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

                                   FORM 10-QSB


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

          For the quarterly period ended     MARCH  31, 2003
                                         -------------------

[ ]     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
        EXCHANGE ACT OF 1934

          For the transition period from __________  to __________

                       COMMISSION FILE NUMBER:  333-84142


                             Generations Bancshares, Inc.
         -----------------------------------------------------------------
         (Exact name of small business issuer as specified in its charter)

           Georgia                                                58-2633700
-------------------------------                              -------------------
(State or other jurisdiction of                                 (IRS Employer
incorporation or organization)                               Identification No.)


                  336 BLUE RIDGE STREET, BLAIRSVILLE, GA 30512
                  --------------------------------------------
                    (Address of principal executive offices)

                                 (706) 745-5588
                                 --------------
                           (Issuer's telephone number)

                                         N/A

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


Check whether the issuer: (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.

                              YES  [X]    NO  [ ]


State the number of shares outstanding of each of the issuer's classes of common
equity, as of
May 14, 2003: 913,834, $1 par value.

Transitional Small Business Disclosure Format    Yes      No   X
                                                     ---      ---


<PAGE>
                          GENERATIONS BANCSHARES, INC.
                                 AND SUBSIDIARY

                                      INDEX
                                      -----



                                                                     Page
                                                                     ----

Part I.  Financial Information
         ---------------------

Item 1.  Financial Statements (unaudited)                             3-7

Item 2.  Management's Discussion and Analysis or Plan of Operation   8-13

Item 3.  Controls and Procedures                                       13


Part II. Other Information
         -----------------

Item 1.  Legal Proceedings                                             14

Item 2.  Changes in Securities and Use of Proceeds                     14

Item 3.  Defaults Upon Senior Securities                               14

Item 4.  Submission of Matters to a Vote of Security Holders           14

Item 5.  Other Information                                             14

Item 6.  Exhibits and Reports on Form 8-K                              14

Signatures                                                             15


                                        2
<PAGE>
<TABLE>
<CAPTION>
                           GENERATIONS BANCSHARES, INC. AND SUBSIDIARY

PART I.   FINANCIAL INFORMATION
ITEM 1.  FINANCIAL STATEMENTS

                                CONSOLIDATED BALANCE SHEET
                           MARCH 31, 2003 AND DECEMBER 31, 2002
                                       (UNAUDITED)


                         ASSETS                                     2003         2002
                         ------                                 ------------  -----------
<S>                                                             <C>           <C>
Cash and due from banks                                         $ 1,451,976   $      978
Restricted cash                                                           -    7,823,000
Federal funds sold                                               13,286,000            -
Securities available-for-sale, at fair value                      1,011,055            -

Loans                                                             4,363,238            -
Less allowance for loan losses                                       44,000            -
                                                                ------------  -----------
          Loans, net                                              4,319,238            -
                                                                ------------  -----------

Premises and equipment                                              233,284        6,992
Other assets                                                        128,313      167,066
                                                                ------------  -----------

          TOTAL ASSETS                                          $20,429,866   $7,998,036
                                                                ============  ===========

                LIABILITIES AND STOCKHOLDER'S EQUITY (DEFICIT)
                ----------------------------------------------

DEPOSITS
    Noninterest-bearing                                         $   979,910   $        -
    Interest-bearing                                             11,361,920            -
                                                                ------------  -----------
          TOTAL DEPOSITS                                         12,341,830            -
Subscriber's deposits                                                     -    7,823,000
Other borrowings                                                          -      744,859
Other liabilities                                                    58,481       32,929
                                                                ------------  -----------
          TOTAL LIABILITIES                                      12,400,311    8,600,788
                                                                ------------  -----------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDER'S EQUITY (DEFICIT)
    Preferred stock, no par value; 2,000,000 shares
      authorized; no shares issued and outstanding                        -            -
    Common stock, $1 par value; 10,000,000 shares
      authorized; 913,834 and 1 shares issued and outstanding       913,834            1
    Capital surplus                                               8,053,558        4,012
    Accumulated deficit                                            (937,965)    (606,765)
    Accumulated other comprehensive income                              128            -
                                                                ------------  -----------
          TOTAL STOCKHOLDER'S EQUITY (DEFICIT)                    8,029,555     (602,752)
                                                                ------------  -----------

          TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY (DEFICIT)  $20,429,866   $7,998,036
                                                                ============  ===========

SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
</TABLE>


                                        3
<PAGE>
<TABLE>
<CAPTION>
                  GENERATIONS BANCSHARES, INC. AND SUBSIDIARY


          CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
                   THREE MONTHS ENDED MARCH 31, 2003 AND 2002
                                   (UNAUDITED)

                                                       2003       2002
                                                    ----------  ---------
<S>                                                 <C>         <C>
INTEREST INCOME
    Loans                                           $  34,338   $      -
    Taxable securities                                    483          -
    Federal funds sold                                 43,958          -
                                                    ----------  ---------
              TOTAL INTEREST INCOME                    78,779          -
                                                    ----------  ---------

INTEREST EXPENSE
    Deposits                                           35,480          -
    Other borrowings                                      421      2,680
                                                    ----------  ---------
              TOTAL INTEREST EXPENSE                   35,901      2,680
                                                    ----------  ---------

              NET INTEREST INCOME (EXPENSE)            42,878     (2,680)
PROVISION FOR LOAN LOSSES                              44,000          -
                                                    ----------  ---------
              NET INTEREST INCOME (EXPENSE) AFTER
                PROVISION FOR LOAN LOSSES              (1,122)    (2,680)
                                                    ----------  ---------

OTHER INCOME
      Service charges, fees and other income            2,015          -
                                                    ----------  ---------
              TOTAL OTHER INCOME                        2,015          -
                                                    ----------  ---------

OTHER EXPENSES
    Salaries and employee benefits                    141,482     46,825
    Occupancy and equipment expenses                   38,263     13,718
    Other operating expenses                          152,348     8,511
                                                    ----------  ---------
              TOTAL OTHER EXPENSES                    332,093     69,054
                                                    ----------  ---------

              NET LOSS BEFORE INCOME TAXES           (331,200)   (71,734)

INCOME TAXES                                                -          -
                                                    ----------  ---------

              NET LOSS                               (331,200)   (71,734)
                                                    ----------  ---------

OTHER COMPREHENSIVE INCOME :
     Unrealized gains on securities
         available-for-sale arising during period         128          -
                                                    ----------  ---------

COMPREHENSIVE LOSS                                  $(331,072)  $(71,734)
                                                    ==========  =========

BASIC AND DILUTED LOSSES PER SHARE                  $   (0.36)  $  (0.08)
                                                    ==========  =========

CASH DIVIDENDS PER SHARE                            $       -   $      -
                                                    ==========  =========

SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
</TABLE>


                                        4
<PAGE>
<TABLE>
<CAPTION>
                     GENERATIONS BANCSHARES, INC. AND SUBSIDIARY

                       CONSOLIDATED STATEMENTS OF CASH FLOWS
                     THREE MONTHS ENDED MARCH 31, 2003 AND 2002
                                    (UNAUDITED)


                                                               2003         2002
                                                           -------------  ---------
<S>                                                        <C>            <C>
OPERATING ACTIVITIES
    Net loss                                               $   (331,200)  $(71,734)
    Adjustments to reconcile net loss to net cash
        used in operating activities:
        Depreciation                                                986        293
        Provision for loan losses                                44,000          -
        Increase in interest receivable                         (20,041)         -
        Increase in interest payable                             27,314          -
        Other operating activities                              (95,110)     5,090
                                                           -------------  ---------

              Net cash used in operating activities            (374,051)   (66,351)
                                                           -------------  ---------

INVESTING ACTIVITIES
    Net increase in federal funds sold                      (13,286,000)         -
    Purchases of securities available-for-sale               (1,010,927)         -
    Net increase in loans                                    (4,363,238)         -
    Purchase of premises, equipment and computer software      (227,278)         -
                                                           -------------  ---------

              Net cash used in investing activities         (18,887,443)         -
                                                           -------------  ---------

FINANCING ACTIVITIES
    Net increase in deposits                                 12,337,827          -
    Proceeds from sale of common stock                        9,138,330          -
    Advances on line of credit                                    4,500     75,500
    Repayment of line of credit                                (699,359)         -
    Repayment of organizer advances                             (50,000)         -
    Stock issue costs                                           (18,806)    (7,071)
                                                           -------------  ---------

              Net cash provided by financing activities      20,712,492     68,429
                                                           -------------  ---------

Net increase in cash and due from banks                       1,450,998      2,078

Cash and due from banks, beginning of year                          978      2,252
                                                           -------------  ---------

