<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

             [ ] 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 small business issues as specified in its charter)


                 Florida                             65-0624640
                 -------                             ----------
        (State or other jurisdiction             (IRS Emloyer Id. No.)
        incorporation or organization

                 4702 Cortez Road West, Bradenton, Florida 34210
                 -----------------------------------------------

                                 (941) 795-3050
                                 --------------

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



Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for shorter period
that the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days. Yes X    No    .
                                                      ---    ---

State the number of shares outstanding of each issuer's classes of common
equity, as of the last practicable date: 4,994,483 as of March 31, 1998
                                         --------------------------------
<PAGE>

                                TABLE OF CONTENTS

<TABLE>
<CAPTION>

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

                  Item 1
                           -Financial Statements                                     1-3

                           -Notes to Consolidated Condensed Financial Statements     4-5

                  Item 2
                           -Management's Discussion and Analysis
                            of Financial Condition and Results of
                            Operations                                                 6

                  Item 3   
                           -Quantitative and Qualitative Disclosure                    6
                            About Market Risk                                        

Part II           OTHER INFORMATION

                  Item 1            Legal Proceedings                                  7


                  Item 2            Changes in Securities                              7


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

                  Item 4            Submission of Matters to a Vote
                                    of Security Holders                              7-8


                  Item 5            Other Information                                  8


                  Item 6            Exhibits and Reports on Form 8-K                   9
</TABLE>
<PAGE>


PART 1 - FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS

American Bancshares, Inc. and Subsidiaries
Consolidated Condensed Balance Sheets
($ in thousands)
<TABLE>
<CAPTION>
                                                                                   March 31,    December 31,
                                                                                     1998          1997         %           $
Assets                                                                            (unaudited)    (audited)    Change     Change
                                                                                   ---------     ---------    ------    ---------
<S>                                                                                <C>           <C>          <C>       <C>
  Cash and due from banks                                                          $ 14,532       $  9,549       52.18      4,983
  Federal funds sold                                                                      0          5,120     (100.00)    (5,120)
  Interest bearing deposits in banks                                                  6,128          3,727       64.42      2,401
  Mortgage loans held for sale                                                       49,718         39,588       25.59     10,130
  Investment securities, available for sale                                          61,098         62,898       (2.86)    (1,800)
  Mortgage-backed securities, available for sale                                      1,168          5,766      (79.74)    (4,598)
  Loans (net of allowance for credit losses and
   deferred loan fees of $1,581,359 as of
  March 31, 1998 and $1,704,529 as of
   December 31, 1997)                                                               230,535        213,404        8.03     17,131
  Premises and equipment, net                                                         9,990          9,161        9.05        829
  Other real estate owned, net                                                          363            363        0.00          0
  Goodwill                                                                               79             80       (1.25)        (1)
  Other assets                                                                        5,568          4,245       31.17      1,323
                                                                                  ---------      ---------      -------   --------
  Total assets                                                                     $379,179       $353,901        7.14     25,278
                                                                                  =========      =========      =======   ========

Liabilities and shareholders' equity

Liabilities
  Deposits                                                                         $316,595       $302,746        4.57     13,849
  Securities sold under agreements to repurchase                                     26,265         17,528       49.85      8,737
  Federal funds purchased and FHLB borrowings                                         5,000          5,000        0.00          0
 Other Borrowed Money                                                                 1,450            500      190.00        950
 Other liabilities                                                                    3,491          2,048       70.46      1,443
                                                                                  ---------      ---------   ---------    --------
    Total liabilities                                                               352,801        327,822        7.62     24,979


Shareholders' equity
  Common stock, $1.175 par value, 20,000,000
   shares authorized, 4,994,484 shares issued           
   and outstanding as of  March 31, 1998
   and 4,994,484 as of December 31, 1997                                              5,869          5,869        0.00          0
  Additional paid in capital                                                         15,937         15,548        2.50        389
  Unrealized gain (loss) on securities available for sale, net                           34            140      (75.71)      (106)
  Retained earnings                                                                   4,538          4,522        0.35         16
                                                                                  ---------      ---------   ---------   --------
    Total shareholders' equity                                                       26,378         26,079        1.15        299
                                                                                  ---------      ---------   ---------   --------
Total liabilities and shareholders' equity                                         $379,179       $353,901        7.14     25,278
                                                                                  =========      =========   =========   ========

