<PAGE>


                     U.S. Securities and Exchange Commission
                                Washington, D.C.

                                   Form 10-Q


              [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                 For the quarterly period ended June 30, 1999

             [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
                                  EXCHANGE ACT

                 For the transition period to


                 Commission file number 0-27474


                            American Bancshares, Inc.
                (Exact Name of Registrants Specified in its Charter)


                 Florida                             65-0624640
        (State or other Jurisdiction            (IRS Emloyer Id. No.)
        Incorporation or Organization)

                 4502 Cortez Road West, Bradenton, Florida 34210
                      (Address of Principal Executive Offices)

                                 (941) 795-3050
                (Registrants telephone number including area code)


              ----------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)



Check  whether  the issuer  has(1)  filed all  reports  required  to be filed by
Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 during the past 12
months (or for 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    .
            ---   ---

Number of shares outstanding of the issuer's Common Stock, par value $1.175 as
of June 30, 1999: 5,028,584 shares.
<PAGE>

                                TABLE OF CONTENTS

<TABLE>
<CAPTION>

                                                                         Page
<S>       <C>                                                          <C>
Part I    FINANCIAL INFORMATION

          Item 1
               -Financial Statements                                     1-4

               -Notes to Consolidated Condensed Financial Statements     5-7

          Item 2
               -Management's Discussion and Analysis
                of Financial Condition and Results of
                Operations                                               8-9

          Item 2.A
               -Year 2000 Compliance                                      10

          Item 3
               -Quantitative and Qualitative Disclosure                   11
                About Market Risk


Part II   OTHER INFORMATION

          Item 1     Legal Proceedings
                     (Not applicable)                                    n/a

          Item 2     Changes in Securities                                12

          Item 3     Defaults Upon Senior Securities
                     (Not applicable)                                    n/a

          Item 4     Submission of Matters to a Vote
                     of Security Holders                                  12

          Item 5     Other Information                                 12-13

          Item 6     Exhibits and Reports on Form 8-K                     13
</TABLE>
<PAGE>


PART 1 - FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS

American Bancshares, Inc. and Subsidiaries
Consolidated Condensed Balance Sheets
(unaudited, $ in thousands)
<TABLE>
<CAPTION>

                                                     June 30,    December 31,       %           $
Assets                                                 1999         1998          Change      Change
                                                  -------------  ------------    --------   ----------
<S>                                                 <C>          <C>          <C>       <C>
  Cash and due from banks                              18,125       20,215         (10.34)     (2,090)
  Interest bearing deposits in banks                   18,273          104      17,470.19      18,169
  Mortgage loans held for sale                         90,987       88,158           3.21       2,829
  Investment securities, available for sale            39,112       48,323         (19.06)     (9,211)
  Mortgage-backed securities, available for sale       35,179       28,755          22.34       6,424
  Loans (net of allowance for credit losses and
   deferred loan fees of $1,481 as of
   June 30, 1999 and $1,620 as of
   December 31, 1998)                                 260,585      248,808           4.73      11,777
  Premises and equipment, net                          13,076       12,894           1.41         182
  Other real estate owned, net                            531        1,003         (47.06)       (472)
  Goodwill                                                 71           74          (4.05)         (3)
  Other assets                                          8,889        6,830          30.15       2,059
                                                    ---------    ---------      ---------    --------
  Total assets                                        484,828      455,164           6.52      29,664
                                                    =========   ==========      =========    ========

Liabilities and shareholders' equity

Liabilities
  Deposits                                            341,191      344,845          (1.06)     (3,654)
  Securities sold under agreements to repurchase       32,948       29,592          11.34       3,356
  Federal funds purchased and FHLB borrowings          64,700       34,900          85.39      29,800
  Guaranteed Preferred Beneficial Interests in
   the Company's Junior Subordinated Debentures        16,249       16,249           0.00           0
  Other liabilities                                     2,714        2,151          26.17         563
                                                    ---------    ---------      ---------    --------
    Total liabilities                                 457,802      427,737           7.03      30,065

Shareholders' equity
  Preferred shares, 5,000,000 shares authorized,
  0 shares issued and outstanding as of
  June 30,1999                                              0            0           0.00           0

  Common shares, $1.175 par value, 20,000,000
   shares authorized, 5,028,584 shares issued
   and outstanding as of  June 30, 1999
   and 4,994,984 as of December 31, 1998                5,910        5,870           0.68          40
  Additional paid in capital                           15,687       15,551           0.87         136
  Accumulated other comprehensive income, net          (1,686)        (143)      1,079.02      (1,543)
  Retained earnings                                     7,115        6,149          15.71         966
                                                    ---------    ---------      ---------    --------
    Total shareholders' equity                         27,026       27,427          (1.46)       (401)
                                                    ---------    ---------      ---------    --------
Total liabilities and shareholders' equity            484,828      455,164           6.52      29,664
                                                    =========    =========      =========    ========

</TABLE>

The accompanying notes are an integral part of these financial statements.