Cash and due from banks, end of period                     $  1,451,976   $  4,330
                                                           =============  =========

SUPPLEMENTAL DISCLOSURES
    Cash paid for:
          Interest                                         $      8,587   $  2,104

SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
</TABLE>


                                        5
<PAGE>
                   GENERATIONS BANCSHARES, INC. AND SUBSIDIARY


                          GENERATIONS BANCSHARES, INC.
                                 AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

NOTE  1.  NATURE  OF  BUSINESS  AND  BASIS  OF  PRESENTATION

          Generations  Bancshares,  Inc.  (the  "Company")  was  incorporated on
          October  1,  2001,  to  operate as a bank holding company. The Company
          owns  100%  of the issued and outstanding capital stock of Generations
          Bank  (the  "Bank"),  a  bank organized under the laws of the State of
          Georgia to conduct a general banking business in Blairsville, Georgia.
          The  Bank  commenced  operations  on  January  27,  2003.

          The  financial information included herein is unaudited; however, such
          information  reflects  all  adjustments  (consisting  solely of normal
          recurring  adjustments),  which  are,  in  the  opinion of management,
          necessary  for  a  fair  statement of results for the interim periods.

          The  results  of operations for the three month period ended March 31,
          2003, are not necessarily indicative of the results to be expected for
          the  full  year.

NOTE  2.  CURRENT  ACCOUNTING  DEVELOPMENTS

          There  are  no  recent accounting pronouncements that have had, or are
          expected  to  have,  a  material  effect  on  the  Company's financial
          statements.

NOTE 3.   STOCK COMPENSATION PLANS

          At March 31, 2003, the Company has two stock-based compensation plans.
          The  Company  accounts  for  those  plans  under  the  recognition and
          measurement  principles  of  APB  Opinion No. 25, Accounting for Stock
          Issued  to  Employees,  and  related  Interpretations.  No stock-based
          compensation  cost is reflected in net loss, as all stock warrants and
          stock options granted under those plans had an exercise price equal to
          the  market  value  of  the  underlying stock on the date of grant. No
          stock  warrants  or  stock  options  had  vested as of March 31, 2003,
          therefore,  the effect on net loss and losses per share if the Company
          had  applied  the  fair value recognition provisions of SFAS Statement
          No.  123,  Accounting  for  Stock-Based  Compensation,  to stock-based
          compensation  is  not  presented.

NOTE 4.   LOSSES PER SHARE

          Basic  losses  per  share  are  computed  by  dividing net loss by the
          weighted average number of shares of common stock outstanding. Diluted
          losses  per  share are computed by dividing net loss by the sum of the
          weighted  average  number  of  shares  of common stock outstanding and
          potential  common  shares.  Potential  common  shares consist of stock
          options and stock warrants. The effect of potential common shares does
          not  have  a  dilutive  effect  on  losses per share. Weighted average
          shares  outstanding as of March 31, 2003 was 913,834, or the number of
          shares  issued  in  the  Company's  initial public stock offering. For
          comparability,  the  number  of shares issued in the Company's initial
          public  offering  was  also  used  to compute losses per share for the
          three  months  ended  March  31,  2002.


                                        6
<PAGE>
                   GENERATIONS BANCSHARES, INC. AND SUBSIDIARY


                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE 5.   COMMON STOCK OFFERING

          The  Company  was  offering  a  minimum  of  770,000  and a maximum of
          1,000,000  shares  in  its  initial  offering  of  common  stock at an
          offering  price  of  $10 per share. As of March 31, 2003, the offering
          was closed. The Company sold 913,834 shares of common stock at $10 per
          share.  Expenses  of the stock offering totaled $174,951 and have been
          charged  to  capital  surplus in the accompanying consolidated balance
          sheets.

          As  of December 31, 2002, restricted cash and subscribers' deposits in
          the  accompanying  consolidated  balance  sheets consisted of proceeds
          from the Company's stock offering. The funds were held in escrow until
          the  minimum  amount  of capital had been raised to receive regulatory
          approval of the Bank's charter. As of December 31, 2002, proceeds from
          the sale of 782,300 shares of common stock had been deposited with the
          escrow  agent.  The  stock  subscription  funds  were  released to the
          Company  by  the  escrow  agent  on  January  6,  2003.