 
</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 Months ended March 31,          %            $
                                                                      1998                 1997         Change       Change
                                                                    --------             --------       ------       ------
<S>                                                                <C>                <C>            <C>          <C>
Interest income
  Interest and fees on loans                                          $5,810               $4,452       30.50         1,358
  Interest on mortgage backed securities, taxable                         98                  221      (55.66)         (123)
  Interest on investment securities, taxable                           1,033                  713       44.88           320
  Interest on investment securities, nontaxable                           17                   16        6.25             1
  Other interest income                                                  143                  150       (4.67)           (7)
                                                                   ---------            ---------     ---------     ---------
    Total interest income                                              7,101                5,552       27.90         1,549

Interest expense
  Deposits                                                             3,240                2,680       20.90           560
  Securities sold under agreements to repurchase                         233                  113      106.19           120
  Federal funds purchased and FHLB advances                               85                   85        0.00             0
  Other borrowed money                                                    25                    0      100.00            25
                                                                   ---------            ---------     ---------     ---------
    Total interest expense                                             3,583                2,878       24.50           705

Net interest income                                                    3,518                2,674       31.56           844
Provision for loan losses                                                124                  171      (27.49)          (47)
                                                                   ---------            ---------     ---------     ---------
Net interest income after loan loss                                    3,394                2,503       35.60           891

Noninterest income
  Service charges & fees                                                 421                  322       30.75            99
  Gain on sale of mortgage loans                                          62                    4    1,450.00            58
  Gain on sale of securities                                             122                    2    6,000.00           120
  Gain on sale of servicing                                               22                   52      (57.69)          (30)
  Broker loan fees                                                        54                   48       12.50             6
  Merchant fees                                                          187                  124       50.81            63
  Other income                                                           235                  120       95.83           115
                                                                   ---------            ---------    ---------      ---------
    Total noninterest income                                           1,103                  672       64.14           431

Noninterest expense
  Salaries & employee benefits                                         1,510                1,210       24.79           300
  Net occupancy expense                                                  195                  154       26.62            41
  Furniture and equipment expenses                                       239                  214       11.68            25
  Data processing fees                                                   351                  158      122.15           193
  Other expense                                                        1,581                  894       76.85           687
                                                                   ---------            ---------    ---------      ---------
    Total noninterest expense                                          3,876                2,630       47.38         1,246

Income before income taxes                                               621                  545       13.94            76
Provision for income taxes                                               217                  212        2.36             5
                                                                   ---------            ---------    ---------      ---------
Net income                                                              $404                 $333       21.32            71
                                                                  ==========           ==========    =========      =========
Earnings per share (actual $'s)
Basic                                                                  $0.08                $0.07
Diluted                                                                 0.08                 0.07

Average Number of shares outstanding
Basic                                                              4,994,484            4,970,030
Diluted                                                            5,023,454            4,992,639

</TABLE>

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

                                     Page 2
<PAGE>
American Bancshares, Inc. and Subsidiaries
Consolidated Condensed Statement of Cashflows
(unaudited, $ in thousands)
<TABLE>
<CAPTION>
                                                                                                    Three Month's Ended March 31,
                                                                                                           1998        1997
                                                                                                         --------    --------
<S>                                                                                                      <C>         <C>
Cash flows from operating activities:
     Net income                                                                                          $    404    $    333
                                                                                                         --------    --------
     Adjustments to reconcile net income to net cash provided by operating
       activities:
        Provision for loan losses                                                                             124         171
        Net gain on sale of investment securities                                                            (120)          1
        Net gain on sale of loans                                                                             (62)         (4)
        Net gain on sale of mortgage servicing rights                                                         (22)        (52)
        Net gain on originated mortgage servicing rights                                                      (96)         (6)
        Net gain on sale of assets                                                                              0           0
        Deferred income taxes                                                                                   0           0
        Depreciation                                                                                          205         167
        Net amortization of premiums and accretion of discounts on
           investment securities                                                                              (15)         (6)
        Increase in other liabilities                                                                       1,443         856
        Increase in other assets                                                                           (1,204)     (2,196)
                                                                                                         ---------   ---------
          Total adjustments                                                                                   253      (1,057)
                                                                                                         ---------   ---------
          Net cash provided by operating activities                                                           657        (724)
                                                                                                         ---------   ---------
Cash flows from investing activities:
     Loan originations, net of repayments                                                                 (36,881)    (19,118)
     Purchase of loans held for sale                                                                            0           0
     Proceeds from sales of loans held for sale                                                             9,559       4,221
     Purchases of bank premises and equipment                                                              (1,034)       (378)
     Proceeds on sales of assets                                                                                0           0
     Proceeds from maturities of held to maturity investment securities                                         0           0
     Proceeds from sales and maturities of available for sale investment
          securities                                                                                       19,534       1,543
     Purchases of held to maturity investment securities                                                        0           0
     Purchases of available for sale investment securities, net of repayments                             (13,107)    (15,745)
                                                                                                         --------    --------
          Net cash used in investing activities                                                           (21,929)    (29,487)
                                                                                                         --------    --------
Cash flows from financing activities:
     Net increase (decrease) in demand deposits, NOW and savings
          accounts                                                                                         18,656      21,057
     Net increase in time deposits                                                                         (4,807)        966
     Net increase (decrease) in securities sold under agreements to repurchase                              8,737       3,377
     Principal payments under capital lease obligations                                                         0           0
     Proceeds from advances from the FHLB and Federal Funds purchased                                         950      (1,300)
     Proceeds from sale of stock                                                                                0         425
                                                                                                         --------    --------
          Net cash provided by financing activities                                                        23,536      24,525
                                                                                                         --------    --------
     Net increase (decrease) in cash and cash equivalents                                                   2,264      (5,686)
     Cash and cash equivalents at beginning of period                                                      18,396      23,570