                                     Page 1
<PAGE>
 American Bancshares, Inc. and Subsidiaries
 Consolidated Condensed Statements of Income
 (unaudited, $ in thousands)
<TABLE>
<CAPTION>
                                                     Three Month's Ended June 30,       %             $
                                                         1999           1998          Change        Change
                                                      -----------    -----------    ----------   -----------
<S>                                                   <C>            <C>            <C>          <C>
Interest income
  Interest and fees on loans                               7,559           6,474         16.76          1,085
  Interest on mortgage backed securities, taxable            577              24      2,304.17            553
  Interest on investment securities, taxable                 653             909        (28.16)          (256)
  Interest on investment securities, nontaxable               18              32        (43.75)           (14)
  Other interest income                                        9              43        (79.07)           (34)
                                                        --------        --------     ---------      ---------
    Total interest income                                  8,816           7,482         17.83          1,334

Interest expense
  Deposits                                                 3,134           3,248         (3.51)          (114)
  Securities sold under agreements to repurchase             287             316         (9.18)           (29)
  Federal funds purchased and FHLB advances                  719             110        553.64            609
  Trust preferred securities                                 354               0        100.00            354
  Other borrowed money                                         0               1       (100.00)            (1)
                                                        --------        --------     ---------      ---------
    Total interest expense                                 4,494           3,675         22.29            819

Net interest income                                        4,322           3,807         13.53            515
Provision for loan losses                                    513             151        239.74            362
                                                        --------        --------     ---------      ---------
Net interest income after loan loss                        3,809           3,656          4.18            153

Noninterest income
  Service charges & fees                                     655             454         44.27            201
  Gain on sale of mortgage loans                             433             248         74.60            185
  Gain on sale of securities                                  19               6        216.67             13
  Gain on sale of servicing                                    3              50        (94.00)           (47)
  Broker loan fees                                            38              34         11.76              4
  Merchant fees                                              299             205         45.85             94
  Other income                                               242             175         38.29             67
                                                        --------        --------     ---------      ---------
    Total noninterest income                               1,689           1,172         44.11            517

Noninterest expense
  Salaries & employee benefits                             2,239           1,759         27.29            480
  Net occupancy expense                                      287             223         28.70             64
  Furniture and equipment expenses                           364             211         72.51            153
  Data processing fees                                       205             135         51.85             70
  Interchange fee expenses                                   194             133         45.86             61
  Legal fees                                                 102             253        (59.68)          (151)
  Litigation settlement                                        0             525       (100.00)          (525)
  Other expense                                            1,239           1,292         (4.10)           (53)
                                                        --------        --------     ---------      ---------
    Total noninterest expense                              4,630           4,531          2.18             99

Income before income taxes                                   868             297        192.26            571
Provision for income taxes                                   304             104        192.31            200
                                                        --------        --------     ---------      ---------
Net income                                                   564             193        192.23            371
                                                        ========        ========     =========      =========
Earnings per share (actual $'s)
   Basic                                                    0.11            0.04
   Diluted                                                  0.11            0.04

Average number of shares outstanding
   Basic                                               5,028,584       4,994,599
   Diluted                                             5,029,296       5,024,054

</TABLE>

The accompanying notes are an integral part of these financial statements.



                                     Page 2
<PAGE>
 American Bancshares, Inc. and Subsidiaries
 Consolidated Condensed Statements of Income
 (unaudited, $ in thousands)
<TABLE>
<CAPTION>
                                                       Six Months ended June 30,        %             $
                                                         1999           1998          Change        Change
                                                      -----------    -----------    ----------   -----------
<S>                                                   <C>            <C>            <C>          <C>
Interest income
  Interest and fees on loans                              14,792         12,285          20.41        2,507
  Interest on mortgage backed securities, taxable          1,026            122         740.98          904
  Interest on investment securities, taxable               1,387          1,941         (28.54)        (554)
  Interest on investment securities, nontaxable               41             49         (16.33)          (8)
  Other interest income                                       13            186         (93.01)        (173)
                                                       ---------       ---------       --------     --------
    Total interest income                                 17,259         14,583          18.35        2,676

Interest expense
  Deposits                                                 6,329          6,488          (2.45)        (159)
  Securities sold under agreements to repurchase             572            549           4.19           23
  Federal funds purchased and FHLB advances                1,236            195         533.85        1,041
  Trust preferred securities                                 708              0         100.00          708
  Other borrowed money                                        (1)            26        (103.85)         (27)
                                                       ---------       ---------       --------     --------
    Total interest expense                                 8,844          7,258          21.43         1,586

Net interest income                                        8,415          7,325          14.88         1,090
Provision for loan losses                                    828            275         201.09           553
                                                       ---------       ---------       --------      --------
Net interest income after loan loss                        7,587          7,050           7.62           537

Noninterest income
  Service charges & fees                                   1,265            875          44.57           390
  Gain on sale of loans                                      566            406          39.41           160
  Gain on sale of securities                                  28            128         (78.13)         (100)
  Gain on sale of servicing                                   10             72         (86.11)          (62)
  Broker loan fees                                            60             88         (31.82)          (28)
  Merchant fees                                              573            392          46.17           181
  Other income                                               531            315          68.57           216
                                                       ---------        --------      ---------       -------
    Total noninterest income                               3,033          2,276          33.26           757

Noninterest expense
  Salaries & employee benefits                             4,204          3,268          28.64           936
  Net occupancy expense                                      570            418          36.36           152
  Furniture and equipment expenses                           684            451          51.66           233
  Data processing fees                                       470            487          (3.49)          (17)
  Interchange fee expense                                    370            249          48.59           121
  Legal fees                                                 192            875         (78.06)         (683)
  Litigation settlement                                        0            525        (100.00)         (525)
  Other expense                                            2,642          2,134          23.81           508
                                                       ---------       ---------      ---------       -------
    Total noninterest expense                              9,132          8,407           8.62           725

Income before income taxes                                 1,488            919          61.92           569
Provision for income taxes                                   521            322          61.80           199
                                                       ---------       ---------      ---------       -------
Net income                                                   967            597          61.98           370
                                                      ==========       =========      =========       =======
Earnings per share (actual $'s)
Basic                                                       0.19           0.12
Diluted                                                     0.19           0.12

Average Number of shares outstanding
Basic                                                  5,019,488      4,994,542
Diluted                                                5,024,998      5,023,755

</TABLE>

The accompanying notes are an integral part of these financial statements.