                                        7
<PAGE>
                   GENERATIONS BANCSHARES, INC. AND SUBSIDIARY


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The following is our discussion and analysis of certain significant factors that
have  affected  our  financial  position  and operating results and those of our
subsidiary,  Generations  Bank,  during the periods included in the accompanying
financial  statements.  This  commentary  should be read in conjunction with the
financial statements and the related notes and the other statistical information
included  in  this  report.

SPECIAL  CAUTIONARY  NOTICE  REGARDING  FORWARD  LOOKING  STATEMENTS

This  Report  contains  statements  which  constitute forward-looking statements
within  the  meaning  of  Section  27A  of  the  Securities  Act of 1933 and the
Securities Exchange Act of 1934.  These statements are based on many assumptions
and  estimates and are not guarantees of future performance.  Our actual results
may differ materially from those projected in any forward-looking statements, as
they  will  depend  on  many  factors  about which we are unsure, including many
factors  which  are  beyond  our  control.  The  words "may,"  "would," "could,"
"will,"  "expect," "anticipate," "believe," "intend," "plan," and "estimate," as
well  as  similar  expressions,  are  meant  to  identify  such  forward-looking
statements.  Potential  risks and uncertainties include, but are not limited to:

     -    significant  increases  in  competitive  pressure  in  the banking and
          financial  services  industries;

     -    changes  in  the  interest  rate  environment  which  could  reduce
          anticipated  or  actual  margins;

     -    changes  in  political  conditions  or  the  legislative or regulatory
          environment;

     -    general  economic  conditions,  either  nationally  or  regionally and
          especially  in  primary  service  area,  becoming  less favorable than
          expected  resulting  in, among other things, a deterioration in credit
          quality;

     -    changes  occurring  in  business  conditions  and  inflation;

     -    changes  in  technology;

     -    changes  in  monetary  and  tax  policies;

     -    the  level  of  allowance  for  loan  loss;

     -    the  rate  of  delinquencies  and  amounts  of  charge-offs;

     -    the  rates  of  loan  growth;

     -    adverse  changes  in  asset  quality and resulting credit risk-related
          losses  and  expenses;

     -    changes  in  the  securities  markets;  and

     -    other  risks  and  uncertainties  detailed  from  time  to time in our
          filings  with  the  Securities  and  Exchange  Commission.

CRITICAL ACCOUNTING POLICIES

We  have  adopted  various  accounting  policies which govern the application of
accounting principles generally accepted in the United States in the preparation
of  our financial statements.    Certain accounting policies involve significant
judgments  and  assumptions  by  us which have a material impact on the carrying
value  of certain assets and liabilities.  We consider these accounting policies
to  be  critical  accounting policies.  The judgments and assumptions we use are
based  on  historical  experience  and  other  factors,  which  we believe to be
reasonable  under the circumstances.  Because of the nature of the judgments and
assumptions  we  make,  actual  results  could  differ  from these judgments and
estimates  which  could  have a material impact on our carrying values of assets
and  liabilities  and  our  results  of  operations.

We  believe  the  allowance for loan losses is a critical accounting policy that
requires the most significant judgments and estimates used in preparation of our


                                        8
<PAGE>
                   GENERATIONS BANCSHARES, INC. AND SUBSIDIARY


consolidated financial statements.  Refer to the portion of this discussion that
addresses  our  allowance for loan losses for a description of our processes and
methodology  for  determining  our  allowance  for  loan  losses.

LIQUIDITY  AND  CAPITAL  RESOURCES

Liquidity management involves the ability to match the cash flow requirements of
our customers. This matching is accomplished by monitoring and managing the
balances and maturities of our loans and deposits so that our cash in vault,
cash held in correspondent bank accounts, and federal funds sold are sufficient
to meet anticipated demand for immediate funds.

Both  we  and the regulatory authorities monitor the liquidity of our subsidiary
bank on a periodic basis.  We have limited historical data for seasonal or other
related demands on our liquidity due to our commencing operations on January 27,
2003.  However,  we  believe  the  liquidity of our bank as of March 31, 2003 is
adequate  to  support  the  cash  flow  requirements  of  its  customers.