     Cash and cash equivalents at end of period                                                          $ 20,660    $ 17,884
                                                                                                         ========    ========
     Supplemental disclosures:
        Interest paid                                                                                    $  3,486    $  2,862
                                                                                                         ========    ========
        Income taxes paid                                                                                $    120    $      0
                                                                                                         ========    ========
</TABLE>
     The accompanying notes are an integral part of these financial statements 


                                     Page 3
<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,  and
                  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 Holding
                  Company  had been in  existence  since the Bank was  formed in
                  1988 and as if the Bank was its wholly owned  subsidiary since
                  that time.

                  The Company has organized a  wholly-owned  Florida  subsidiary
                  corporation,   Freedom  Freedom  Finance   Corporation,   (The
                  "Finance  Company"),  pursuant  to  which it  engages  in full
                  service  consumer   financing.   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.  During April 1998 the Bank extended a $2.4 million
                  line of credit to the Finance  Company to support  operations.
                  The Finance Company commenced  preliminary  operations in late
                  March 1998.

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 month period ended June 30, 1997 are
                  not  necessarily  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, 1997 Form 10-KSB. This
                  quarterly  report  should  be read in  conjunction  with  such
                  annual report.

                  Merger - On March  23,1998,  the Company  completed its merger
                  with  Murdock  Florida  Bank  (Murdock).  The  company  issued
                  924,026 shares of it's common stock in exchange for all of the
                  outstanding  Murdock shares. The transaction was accounted for
                  as  a  pooling  of  interests.  Accordingly  the  Consolidated
                  Balance Sheet, Income Statement and Statement of Cash Flow are
                  presented on a pro-forma  basis and  include  the  results of 
                  Murdock.  The table below presents  financial data for the two
                  institutions for the periods indicated. The Company's combined
                  continuing net income and  net interest income for the periods
                  ending  March 31, 1998  and 1997  are  presented  below ($ in
                  thousands, unaudited).

                              Net Interest Income               Net Income
                            Quarter Ended March 31,      Quarter Ended March 31,
                               1998         1997             1998       1997

American Bancshares, Inc.     1,229        2,056               45        207
Murdock Florida Bank          2,289          624              359        126
                             -------      -------            -----      -----
Combined Total                3,518        2,680              404        333


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

Note 3.           Investments

                  The Company's  investment 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 number 115.  Unrealized gains and losses
                  are reflected as a separate component of shareholders'  equity
                  on the consolidated statement of condition. At March 31, 1998,
                  an unrealized gain, net of tax, of $34,000 was reflected as an
                  increase of shareholders' equity.

Note 4.           Earnings Per Share

                  Earnings  per share are based on the weighted  average  number
                  common shares outstanding during the periods. Diluted earnings
                  per  share  includes  the  weighted  average  number of common
                  shares   outstanding   during  the  periods  and  the  further
                  dilution from stock options using the treasury stock method.