                                     Page 3
<PAGE>
American Bancshares, Inc. and Subsidiaries
Consolidated Condensed Statement of Cashflows
(unaudited, $ in thousands)
<TABLE>
<CAPTION>
                                                      Six Months ended June 30,
                                                          1999           1998
                                                       ----------     ---------
<S>                                                   <C>            <C>
Cash flows from operating activities:
 Net income                                                   967           597
                                                         --------      --------
 Adjustments to reconcile net income to net cash
  provided by operating activities:
  Provision for loan losses                                   828           275
  Net gain on sale of investment securities                   (28)         (126)
  Net gain on sale of loans                                  (566)         (406)
  Net gain on sale of mortgage servicing rights               (10)          (72)
  Depreciation                                                635           415
  Origination of loans held for sale (net of repayments)  (41,388)      (33,099)
  Proceeds from sales of loans held for sale               38,559        23,850
  Net amortization of premiums and accretion of
   discounts on investment securities                          44           (12)
  Increase in other liabilities                               563         1,533
  (Increase) decrease in other assets                      (1,572)       (2,220)
                                                         --------      --------
 Total adjustments                                         (2,935)       (9,862)
                                                         --------      --------
Net cash provided by operating activities                  (1,968)       (9,265)
                                                         --------      --------
Cash flows from investing activities:
 Loan originations, net of repayments                     (12,162)      (39,236)
 Purchases of bank premises and equipment                    (817)       (2,824)
 Proceeds from sales and maturities of available for
  sale investment securities                               13,670        34,561
 Purchases of available for sale investment
  securities, net of repayments                           (12,442)      (21,932)
 Recoveries on loans charged off                              121            62
                                                        ---------      --------
Net cash used in investing activities                     (11,630)      (29,369)
                                                        ---------      --------
Cash flows from financing activities:
 Net increase in demand deposits, NOW
  and savings accounts                                      7,257        19,262
 Net increase (decrease) in time deposits                 (10,911)       (4,989)
 Net increase in securities sold under agreements to
  repurchase                                                3,356        11,539
 Net proceeds from advances (repayments)from the
  FHLB and Federal Funds purchased                         29,800         8,501
 Proceeds from issuance of stock                              175             0
                                                        ---------     ---------
Net cash provided by financing activities                  29,677        34,313
                                                        ---------     ---------
Net increase (decrease) in cash and cash equivalents       16,079        (4,321)
Cash and cash equivalents at beginning of period           20,319        18,396
                                                        ---------     ---------
Cash and cash equivalents at end of period                 36,398        14,075
                                                        =========     =========
Supplemental disclosures:
 Interest paid                                              8,729         7,103
                                                        =========     =========
 Income taxes paid                                            315           665
                                                        =========     =========
</TABLE>

The accompanying notes are an integral part of these financial statements.



                                     Page 4
<PAGE>
                       AMERICAN BANCSHARES, INC. AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS




Note 1.    Holding Company and Subsidiaries Background Information

American  Bancshares,  Inc. (Company),  is a one bank holding company,  operated
under the laws of the state of Florida.  Its wholly-owned  banking subsidiary is
American Bank (Bank),  a state  chartered bank. The Holding  Company,  a Florida
corporation  organized June 30, 1995, is a registered  holding company under the
Bank Holding Company Act of 1956, as amended, and on December 1, 1995 became the
bank holding company for the Bank. The Bank was incorporated on December 6, 1988
and opened for business on May 8, 1989.  The Bank is a general  commercial  bank
with all the rights,  powers,  privileges  granted and  conferred by the Florida
Banking Code. Although the Holding Company was not formed until June 30,1995 and
did not acquire the Bank until December 1, 1995, the financial  statements  have
been presented as if the Company had been in existence since the Bank was formed
in 1988 and as if the Bank was it's wholly owned subsidiary since that time.

The Company organized a wholly-owned  Florida  subsidiary  corporation,  Freedom
Finance  Company,  ("Finance  Company"),  pursuant  to which it  engages in full
service  consumer  financing.  The Finance Company was incorporated on March 26,
1997 and opened  for  business on March 31, 1998.  The  Finance  Company  offers
consumer-driven  products and  services  ranging  from  mortgages to  automobile
loans,  home equity loans and education  financing.  The Finance Company has the
ability to extend financing to individuals and entities which may not be able to
satisfy the Bank's underwriting requirements or loan standards.

ABI Capital Trust  ("ABICT"),  a Delaware  statutory  trust,  was created on May
21,1998.  The ABICT exists for the exclusive  purpose of (i) issuing and selling
Common  Securities  and  Preferred  Securities  of ABICT  (together  the  "Trust
Securities"), (ii) using the proceeds of the sale of Trust Securities to acquire
Deferrable Interest Debentures ("Junior Subordinated  Debentures") issued by the
Company,   and  (iii)  engaging  only  in  those  other  activities   necessary,
convenient,  or incidental  thereto (such as  registering  the transfer of Trust
Securities).  Accordingly  the Junior  Subordinated  Debentures will be the sole
assets of the ABICT. The Company owns all of the Common Securities of ABICT, the
only voting security, and as a result it is a subsidiary of the Company.