Requirements  by banking regulators include the monitoring of risk-based capital
guidelines  for  banks  that  are  designed  to  make  capital requirements more
sensitive  to  differences  in  risk  profiles and account for off balance sheet
items. We substantially exceeded the regulatory minimums on capital requirements
and  ratios  as  of March 31, 2003. However, as we continue to grow and the loan
portfolio  increases, these ratios have and will continue to adjust downward. We
monitor  these  amounts  and  ratios  on  a  frequent basis. The minimum capital
requirements  and  the  actual capital ratios for the company and the bank as of
March  31,  2003  are  as  follows:

<TABLE>
<CAPTION>
                                                       Actual
                                                    ------------
                                    Generations     Generations    Regulatory
                                 Bancshares, Inc.       Bank      Requirements
                                 -----------------  ------------  -------------
<S>                              <C>                <C>           <C>
     Leverage capital ratio                 74.02%        67.48%          4.00%
     Risk-based capital ratios:
     Core capital                           90.98%        81.50%          4.00%
     Total capital                          91.48%        81.87%          8.00%
</TABLE>

OFF-BALANCE SHEET RISK

Through  the  operations  of  our  bank, we have made contractual commitments to
extend  credit  in  the  ordinary  course  of  our  business  activities.  These
commitments  are  legally  binding  agreements to lend money to our customers at
predetermined interest rates for a specified period of time.  At March 31, 2003,
we  had  issued  commitments  to  extend  credit  of  $3,112,000
through  various  types  of  lending  arrangements.  We evaluate each customer's
credit worthiness on a case-by-case basis. The amount of collateral obtained, if
deemed  necessary  by  us  upon  extension  of  credit,  is  based on our credit
evaluation  of  the  borrower.  Collateral  varies  but  may  include  accounts
receivable, inventory, property, plant and equipment, commercial and residential
real  estate.

The Company has a commitment to complete its main office banking facility in the
amount  of  $2,453,000.  As  of March 31, 2003 the company has incurred $106,000
related  to  this  facility.

FINANCIAL  CONDITION

We  commenced our banking operations on January 27, 2003.  Total assets at March
31,  2003  were  approximately  $20,430,000.  Deposit  growth during the quarter
ended  March  31,  2003 of $12,342,000 and proceeds from the sale of our initial
public  stock  offering  of  $8,963,000,  net of offering expenses, was invested
primarily  in  loans,  securities  and overnight federal funds sold.  During the
quarter  ended  March  31,  2003,  our  loans  grew to $4,363,000, securities to
$1,011,000  and  federal  funds  sold  to  $13,286,000.

We  expect  to  continue  to  hold  funds  in federal funds sold and to purchase
investment  securities  as  loan growth stabilizes and we identify opportunities
appropriate  to  our overall asset and liability strategies and goals. We expect


                                        9
<PAGE>
                   GENERATIONS BANCSHARES, INC. AND SUBSIDIARY


continued growth in assets and liabilities during the remainder of 2003. We will
monitor  growth  and  seek  to  maintain  a proper mix of types, maturities, and
interest  rates.  We  believe  that our current capital and liquidity levels are
adequate  to  support  the  current  growth  of  the  bank.

Our total equity increased by 8,632,000 during the quarter ended March 31, 2003,
due  primarily to the completion of our initial public stock offering.  Proceeds
from the sale were $9,138,000 which was offset by offering expenses of $175,000,
and  net  loss  for  the  quarter  ended  March  31,  2003  of  $331,000.

RESULTS  OF  OPERATIONS  FOR  THE  THREE  MONTHS  ENDED  MARCH 31, 2003 AND 2002

The  results  of  operations are determined by our ability to effectively manage
net interest income, control non-interest expenses, generate non-interest income
and  minimize  loan  losses.  In  order  for  us  to  become profitable, we must
increase  the  amount  of  earning assets so that net interest income along with
non-interest  income  will  be  sufficient  to  cover  normal operating expenses
incurred  in  a  banking  operation  and  the  bank's provision for loan losses.

We  commenced  banking  operations  on January 27, 2003.  From April 16, 2001 to
January  26,  2003,  we  were  in  the  organizational  stage.  During  the
organizational  stage,  we focused on preparing the Bank to commence operations,
hiring  qualified  personnel,  preparing  our business plan, obtaining necessary
regulatory  approvals,  preparing our banking facilities, and raising our equity
capital  through  an  initial  public  offering.

Net  loss  for the three month period ended March 31, 2003 was $331,000 compared
to  a  net loss of $72,000 for the three month period ended March 31, 2002.  The
increase  in  net  loss  is  primarily due to the costs of commencing operations
during  the  first  quarter  of 2003.  We were still in the organizational stage
during  the  first  quarter  of  2002.