Note 5.           Capital

                  In December 1995,  the Company filed a registration  statement
                  on Form  SB-2  with  Securities  and  Exchange  Commission  to
                  register for sale  1,250,000  shares of the  Company's  common
                  stock  (with  an  additional  187,500  shares  subject  to the
                  underwriters'  over  allotment  option)  at  $6.00  per  share
                  pursuant to a firm commitment  underwritten  public  offering.
                  The SB-2 became  effective  February 6, 1996, with the sale of
                  1,250,000  shares of common stock  consummated on February 13,
                  1996. On March 6, 1996,  the  underwriter  elected to exercise
                  the over allotment,  consummating the transaction on March 13,
                  1996. Of the net proceeds of approximately $7.5 million,  $4.5
                  million  has  been  contributed  as  capital  to the  Bank and
                  approximately $1,120,000 invested to date in land and building
                  in the construction of an administrative facility. The balance
                  was  used  for  general  corporate   purposes   including  the
                  construction  of a new  administrative  facility  and  working
                  capital.

Note 6.           Impact of Recently Issued Accounting Standards

                  Effective January 1, 1998 the Company has adopted Financial 
                  Accounting Standards 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, actual $) 
                                                    Three months ended
                                            March 30, 1998        March 30, 1997
<S>                                        <C>                   <C>
Net income (loss)                                 403,943               332,598   
Other comprehensive earnings (losses):                  0                     0
Unrealized gains (losses) on
      securities                                  105,882               457,441
                                                 ---------             ---------
Comprehensive income                              509,825               790,039

</TABLE>
                 FAS No. 132, "Employers'  Disclosures  about Pensions and Other
                 Postretirement  Benefits"  which  is  effective  for  periods 
                 beginning  after  December 15, 1997. This  statement  revises
                 employers'  disclosures about pension and other postretirement
                 benefit plans.  Because this statement addresses  disclosures
                 only,  the  adoption  will  have no  material  impact on  the 
                 financial statements.
                  
                                     Page 5
<PAGE>
PART 1

ITEM 2.

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

American Bancshares, Inc. and Subsidiary

Liquidity and Capital Resources

Total assets of the Company  increased by 7.14% to  $379,179,000 as of March 31,
1998, from  $353,901,000 as of December 31, 1997 and 27.2% from  $298,006,000 as
of March 31, 1997.  The increase in assets from December 31, 1997, was primarily
the result of increases in Cash and Due From Banks of $4,983,000 to $14,532,000,
increases in Interest  Bearing Deposits in Banks of $2,401,000 to $6,128,000 and
increases in Net Loans of $27,261,000 to  $280,253,000.  The increases in assets
were funded  through  increases  in deposits of  $13,849,000  and  increases  in
Securities Sold Under Agreements to Repurchase of $8,737,000 to $26,265,000.

As of March 31, 1998, the Bank's Tier 1 leverage ratio was 6.77%, Tier 1 to risk
weighted assets was 9.60% and total risk based capital was 10.48%,  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 March 31, 1998 of 34.75%.  The Bank is a member
of the Federal  Home Loan Bank of Atlanta  (FHLB).  FHLB has approved an advance
totaling  $25,000,000  collateralized  by  qualifying  mortgages  and all of the
Bank's FHLB stock.  As of March 31, 1998, an advance in the amount of $5,000,000
was outstanding. The Bank also maintains Federal Funds Purchased agreements with
several  correspondent  banks to provide sources of overnight funds. As of March
31, 1998, the Bank had no federal funds purchased.  In addition, the Company has
obtained a $5 million  Commercial  Revolving  Line of Credit from Barnett Banks,
N.A., South Florida (now Nationsbank,  N.A.).  Although this credit facility has
been used in part to fund the  construction of the Company's new  administrative
offices,  the Company also has utilized  the credit  facility for other  general
corporate purposes. At March 31, 1998, $1.45 million was outstanding on the line
of credit.  During  April  1998,  the new  administrative  office  building  was
completed and is now occupied.  The cost of construction was approximately  $2.5
million.

Additionally,  the Company may seek to acquire  additional branch sites that may
become  available  and require  additional  capital  resources.  There can be no
assurance that the Company will be able to acquire such sites.

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.

Results of Operations

The  Company's  net income for the quarter  ended March 31, 1998 was $404,000 or
$.08 per share,  compared  to net income of  $333,000  or $.07 per share for the
same period for 1997.  Earnings per share were  affected by the  acquisition  of
Murdock Florida Bank during this quarter. Net interest income increased $891,000
to  $3,394,000  for the quarter  ended March 31, 1998,  over the same quarter in
1997,  as a result of the  increase in  interest  earning  assets.  Non-interest
income  increased  from  $672,000  for  the  quarter  ended  March  31,  1997 to
$1,103,000 for the same period in 1998. The increase in  non-interest  income is
primarily  attributable  to increases in service charges on deposits and fees of
$99,000, an increase of $58,000 on of the sale of mortgage loans, an increase of
$120,000 on gain on sale of  securities,  an  increase  in credit card  merchant
services of $63,000 and an increase of $115,000 in other income.