Note 2.           Basis of Presentation

The accompanying unaudited condensed  consolidated financial statements,  in the
opinion  of  management,  include  all  adjustments,  consisting  only of normal
recurring  adjustments  necessary for a fair presentation of the results for the
interim periods.  Certain information and footnote disclosures normally included
in  financial   statements   prepared  in  accordance  with  generally  accepted
accounting  principles have been condensed or omitted  pursuant to SEC rules and
regulations,  although the Company believes that the disclosures included herein
are adequate to make the information  presented not  misleading.  The results of
operations  for the three  and six month  periods  ended  June 30, 1999 are  not
necessairly  indicative of the results expected for the full year.

The organization and business of the Company,  accounting  policies  followed by
the Company and other  information  are contained in the Company's  December 31,
1998 Form 10-K.  This quarterly  report should be read in  conjunction with such
annual report.


Note 3.           Investments

The Company's  investments  and  mortgage-backed  securities  are  classified as
available  for sale and recorded at fair value as required by the  provisions of
Statement of Financial Accounting Standards No. 115. Unrealized gains and losses
are  reflected  as  a  separate   component  of  shareholders'   equity  on  the
consolidated  statement of condition.  At June 30, 1999, an unrealized loss, net
of tax, of $1,686,000 was reflected as a decrease of shareholders' equity.



                                     Page 5
<PAGE>
                       AMERICAN BANCSHARES, INC. AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS



Note 4.           Earnings Per Share

  Basic  earnings per common share is  calculated  by dividing net income by the
sum of the weighted average number of shares of common stock outstanding.

  Diluted  earnings per common share is calculated by dividing net income by the
weighted  average  number of shares of common  stock  outstanding,  assuming the
exercise of stock options and warrants  using the treasury  stock  method.  Such
adjustments to the weighted average number of shares of common stock outstanding
are made only when such  adjustments  dilute  earnings  per  common  share.  The
diluted earnings per share is summarized as follows:
<TABLE>
<CAPTION>
                                                             Six Months              Three Months
                                                            ended June 30,          ended June 30,
                                                           1999        1998        1999        1998
                                                        ---------   ---------   ---------   ---------
<S>                                                    <C>         <C>         <C>         <C>
Weighted average common shares outstanding...........   5,019,488   4,994,542   5,028,584   4,994,599
Weighted average common shares equivalents...........       5,510      29,213         712      29,455
                                                        ---------   ---------   ---------   ---------
Shares used in diluted earnings per share calculation   5,024,998   5,023,755   5,029,296   5,024,054
                                                        =========   =========   =========   =========
</TABLE>



Note 5.           Comprehensive Income

Effective January 1, 1998 the Company has adopted Financial Accounting Standards
("FAS") No. 130 "Reporting  Comprehensive Income," which requires that all items
that are required to be recognized under  accounting  standards as components of
comprehensive income be reported in the financial statements. Prior periods will
be reclassified as required.  The Company's total comprehensive  earnings are as
follows:
<TABLE>
<CAPTION>
Comprehensive Earnings (unaudited, $ in thousands)

                                              Six months ended June 30,
                                               1999               1998
                                               ----               ----
<S>                                        <C>                <C>
Net income (loss)                                967                597
Other comprehensive earnings (losses):
Unrealized gains (losses) on securities       (1,543)               (73)
                                              -------            -------
Comprehensive income                            (576)               524
</TABLE>


Note 6.           Impact of Recently Issued Accounting Standards

Financial  Accounting  Standards Board Statement (FAS) No. 137, "Accounting for
Derivative Instruments and Hedging Activities -- Deferral of the Effective  Date
of FASB Statement  No. 133 -- an amendment of FASB Statement No. 133," was
issued in June 1999 and was effective  upon issuance. As issued, FAS No. 133 was
to be effective for all fiscal quarters of all fiscal years beginning after June
15, 1999, with earlier application  encouraged. This statement amends FAS No.133
by  deferring the  effective  date of FAS No. 133 to all  fiscal quarters of all
fiscal years  beginning after June 15, 2000.  See additional  analysis below for
the impact of FAS No. 133.




                                     Page 6
<PAGE>
                       AMERICAN BANCSHARES, INC. AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS



Note 6.           Impact of Recently Issued Accounting Standards (continued)

FAS No. 134,  "Accounting  for  Mortgage-Backed  Securities  retained  after the
Securitization  of Mortgage Loans Held for Sale by a Mortgage  Banking  Entity,"
amends  FAS  No.  65  allowing  mortgage-backed  securities  or  other  retained
interests  arising from the  securitization  of mortgage  loans to be classified
based on the mortgage banking entities' ability and intent to sell of hold those
securities. Previously these securities had to be held within a trading account.
This statement  became  effective in the first quarter of 1999 and had no impact
on the financial statements.

FAS No. 133,  "Accounting for Derivative  Instruments  and Hedging  Activities,"
requires all  derivatives  to be recorded on the balance sheet at fair value and
establishes  standard  accounting  methodologies  for  hedging  activities.  The
standard will result in the  recognition of offsetting  changes in value or cash
flows of both the hedge and the hedged item in earnings or comprehensive  income
in the same period.  The statement,  as amended by FAS No. 137, is effective for
the Company's fiscal year ending December 31, 2001. Because the Company does not
currently hold any derivative investments, the adoption of this statement is not
expected to have an impact on the financial statements.