Our  net  interest  margin  was 2.62% for the quarter ended March 31, 2003.  Our
yield  on total earning assets was 3.56% and our cost of funds was 3.10% for the
quarter  ended March 31, 2003.  We expect our net interest margin to increase as
we  reinvest  our  lower yielding funds currently invested in federal funds sold
into  higher  yielding  loans  and  investments.

The  provision  for  loan  losses was $44,000 as of March 31, 2003.  The amounts
provided  are  due  to loan growth and to our assessment of the inherent risk in
the  portfolio.  Management  believes that the $44,000 in the allowance for loan
losses  at  March 31, 2003, or 1.00% of total net outstanding loans, is adequate
to  absorb  known  risks  in the portfolio.  No assurance can be given, however,
that  increased  loan  volume,  and  adverse  economic  conditions  or  other
circumstances  will  not  result  in  increased  losses  in  our loan portfolio.


                                       10
<PAGE>
                   GENERATIONS BANCSHARES, INC. AND SUBSIDIARY


PART 1.   FINANCIAL INFORMATION
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION  (CONTINUED)


Information  with  respect  to  non-accrual,  past due and restructured loans at
March  31,  2003  is  as  follows:

<TABLE>
<CAPTION>
<S>                                                                      <C>
Non-accrual loans                                                        $0

Loans contractually past due ninety days or more as to interest
   or principal payments and still accruing                               0

Restructured loans                                                        0

Loans, now current about which there are serious doubts as to the
   ability of the borrower to comply with loan repayment terms            0

Interest income that would have been recorded on non-accrual
   and restructured loans under original terms                            0

Interest income that was recorded on non-accrual and restructured loans   0
</TABLE>

Potential  problem loans are defined as loans about which we have serious doubts
as  to  the  ability  of  the borrower to comply with the present loan repayment
terms  and which may cause the loan to be placed on nonaccrual status, to become
past  due  more  than  ninety  days,  or  to  be  restructured.

It  is  our  policy  to  discontinue the accrual of interest income when, in our
opinion, collection of interest becomes doubtful.  We will generally discontinue
the  accrual of interest income when (1) there is a significant deterioration in
the  financial  condition  of  the  borrower and full repayment of principal and
interest  is  not expected and (2) the principal or interest is more than ninety
days  past  due,  unless  the  loan  is  both well-secured and in the process of
collection.

Loans  classified  for  regulatory  purposes  as loss, doubtful, substandard, or
special  mention that have not been included in the table above do not represent
or  result  from  trends  or  uncertainties  which  we  reasonably  expect  will
materially  impact  future operating results, liquidity or capital resources. We
believe  that  these  borrowers  will  comply  with  their loan repayment terms.


                                       11
<PAGE>
                   GENERATIONS BANCSHARES, INC. AND SUBSIDIARY

PART 1.  FINANCIAL INFORMATION
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION (CONTINUED)


Information  regarding  certain  loans  and allowance for loan loss data through
March  31,  2003  (Dollars  in  Thousands)  is  as  follows:

<TABLE>
<CAPTION>
<S>                                                                <C>
Average amount of loans outstanding                                $2,997
                                                                   =======

Balance of allowance for loan losses at beginning of period        $    0

Loans charged off
   Commercial and financial                                             0
   Real estate mortgage                                                 0
   Installment                                                          0
                                                                   -------
                                                                        0
                                                                   -------

Loans recovered
   Commercial and financial                                             0
   Real estate mortgage                                                 0
   Installment                                                          0
                                                                   -------
                                                                        0
                                                                   -------

Net charge-offs                                                         0

Additions to allowance charged to operating expense during period      44
                                                                   -------

                                                                   -------
Balance of allowance for loan losses at end of period              $   44
                                                                   =======

Ratio of net loans charged off during the period to
   average loans outstanding                                            0%
                                                                   =======
</TABLE>