Total general and  administrative  expense for the quarter ended March 31, 1998,
increased  $1,246,000  over the same  period  of 1997.  This  increase  resulted
primarily from increases in other  operating  expenses  related to the growth in
the Company's  assets,  the number of Bank branches,  the acquisition of Murdock
Florida  Bank,  and the start up of the Finance  Company.  Specifically,  salary
expense increased by $300,000, data processing increased by $193,000, mainly due
to the conversion of Murdock  Florida Bank onto the same computer  system as the
Bank. Other expenses increased by $687,000 due to continued asset growth,  legal
and consulting fees associated with the Murdock Florida Bank acquisition and the
start up costs of the Finance Company.

For the three months ended March 31 1998, net interest income increased $844,000
to $3,518,000  compared to $2,674,000 for the same period in 1997 as a result of
the 27% asset  growth.  The  provision  for loan  loss  expense  decreased  from
$171,000  for the three month  period  ended March 31, 1997 to $124,000  for the
same  period  in 1998.  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.

PART 1.

ITEM 3.  Quantitative and Qualitative Disclosure About Market Risk

         Not applicable.
                                     Page 6
<PAGE>

PART II - OTHER INFORMATION



Item 1.           Legal Proceedings


                  On March 27,1997,  James J. Bazata,  a former  employee of the
                  Bank,  filed an claim in the  United  States  District  Court,
                  Tampa Division,  alleging that such employee was discriminated
                  against.  It is alleged that this conduct  violated his rights
                  under the Americans with Disabilities Act of 1990. The company
                  believes  that  the Bank  acted  appropriately  and that  this
                  action is without  merit.  Pursuant to  negotiations  with Mr.
                  Bazata,  the  Company  has  agreed to settle  this  lawsuit by
                  entering  into  a  consulting   agreement  with  Mr.  Bazata's
                  corporation  through December 31, 2000, and has further agreed
                  to  pay  Mr.   Bazata's  legal  fees  and  costs  incurred  in
                  connection  with the lawsuit.  The total  payments due through
                  the end of 2000 under the consulting agreement, and legal fees
                  and costs, aggregate $525,000.

Item 2.           Changes in Securities

                  On  March  12,  1998,  at the  Company's  Special  Meeting  of
                  Shareholders   the  following   changes  to  the  Articles  of
                  Incorporation  were  voted  upon and  approved.  To amend  the
                  Articles of Incorporation to increase the Company's authorized
                  capital from 10,000,000 to 20,000,000 common shares, par value
                  $1.175 per share.  To amend the Articles on  Incorporation  to
                  authorize  the  issuance of up to 5,000,000  preferred  shares
                  with such designations,  performance,  rights, and limitations
                  as are approved from time to time,  by the Company's  board of
                  directors.   To  delete   Article  VII  of  the   Articles  of
                  Incorporation  of the  Company  and  replace it with a revised
                  Article VII which provides that the number of directors  shall
                  be determined in accordance with the Company's bylaws and that
                  the  Company's  directors may be removed only for cause by the
                  Company's shareholders. To amend the Articles of Incorporation
                  of the  Company  to  permit  shareholders  to  call a  special
                  meeting of  shareholders  only if  requested  in writing by at
                  least 50% of the outstanding common shares.

Item 3.           Defaults Upon Senior Securities

                  Not Applicable.

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

                  The  following  matters were  submitted  to a vote of security
                  holders a  the Company's  Special Meeting  of Shareholders on 
                  March 12, 1998.
 
        1.       Approval of Merger Agreement.

Of the total of 4,070,058  shares of common stock  eligible to vote,  there were
3,296,018  shares present in person or by proxy with 2,349,215 votes for, 24,036
votes against,  10,970 votes abstaining and 911,797 broker non-votes.  The above
proposal was adopted.

         2.        Approval of Increased Number of Authorized Common Shares.

Of the total of 4,070,058  shares of common stock  eligible to vote,  there were
3,296,215 shares present in person or by proxy with 3,080,485 votes for, 203,763
votes against, 11,770 votes abstaining. The above proposal was adopted.

         3.       Approval of New Class of Securities.

Of the total of 4,070,058  shares of common stock  eligible to vote,  there were
3,296,018 shares present in person or by proxy with 2,125,046 votes for, 233,890
votes against,  25,285 votes abstaining and 911,797 broker non-votes.  The above
proposal was approved.