                                     Page 7
<PAGE>


PART 1

ITEM 2.

Management's Discussion and Analysis of Financial Condition and Results of
Operations

American Bancshares, Inc. and Subsidiaries

Forward Looking Statements

This  Quarterly  Report on Form 10-Q  (including the Exhibits  hereto)  contains
certain  "forward-looking  statements"  within the  meaning  of the safe  harbor
provisions  of the Private  Securities  Litigation  Reform Act of 1995,  such as
statements  relating  to,  among  other  things,  the  financial  condition  and
prospects,   results  of  operations,  plans  for  future  business  development
activities,  capital  spending and financing  sources,  capital  structure,  the
effects of regulation and competition,  year 2000 readiness, and the business of
the  Company  and  its  subsidiaries.  Where  used  in this  filing,  the  words
"anticipate",  "believe",  "estimate",  "expect",  "intend", "plan", and similar
words and expressions,  as they relate to the Company,  or the management of the
Company, identify forward-looking  statements.  Such forward-looking  statements
reflect the current views of the Company and are based on information  currently
available  to the  management  of the  Company  and upon  current  expectations,
estimates,  and  projections  about the Company and its  industry,  management's
beliefs with respect thereto, and certain assumptions made by management.  These
forward-looking  statements  are not  guarantees of future  performance  and are
subject to risks,  uncertainties,  and other  factors  which could cause  actual
results  to  differ   materially   from  those  expressed  or  implied  by  such
forward-looking  statements as a result of various factors.  Potential risks and
uncertainties  include,  but are not limited to: (i) competitive pressure in the
banking and financial services industries increasing significantly; (ii) changes
in the  interest  rate  environment  which  reduce  margins;  (iii)  changes  in
political  conditions  or changes  occurring in the  legislative  or  regulatory
environment;  (iv) general economic conditions, either nationally or regionally,
becoming  less  favorable  than expected  resulting  in, among other  things,  a
deterioration in credit quality;  (v) changes  occurring in business  conditions
and inflation;  (vi)  acquisitions  and  integration  of acquired  businesses or
assets;  (vii)  changes  in  technology;  (viii)  changes  in  monetary  and tax
policies;  (ix)  changes  occurring  in the  securities  markets;  (x) year 2000
related issues and (xi) other risks and uncertainties detailed from time to time
in the filings of the Company with the  Commission  including the report on Form
10-K for the year ended December 31, 1998.

Liquidity and Capital Resources

Total assets of the Company  increased by 6.52% to  $484,828,000  as of June 30,
1999 from  $455,164,000 as  of December 31, 1998 and 24.2% from  $390,276,000 as
of June 30, 1998.  The increase in assets from December 31, 1998,  was primarily
the result of increases in net loans of $14,606,000 to $351,572,000 and mortgage
backed  securities of $6,424,000  to  $35,179,000.  The increases in assets were
funded through  increases in Securities  Sold Under  Agreements to Repurchase of
$3,356,000  to  $32,948,000  and  increases  in  borrowings  of  $29,800,000  to
$64,700,000.

As of June 30, 1999, the Bank's Tier 1 leverage ratio was 8.06%,  Tier 1 to risk
weighted assets was 11.28% and total risk based capital was 11.91%, resulting in
a classification of "Well Capitalized" under FDIC guidelines.  The Bank, through
its Asset/Liability Committee,  monitors, among other things, the Bank's capital
and liquidity  position,  making  adjustments  to deposit,  loan, and investment
strategies  as  necessary.  The Bank  continues to maintain  adequate  liquidity
levels with a liquidity  ratio at June 30, 1999 of 43.31%.  The Bank is a member
of the Federal  Home Loan Bank of Atlanta  (FHLB).  FHLB has  approved a line of
credit totaling  $75,000,000  collateralized by qualifying  mortgages and all of
the Bank's FHLB stock. As of June 30, 1999,  advances totaling  $64,700,000 were
outstanding.  The Bank also maintains  Federal Funds  Purchased  agreements with
several  correspondent  banks to provide sources of overnight  funds. As of June
30, 1999, the Bank had no federal funds purchased.

Management  believes that there are adequate  funding sources to meet its future
liquidity needs for the foreseeable future.  Primary among these funding sources
are the  repayment  of  principal  and  interest  on loans,  the renewal of time
deposits,  and the growth in the deposit base.  Management does not believe that
the terms and  conditions  that will be present at the renewal of these  funding
sources  will  significantly  impact  the  Company's  operations,   due  to  its
management of the maturities of its assets and liabilities.



                                     Page 8
<PAGE>

Management's Discussion and Analysis of Financial Condition and Results of
Operations


PART 1.

ITEM 2. (continued)

Results of Operations

The  Company's  net income for the quarter  ended June 30, 1999 was  $564,000 or
$.11 per share,  compared  to net income of  $193,000  or $.04 per share for the
same period for 1998. Net interest income  increased  $515,000 to $4,322,000 for
the quarter  ended June 30, 1999,  over the same quarter in 1998, as a result of
the increase in interest  earning  assets.  Non-interest  income  increased from
$1,172,000 for the quarter ended June 31, 1998 to $1,689,000 for the same period
in 1999.  The  increase in  non-interest  income is  primarily  attributable  to
increases in service  charges and fees on deposits of  $201,000;  an increase in
gain on the sale of mortgage loans of $185,000 and credit card merchant services
fee income of $94,000;  other income of $67,000;  gain on sale of  securities of
$13,000 and broker loan fees of $4,000 partially offset by a decrease of $47,000
in gain on sale of servicing.