The  allowance  for  loan  losses  is  maintained  at  a  level  that  is deemed
appropriate  by  management  to adequately cover all known and inherent risks in
the  loan  portfolio.  Management's  evaluation of the loan portfolio includes a
loan classification program.  Under the program, as each loan is made, we assign
a  loan  grade.  Each  loan grade is assigned an allowance percentage determined
based  on  our  experience  specifically  and  the  historical experience of the
banking  industry  generally.  Loan classifications are then subject to periodic
review  by  the responsible lending officers and by senior management based upon
their  judgment,  current  economic  conditions  that  may affect the borrower's
ability  to  repay,  lender requirements, the underlying collateral value of the
loans  and  other  appropriate  information.  Management relies predominantly on
this  ongoing review of the loan portfolio to assess the risk characteristics of
the  portfolio  in  the  aggregate  and to determine adjustments, if any, to our
allowance  for  loan  losses.   Based  upon this ongoing review, we may identify
loans that could be impaired.  A loan is considered impaired when it is probable
that  we  will be unable to collect all principal and interest due in accordance
with  the  contractual  terms of the loan agreement.  When we identify a loan as
impaired,  the  allowance  for loan losses is increased if we determine that the
amount  of  impairment  is  in excess of the allowance determined under our loan
classification  program.

Other  income was approximately $2,000 for the three months ended March 31, 2003
due  to  service  charge  income  on  deposit  accounts, and other miscellaneous
income.  There  was  no  other  income  for  the  quarter  ended March 31, 2002.


                                       12
<PAGE>
                   GENERATIONS BANCSHARES, INC. AND SUBSIDIARY

PART 1.  FINANCIAL INFORMATION
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION (CONTINUED)

Other  expenses  increased  by  $263,000 during the three months ended March 31,
2003  compared  to  the quarter ended March 31, 2002, due primarily to salaries,
increased  expenses associated with the organization of the Bank and other items
related  to  banking  operations.  As  discussed  above,  we  were  still in the
organizational  stage as of March 31, 2002, and our expenses were limited to the
salaries  of the organizing officers and direct expenses of organizing the Bank.

Salaries  and  employee  benefits  increased  $95,000 for the three month period
ended  March  31,  2003  compared  to  the  same period in 2002, due to staffing
requirements  needed  to  manage the Bank's growth once we commenced operations.
The number of full time equivalent employees was 12 at March 31, 2003. Occupancy
and  equipment  and other operating expenses increased $169,000 during the three
months  ended  March  31,  2003  compared  to  the  same  period during 2002 due
primarily  to  additional  operating  expenses  incurred  after  we  commenced
operations  on  January  27,  2003.

We  will  be  subject  to  federal and state income taxes when taxable income is
generated.  No  income  taxes have been accrued for the three months ended March
31,  2003  and  2002  because  of  operating  losses  incurred  to  date.

We  know of no trends, demands, commitments, events or uncertainties that should
result  in,  or  are  reasonably  likely  to result in, our liquidity or capital
resources  increasing  or  decreasing  in  any  material  way in the foreseeable
future,  other than as a result of our normal operations.  We also are not aware
of  any  current  recommendations  by  the  regulatory  authorities,  which,  if
implemented,  would  have  such  an  effect.

ITEM 3.   CONTROLS AND PROCEDURES

Within  90  days prior to the date of this report, we carried out an evaluation,
under  the  supervision  and  with  the participation of our principal executive
officer  and principal financial officer, of the effectiveness of the design and
operation  of our disclosure controls and procedures.  Based on this evaluation,
our  principal  executive officer and principal financial officer concluded that
our  disclosure controls and procedures are effective in timely alerting them to
material  information  required to be included in our periodic SEC reports.  The
design of any system of controls is based in part upon certain assumptions about
the  likelihood  of future events, and there can be no assurance that any design
will  succeed  in  achieving  its  stated  goals  under  all  potential  future
conditions,  regardless  of  how  remote.

In addition, we reviewed our internal controls, and there have been no
significant changes in our internal controls or in other factors that could
significantly affect those controls subsequent to the date of their last
evaluation.


                                       13
<PAGE>
                   GENERATIONS BANCSHARES, INC. AND SUBSIDIARY

                           PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

None

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None

ITEM  5.  OTHER  INFORMATION

None

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)     Exhibits

        99.1   Certification  of Principal Executive Officer and Chief Financial
               Officer  Pursuant  to  Section  906  of the Sarbanes-Oxley Act of
               2002.

(b)     Reports  on  Form  8-K  -  None.


                                       14
<PAGE>
                   GENERATIONS BANCSHARES, INC. AND SUBSIDIARY

                                    SIGNATURE

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


                                   GENERATIONS  BANCSHARES,  INC.
                                   (Registrant)
                                   ------------



Date:  May  8,  2003                      /s/  David  K.  George
       ----------------------          ----------------------------------------
                                       David  K.  George
                                       President
                                       (Principal  Executive  Officer)


Date:  May  8,  2003                       /s/  Nita  Elliott
       ----------------------          ----------------------------------------
                                       Nita  Elliott
                                       Senior  Vice  President  and
                                       Chief  Financial  Officer
                                       (Principal  Accounting  Officer)


                                       15
<PAGE>
      CERTIFICATE PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, David K. George, President, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of Generations
     Bancshares, Inc.