         4.       Approval of Indemnification Amendments.

Of the total of 4,070,058  shares of common stock  eligible to vote,  there were
3,296,018 shares present in person or by proxy with 3,128,577 votes for, 145,385
votes against, and 27056 abstaining. The above proposal was approved.

                                   Page 7
<PAGE>



PART II - OTHER INFORMATION


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

         5.        Approval of New Article VII.

Of the total of 4,070,058  shares of common stock  eligible to vote,  there were
3,296,018  present in person or by proxy with 2,152,302 votes for, 199,019 votes
against, 47,751 abstaining and 896,946 broker non-votes.  The above proposal was
approved.

         6.        Approval of Bylaw Amendment Procedure.

Of the total of 4,070,058  shares of common stock  eligible to vote,  there were
3,296,018  present in person or by proxy with 2,084,403 votes for, 243,390 votes
against, 56,428 abstaining and 911,727 broker non-votes.  The above proposal was
not approved.

         7.  Approval  to  Increase  Number  of  Shareholders  to Call a Special
Meeting.

Of the total of 4,070,058  shares of common stock  eligible to vote,  there were
3,296,018  present in person or by proxy with 2,116,600 votes for, 245,427 votes
against, 37,045 abstaining and 896,946 broker non-votes.  The above proposal was
approved.

Item 5.           Other Information


         1.   In  February  ,  1998,  the  Company  entered  into an  employment
              agreement with Brian M. Watterson,  Senior Vice  President,  Chief
              Financial Officer and Chief Operations  Officer.  The agreement is
              for a three year term , with automatic annual renewals thereafter.
              The  initial  base  salary  is  $90,000,  subject  to  merit-based
              increases,  which  are  determined  by  the  President  and  Chief
              Executive Officer, as well as increases based on the amount of any
              annual increase in the Consumer Price Index. Mr Watterson may also
              earn a  performance  bonus based upon  achievement  of  quantified
              goals  related to the Bank's  profitability.  The  agreement  also
              provide  that Mr.  Watterson  will be  entitled  to twelve  months
              salary as  severance  pay  should he be  involuntarily  terminated
              within  90 days  prior  to or  after a change  in  control  of the
              Company.

         2.   The  Company   recently  has  organized  a  wholly-owned   Florida
              subsidiary corporation, Freedom Finance Corporation,  (referred to
              herein as the Finance Company),  pursuant to which it has begun to
              engage in full service  consumer  financing.  The Finance  Company
              commenced preliminary operations at the end of March 1998.In order
              to  provide  the  Finance  Company  with the  funds  necessary  to
              commence operations, the Company made a small capital contribution
              and the Bank  extended a $2.4 million loan to the Finance  Company
              in April 1998. this loans was made on substantially the same terms
              and conditions,  including interest rates and collateral on loans,
              as those  prevailing  for comparable  transactions  with unrelated
              third  parties.  It is anticipated  that the Finance  Company will
              offer consumer-driven products and services ranging from mortgages
              to automobile  loans,  home equity loans and education  financing.
              The Finance  Company will have the ability to extend  financing to
              individuals  and  entities  which may not be able to  satisfy  the
              Bank's underwriting  requirements or loan standards.  However, the
              Finance  Company is expected to provide  such loans on a selective
              basis to customers that the Company  believes are quality credits.
              Such  customers  will likely  consist of  individuals  or entities
              which have another banking or credit relationship with the Company
              or the Bank.

                                     Page 8
<PAGE>


Item 6.        Exhibits and Report on Form 8-K

             (a)   Exhibits:

                10.1--  Employment Agreement dated February 1, 1998 by and  
                        between Brian M. Watterson and American Bank.


             (b)   Reports on Form 8-K

                  On April  6,  1998,  the  Company  filed a report  on Form 8-K
                  announcing  the  consummation  of the  merger  by and  between
                  American  Bank  and  Murdock  Florida  Bank,  which  Form  8-K
                  provided  for the  extension  under Item  7(a)(4)  thereof for
                  furnishing certain financial statements.

                                      Page 9
<PAGE>
SIGNATURES


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




                                            /s/      Gerald L. Anthony
                                            -----------------------------------
                                            Gerald L. Anthony, President and
                                            Chief Executive Officer


                                            Date:    May 15, 1998
                                                 -------------------


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

                                            Date:    May 15, 1998              
                                                 -------------------



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