Total  general and  administrative  expense for the quarter ended June 30, 1999,
increased $99,000 over the same period of 1998. This increase resulted primarily
from increases in salaries  expense of $480,000;  furniture and fixtures expense
of $153,000 and other operating  expenses related to the growth in the Company's
assets,  the number of Bank branches,  and the operation of the Finance Company.
These increases were partially offset by decreases in legal fees of $151,000 and
litigation  settlement  of $525,000 due  primarily to the  settlement of certain
litigation in the year ago period.

For the three months ended June 30,1999,  net interest income increased $515,000
to  $4,322,000,  compared to $3,248,000 for the same period in 1998, as a result
of the 24% asset growth.  Loan loss  provision  increased  from $151,000 for the
three month  period ended June 30, 1998 to $513,000 for the same period in 1999.
During the quarter ended June 30,1999 the Bank charged-off  $593,000 of bad debt
that  was  part  of a  loan  relationship  totaling  approximately  $1  million.
Management  believes  the  remaining  loan  balances  in this  relationship  are
adequately   collateralized  and  that  additional  write-downs  should  not  be
necessary.  Management  continues to monitor the status of this relationship and
intends to take action as appropriate.  Management uses a procedure on a monthly
basis for evaluating the adequacy of the allowance for loan loss.  Based on that
review  management  considers  the allowance  sufficient to cover  expected loan
losses.

For the six months  ended June 30,  1999,  net income was  $967,000  or $.19 per
share, compared to net income of $597,000 or $.12 per share for  the same period
for 1998.  In 1998 earnings per share were affected by the settlement of certain
litigation of $525,000 and associated  legal fees of $235,000,  costs associated
with the  acquisition of Murdock  Florida Bank of $541,000 and costs  associated
with the opening of the Ruskin  branch of $67,000 net of the  associated  income
tax  benefit of  $479,000.  In 1999  earnings  per share were were  affected  by
approximately  $124,000, after tax, as a result of a severance payment to former
CEO and President Gerald Anthony.

Net interest income  increased  $1,090,000 to $8,415,000  compared to $7,325,000
for the same period in 1998 as a result of the 24% asset  growth.  The provision
for loan loss  expense  increased  from  $275,000 for the six month period ended
June 30,  1998 to $828,000  for the same  period in 1999.  During the six months
ended June 30,1999 the Bank charged-off  $593,000 of bad debt that was part of a
loan relationship  totaling  approximately $1 million.  Management  believes the
remaining loan balances in this relationship are adequately  collateralized  and
that additional  write-downs  should not be necessary.  Management  continues to
monitor  the  status  of  this  relationship  and  intends  to  take  action  as
appropriate.  Management  uses a procedure on a monthly basis for evaluating the
adequacy  of the  allowance  for  loan  loss.  Based on that  review  management
considers the allowance sufficient to cover expected loan losses.

Noninterest  income  increased  to $3.0  million  for the six months  ended June
30,1999  from $2.3 million for the same period for 1998.  Significant  increases
include service charges and fees of $390,000, merchant fees of $181,000 and gain
on sale of mortgage loans of $160,000.

Noninterest expenses increased $725,000 to $9.1 million for the six months ended
June  30,1999  from $8.4  million  for the same  period for 1998.  Salaries  and
employee  benefits  increased  $936,000 to $4.2 million from $3.3 million due to
increased staff size; other expenses increased $508,000  (including  $150,000 of
increased loan servicing related expenses) and furniture and equipment  expenses
increased  $233,000  (including  $145,000 of increased  depreciation  expenses).
These increases were partially  offset by decreases in litigation  settlement of
$525,000  and  associated  legal fees of  $235,000,  costs  associated  with the
acquisition of Murdock  Florida Bank of $541,000 and costs  associated  with the
opening of the Ruskin branch of $67,000.




                                     Page 9
<PAGE>

Management's Discussion and Analysis of Financial Condition and Results of
Operations


PART 1.

ITEM 2.A   Year 2000 Compliance

Year 2000  issues  and state of  readiness:  The  Company is aware of the issues
associated with existing  computer-controlled  systems properly  recognizing and
processing  information  relating  to dates in and after the Year 2000.  Systems
that cannot adequately process dates beyond the year 1999 could generate
erroneous  data or cause a system to fail.  Because the Year 2000 issue poses an
unprecedented  enterprise  wide  challenge for every  organization,  the Company
formed a Year 2000 Committee ("Y2K  Committee").  The Y2K Committee  developed a
Year 2000 Project Plan ("Y2K Plan") which  addresses  both internal and external
technology. The data processing systems and software include those developed and
maintained by the Company's  third-party  data processing  vendors and purchased
software which is run on in-house computer networks.

In 1997  the  Company,  through  the  Y2K  Committee,  initiated  a  review  and
assessment  of all  hardware  and  software  to  confirm  that it will  function
properly  in the  Year  2000.  Each  system  was  evaluated  for its  degree  of
significance  to the  operations  of the  Company and  detailed  test plans were
developed for those systems determined to be of a critical nature.