2.   Based on my knowledge, this quarterly report does not contain any untrue
     statement of a material fact or omit to state a material fact necessary to
     make the statements made, in light of the circumstances under which such
     statements were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my knowledge, the financial statements, and other financial
     information included in this quarterly report, fairly present in all
     material respects the financial condition, results of operations and cash
     flows of the registrant as of, and for, the periods presented in this
     quarterly report;

4.   The registrant's other certifying officer and I are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

     a.   designed such disclosure controls and procedures to ensure that
          material information relating to the registrant, including its
          consolidated subsidiary, is made known to us by others within that
          entity, particularly during the period in which this quarterly report
          is being prepared;

     b.   evaluated the effectiveness of the registrant's disclosure controls
          and procedures as of a date within 90 days prior to the filing of this
          quarterly report (the "Evaluation Date"); and

     c.   presented in this quarterly report our conclusions about the
          effectiveness of the disclosure controls and procedures based on our
          evaluation as of the Evaluation Date;

5.   The registrant's other certifying officer and I have disclosed, based on
     our most recent evaluation, to the registrant's auditors and the audit
     committee of registrant's board of directors:

     a.   all significant deficiencies in the design or operation of internal
          controls which could adversely affect the registrant's ability to
          record, process, summarize and report financial data and have
          identified for the registrant's auditors any material weaknesses in
          internal controls; and

     b.   any fraud, whether or not material, that involves management or other
          employees who have a significant role in the registrant's internal
          controls; and

6.   The registrant's other certifying officer and I have indicated in this
     quarterly report whether there were significant changes in internal
     controls or in other factors that could significantly affect internal
     controls subsequent to the date of our most recent evaluation, including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.


Date:    May 8, 2003
         -----------


                                                   /s/  David  K.  George
                                                   -----------------------------
                                                   David  K.  George,  President
                                                   (Principal Executive Officer)


                                       16
<PAGE>
      CERTIFICATE PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I,  Nita  Elliott,  C.F.O.,  certify  that:

1.   I have reviewed this quarterly report on Form 10-QSB of Generations
     Bancshares, Inc.

2.   Based on my knowledge, this quarterly report does not contain any untrue
     statement of a material fact or omit to state a material fact necessary to
     make the statements made, in light of the circumstances under which such
     statements were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my knowledge, the financial statements, and other financial
     information included in this quarterly report, fairly present in all
     material respects the financial condition, results of operations and cash
     flows of the registrant as of, and for, the periods presented in this
     quarterly report;

4.   The registrant's other certifying officer and I are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

     a.   designed such disclosure controls and procedures to ensure that
          material information relating to the registrant, including its
          consolidated subsidiary, is made known to us by others within that
          entity, particularly during the period in which this quarterly report
          is being prepared;

     b.   evaluated the effectiveness of the registrant's disclosure controls
          and procedures as of a date within 90 days prior to the filing of this
          quarterly report (the "Evaluation Date"); and

     c.   presented in this quarterly report our conclusions about the
          effectiveness of the disclosure controls and procedures based on our
          evaluation as of the Evaluation Date;

5.   The registrant's other certifying officer and I have disclosed, based on
     our most recent evaluation, to the registrant's auditors and the audit
     committee of registrant's board of directors:

     a.   all significant deficiencies in the design or operation of internal
          controls which could adversely affect the registrant's ability to
          record, process, summarize and report financial data and have
          identified for the registrant's auditors any material weaknesses in
          internal controls; and

     b.   any fraud, whether or not material, that involves management or other
          employees who have a significant role in the registrant's internal
          controls; and

6.   The registrant's other certifying officer and I have indicated in this
     quarterly report whether there were significant changes in internal
     controls or in other factors that could significantly affect internal
     controls subsequent to the date of our most recent evaluation, including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.



Date:  May 8, 2003
       -----------

                                    /s/  Nita  Elliot
                                    --------------------------------------------
                                    Nita  Elliott,  C.F.O.
                                    (Principal Financial and Accounting Officer)


                                       17
<PAGE>