INFORMATION

ITEM 1.  Legal Proceedings
         Not Applicable

ITEM 2.  Changes in Securities and Use of Proceeds
(a)      Not Applicable
(b)      Not Applicable
(c)      On February 1, 2001, the Company issued $3,500,000  principal amount of
         its  Series  12/15/00  Subordinated Debentures (the "Debentures").  The
         Debentures  were issued  pursuant to an  Indenture of Trust dated as of
         January  1,  2001  between  the  Company  and The Bank of New York,  as
         trustee.  The  Debentures  were  issued  in  three   maturities,   with
         $1,000,000  principal  amount due April 1, 2004;  $1,250,000  principal
         amount due April 1, 2006; and $1,250,000 principal amount due April  1,
         2008. Sage, Rutty & Company acted as placement agent  and  the  Company
         paid  an  aggregate  of  $210,000  in  commissions. The Debentures were
         not  registered  under  the  Securities  Act  of   1933,   as   amended
         (the "Act"),  but  were  issued  to  accredited investors and a limited
         number  of  additional  investors  who  met the  suitability  standards
         established  by  the  Company.  The  Debentures were issued in reliance
         upon an  exemption  from  registration  pursuant to Section 4(2) of the
         Act and Rule 506 of Regulation D, promulgated under the Act.
(d)      Not Applicable

ITEM 3.  Defaults Upon Senior Securities
         Not Applicable

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

(a)      Not Applicable.
(b)      Not Applicable
(c)      Not Applicable
(d)      Not Applicable

ITEM 5.  Other Information
         Not Applicable

ITEM 6.  Exhibits and Reports on Form 8-K

(a)      No exhibits are filed with this report.
(b)      No  reports  on  Form 8-K were filed during the quarter ended March 31,
         2001.

                                   Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company
has duly  caused  this  report  to be signed  on its  behalf by the  undersigned
thereunto duly authorized.

INTERVEST BANCSHARES CORPORATION AND SUBSIDIARIES

Date:  May 11, 2001    By:    /s/ Lowell S. Dansker
                       ----------------------------
                                 Lowell S. Dansker, President and Treasurer
                                 (Chief Financial Officer)

Date:  May 11, 2001    By:  /s/ Lawrence G. Bergman
                       ----------------------------
                               Lawrence G. Bergman, Vice President and Secretary