Third-party data processing vendors  (primarily M&I Data Services,  Inc. for its
general ledger,  deposits,  and portfolio loans;  Essex Home Mortgage  Servicing
Corp. for its loans held for sale;  Compass Bank for its  investment  portfolio,
and Contour,  Inc. for its mortgage loan processing systems) have been contacted
and the Company has obtained  verification from these vendors that these systems
will function properly in the Year 2000.

With respect to purchased software and electronic  hardware devices currently in
use, the Company has inventoried these items to determine which of these devices
rely on a valid date in order to  function.  The  Company  has  contacted  those
vendors  identified  through  this  inventory,  who have  indicated  that  their
hardware and software is or will be Year 2000 compliant in time frames that meet
regulatory requirements.

Non-information  technology  embedded systems  consisting  primarily of security
systems, HVAC controls and elevators have also been reviewed. These systems were
found to be generally year 2000 compliant.

The Company also has  relationships  with  suppliers  and other  companies.  The
Company has contacted key  suppliers of goods or services  regarding  their Year
2000 readiness.  They are in the process of reviewing their systems. The Company
will continue to monitor these suppliers as to their Year 2000 readiness.

Risks  associated  with year 2000 and  contingency  plan:  Based on  information
currently  available  to  the  Company,  the  Company  believes  that  the  most
reasonably  likely  worst case Year 2000  scenario  with  respect to the Company
relate to the potential failure of third party data processing vendors to become
Year 2000 compliant.  The inability of these third party data processing vendors
to complete  their Year 2000  remediation  processes in a timely  fashion  could
result in delays in processing daily transactions and could result in a material
and  adverse  effect  on the  Company's  results  of  operations  and  financial
condition.  The Company has  developed a contingency  plan to address  potential
failures in these systems.  The Company believes that  modifications to existing
systems,  conversion  to new systems,  and vendor  compliance  upgrades  will be
resolved on a timely basis.

Expenses related to year 2000 compliance.  The Company's  current  assessment of
cost  associated  with  the  completion  of its Y2K  Plan is not  considered  by
management to be material to  the Company's future operations.  Through June 30,
1999,  the  Company  has  expended  $51,000  on its  Y2K  Plan  and  anticipates
additional costs of approximately  $129,000, to be incurred in 1999. The cost of
completing the Company's Y2K Plan and the dates on which all procedures  will be
completed are based on management's best estimates. These estimates were derived
utilizing  various  assumptions  about future  events,  including  the continued
availability of resources,  external  technology,  modification  plans and other
significant  factors.  However,  there can be no guarantee that these  estimates
will be achieved and actual results could differ materially from those currently
anticipated.



                                     Page 10
<PAGE>

Management's Discussion and Analysis of Financial Condition and Results of
Operations


PART 1.

ITEM 3.    Quantitative and Qualitative Disclosure About Market Risk

MARKET RISK

One of the  Company's  primary  objectives  is to  control  fluctuations  in the
Economic Value of Equity ("EVE") caused by changes in interest rates. The Bank's
Asset/Liability Committee ("ALCO") is responsible for addressing fluctuations in
the EVE.  The ALCO  utilizes a model that takes into account and  evaluates  the
market risk of the Bank's financial  position.  Market risk represents  possible
risk of loss from  adverse  changes in market  prices and interest  rates.  ALCO
monitors the impact of changes in the interest  rates  through the use of an EVE
model.  EVE is the net  present  value of the  balance  sheet cash  flows.  This
measures a sudden  increase or  decrease  in  interest  rates in 100 basis point
increments and the effect of such change on the net present value of equity. The
following table sets forth the estimated impact of immediate changes in interest
rates as of June 30, 1999:



<TABLE>
<CAPTION>
             RATE CHANGE                  EVE                   % CHANGE
             -----------               ---------                --------

             <S>                       <C>                      <C>
                - 400                  $  49,497                  28.16%
                - 300                     44,573                  15.41
                - 200                     40,946                   6.02
                - 100                     38,869                   0.64
                    0                     38,620                   0.00
                + 100                     39,074                   1.18
                + 200                     39,681                   2.75
                + 300                     40,360                   4.51
                + 400                     41,081                   6.37
</TABLE>

The preceding  table  indicates  that at June 30, 1999, in the event of a sudden
and sustained  increase or decrease in market rates the EVE would be expected to
increase.  These changes are the result of repricing  opportunities  inherent in
the balance  sheet.  Computations  of forecasted  efforts of interest  rates are
based on numerous  assumptions,  such as market interest rates,  loan growth and
prepayment,  deposit  maturities  and retention and should not be relied upon as
indicative of future results. Also, the computations do not take into effect any
actions that the ALCO could undertake in response to changes in interest rates.


                                     Page 11
<PAGE>


PART II - OTHER INFORMATION


Item 1.   Legal Proceedings

         Not applicable this filing.


Item 2.   Changes in Securities

On July 8,1999 the Board of Directors of the Company voted to issue 66,800 stock
options pursuant to the "American Bancshares,  Inc. 1999 Stock Option and Equity
Incentive  Plan." Of these  7,000  stock  options  were issued to Jerry L. Neff,
President  and CEO,  11,500 stock  options were issued to senior  officers.  The
remaining 48,300 stock options were issued to other Company staff members.

The Company intends to file a Registration Statement on Form S-8 to register the
common shares  issuable upon exercise of such options prior to the expiration of
the initial vesting period of such options.



Item 3.   Defaults Upon Senior Securities

         Not applicable this filing.


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

The  following  matters  were  submitted  to a vote of  security  holders at the
Company's annual meeting on May 21, 1999.

1.      To elect twelve persons as Directors.

The following directors,  which consisted of all of the existing directors, were
nominated for re-election:

                                        Percentage
                                   For          Against      Abstain
        Ronald L. Larson           74.30           4.30         0.00
        Timothy I. Miller          73.84           4.75         0.00
        Dan E. Molter              73.94           4.66         0.00
        Kirk D. Moudy              73.85           4.75         0.00
        Lindell Orr                74.35           4.24         0.00
        Lynn B. Powell             74.28           4.32         0.00
        Walter L. Presha           74.26           4.34         0.00
        J. Gary Russ               72.53           6.06         0.00
        R. Jay Taylor              74.27           4.32         0.00
        Edward D. Wyke             72.59           6.01         0.00

Of the total  of 5,028,584 shares of  common stock eligible  to vote, there were
3,968,488 shares  present in  person or by proxy and  the above  named directors
were re-elected with the results for each  noted above.

2. To consider and vote on the adoption of the  proposed  "American  Bancshares,
Inc 1999 Stock Option and Equity Incentive Plan", to be effective March 23,1999.

Of the total of 5,028,584  shares of common stock  eligible to vote,  there were
3,968,488 shares present in person or by proxy with 3,361,166 votes for, 567,250
votes against and 40,072 votes abstaining. The above named plan was adopted.

Item 5.   Other Information

1. In May, 1999, the Company entered into an employment  agreement with Brian M.
Watterson,   Executive  Vice  President,   Chief  Financial  Officer  and  Chief
Operations Officer. The employment agreement is filed as exhibit 10.1 of this
Form 10-Q is incorporated herein by reference.

2. In May,  1999,  the Company  entered into an employment  agreement  with John
Nash,  Vice  President,  Commercial  Loan  Production  Manager.  The  employment
agreement is filed as exhibit 10.2 of this Form 10-Q is  incorporated  herein by
reference.

3. In May, 1999, the Company entered into an employment  agreement with David R.
Mady, Senior Vice President & Chief Investment Officer. The employment agreement
is filed as exhibit 10.3 of this Form 10-Q is incorporated herein by reference.

4. In May, 1999, the Company entered into an employment agreement with Stuart M.
Gregory, Executive Vice President,  Retail Loan Production  Manager of the Bank.
The  employment  agreement  is  filed  as  exhibit  10.4  of this  Form  10-Q is
incorporated herein by reference.




                                     Page 12
<PAGE>


PART II - OTHER INFORMATION



Item 5.   Other Information (continued)

5. In May, 1999, the Company entered  into an employment agreement with Jerry L.
Neff  President  of American  Bancshares,  Inc and  Subsidiaries. The employment
agreement is filed as exhibit 10.5 of this Form 10-Q is  incorporated  herein by
reference.

 The employment  agreements  referenced above were part of an overall management
restructuring  undertaken by the Company  during the first half of 1999. As part
of this restructuring, in May 1999 the Company exercised its option to terminate
its  employment  agreements  with  Messrs.  Mady and Coon,  and offered them new
employment  agreements  consistent  with  those  offered  to  other  members  of
management.  Mr. Mady has  accepted  this  arrangement  and has entered into the
employment  agreement  filed herewith as Exhibit 10.3. Mr. Coon has not accepted
the new  employment  agreement  and he  disputes  the  termination  of the prior
contract. However, Mr. Coon continues to be employed by the Company on the basis
set forth in the proposed  employment  agreement  and the Company has offered to
continue his employment on such basis.


Item 6.   Exhibits and Reports on Form 8-K

(a)   Exhibits:

                10.1--  Employment Agreement dated May 19, 1999 by and
                        between Brian M. Watterson and American Bancshares, Inc.

                10.2--  Employment Agreement dated May 25, 1999 by and
                        between John Nash and American Bank.

                10.3--  Employment Agreement dated June 23, 1999 by and
                        between David R. Mady and American Bank.

                10.4--  Employment Agreement dated May 19, 1999 by and
                        between Stuart M. Gregory and American Bank.

                10.5--  Employment Agreement dated May 25, 1999 by and
                        between Jerry L. Neff and American Bancshares, Inc.

(b)   Reports on Form 8-K

    On May 5,  1999  the  Company  filed a  report on  Form 8-K  announcing  the
resignation of Mr. Gerald L. Anthony as Chief Executive Officer and President of
the  Company  pursuant  to  the  terms  of  a  Severance  Agreement  approved by
the Board of Directors of the Company,  which agreement  modifies and  clarifies
the terms of Mr. Anthony's  Employment Agreement as it relates to his separation
from the Company and its subsidiaries.

    On May 21, 1999  the  Company  filed a  report on  Form 8-K  announcing  the
appointment  of Mr. Jerry L. Neff to serve as the  President and Chief Executive
Officer  of the  Company  and  each  of its  corporate  subsidiaries,  including
American Bank, its wholly-owned commercial banking subsidiary.


                                     Page 13
<PAGE>


SIGNATURES


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




                                            /s/      Jerry L. Neff
                                            -----------------------------------
                                            Jerry L. Neff, President and
                                            Chief Executive Officer


                                            Date: August 12, 1999
                                                 -------------------


                                            /s/      Brian M. Watterson
                                            -----------------------------------
                                            Brian M. Watterson
                                            Senior Vice President and
                                            Chief Financial Officer


                                            Date: August 12, 1999
                                                 -------------------