<PAGE>   1

                    U.S. SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-Q

         [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
             SECURITIES EXCHANGE ACT OF 1934
     For the quarterly period ended June 30, 2001

         [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
             SECURITIES EXCHANGE ACT OF 1934
     For the transition period from _______ to _______

                         Commission file number 0-13153

                               HABERSHAM BANCORP
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

            Georgia                                       58-1563165
--------------------------------------------------------------------------------
(State or other jurisdiction of                        (I.R.S. Employer
incorporation or organization)                        Identification No.)

Highway 441 N. P.O. Box 1980, Cornelia, Georgia             30531
--------------------------------------------------------------------------------
(Address of principal executive offices)                 (Zip code)

                                 (706) 778-1000
--------------------------------------------------------------------------------
                (Issuer's telephone number, including area code)


--------------------------------------------------------------------------------
              (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 stock, as of the latest practicable date:

2,698,746 shares, common stock, $1.00 par value, as of August 10, 2001
<PAGE>   2

Item. 1  Financial Statements

HABERSHAM BANCORP AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited)
(dollars in thousands)

<Table>
<Caption>
                                                      JUNE 30, 2001         DECEMBER 31, 2000
                                                      -------------         -----------------
<S>                                                   <C>                   <C>
ASSETS
Cash and due from banks                                 $ 15,395                 $ 13,566
Investment securities available for sale
  (cost of $42,677 at June 30, 2001 and
  $43,033 at December 31, 2000)                           43,239                   42,986
Investment securities held to maturity
  (estimated fair values of $11,124 at
  June 30, 2001 and $13,045 at
  December 31, 2000)                                      10,933                   13,124
Other investments                                          9,560                   10,134

Loans held for sale                                      126,598                   59,714

Loans                                                    333,236                  382,135
  Less allowance for loan losses                          (3,560)                  (3,454)
                                                        --------                 --------
    Loans, net                                           329,676                  378,681
                                                        --------                 --------

Intangible assets                                          2,594                    2,680
Other assets                                              23,564                   22,223
                                                        --------                 --------
    TOTAL ASSETS                                        $561,559                 $543,108
                                                        ========                 ========

LIABILITIES
Non-interest bearing deposits                           $ 30,460                 $ 27,787
Interest bearing deposits                                318,214                  313,245
Short-term borrowings                                        757                      850
Federal funds purchased and securities
  sold under repurchase agreements                        24,738                   35,995
Other borrowings                                           5,950                    1,950
Federal Home Loan Bank Advances                          106,518                  108,095
Other liabilities                                         33,280                   16,435
                                                        --------                 --------
    TOTAL LIABILITIES                                    519,917                  504,357
                                                        --------                 --------

SHAREHOLDERS' EQUITY
Common Stock, $1.00 par value,
  10,000,000 shares authorized;
  2,698,746 shares issued at June 30, 2001
  and December 31, 2000                                    2,699                    2,699
Additional paid-in capital                                12,417                   12,417
Retained earnings                                         26,155                   23,666
Accumulated other comprehensive gain (loss)                  371                      (31)
                                                        --------                 --------
    TOTAL SHAREHOLDERS' EQUITY                            41,642                   38,751
                                                        --------                 --------
    TOTAL LIABILITIES AND SHAREHOLDERS'
      EQUITY                                            $561,559                 $543,108
                                                        ========                 ========
</Table>

           See notes to condensed consolidated financial statements.
<PAGE>   3

HABERSHAM BANCORP AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited) For the Three-Month Periods Ended June 30, 2001 and 2000
(dollars in thousands, except per share amounts)

<TABLE>
<CAPTION>

                                                                  2001                       2000
<S>                                                            <C>                        <C>
INTEREST INCOME
Loans                                                          $   10,075                 $    9,274
Investment securities                                                 729                        789
Federal funds sold                                                     10                          9
Other                                                                 211                        152
                                                               ----------                 ----------
  TOTAL INTEREST INCOME                                            11,025                     10,224

INTEREST EXPENSE
Time deposits, $100,000 and over                                    1,435                      1,181
Other deposits                                                      3,368                      2,861
Short-term and other borrowings, primarily
  FHLB advances                                                     1,655                      1,849
                                                               ----------                 ----------
  TOTAL INTEREST EXPENSE                                            6,458                      5,891

NET INTEREST INCOME                                                 4,567                      4,333
PROVISION FOR LOAN LOSSES                                             432                        220
                                                               ----------                 ----------


NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES                 4,135                      4,113

NONINTEREST INCOME
  Gain on sale of loans                                             6,172                      3,121
  Loan fee income                                                   1,059                        518
  Brokerage fee income                                                 96                        401
  Service charges on deposits                                         168                        191
  Other service charges and commissions                                67                         82
  Securities losses, net                                               (3)                        --
  Unrealized loss on trading securities                                --                       (475)
  Other income                                                        667                        435
                                                               ----------                 ----------
    Total other income                                              8,226                      4,273


NONINTEREST EXPENSE
  Salary and employee benefits                                      7,034                      4,975
  Occupancy                                                           802                        848
  Computer services                                                   202                        160
  General and administrative expense                                1,795                      1,511
                                                               ----------                 ----------
    Total other expense                                             9,833                      7,494
INCOME BEFORE INCOME TAXES                                          2,528                        892

Income tax expense                                                    822                        302
                                                               ----------                 ----------
INCOME BEFORE CUMULATIVE EFFECT OF CHANGE IN
  ACCOUNTING PRINCIPLE, NET OF TAX                                  1,706                        590
Cumulative effect of change in accounting principle,
  net of tax                                                           --                         --
                                                               ----------                 ----------
NET INCOME                                                    $    1,706                 $      590
                                                               ==========                 ==========

Income before cumulative effect of change in accounting
  principle per common share -- basic                         $      .63                 $      .22
Cumulative effect of change in accounting principle per
  common share -- basic                                               --                         --
                                                              ----------                 ----------
NET INCOME PER COMMON SHARE -- BASIC                          $      .63                 $      .22
                                                              ==========                 ==========

Income before cumulative effect of change in accounting
  principle per common share -- diluted                       $      .63                 $      .22
Cumulative effect of change in accounting principle
  per common share -- diluted                                         --                         --
                                                              ----------                 ----------
NET INCOME PER COMMON SHARE -- DILUTED                        $      .63                 $      .22
                                                              ==========                 ==========

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING           2,698,746                  2,698,746
                                                              ==========                 ==========

WEIGHTED AVERAGE NUMBER OF COMMON AND COMMON EQUIVALENT
  SHARES OUTSTANDING                                           2,718,450                  2,698,746
                                                              ==========                 ==========

Dividends per share                                           $      .06                 $      .06
                                                              ==========                 ==========
</TABLE>

See notes to condensed consolidated financial statements.
<PAGE>   4
HABERSHAM BANCORP AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited) For the Six-Month Periods Ended June 30, 2001 and 2000
(dollars in thousands, except per share amounts)

<Table>
<Caption>
                                                                 2001                       2000
<S>                                                            <C>                        <C>
INTEREST INCOME
Loans                                                          $   20,133                 $   17,754
Investment securities                                               1,484                      1,547
Federal funds sold                                                     14                         13
Other                                                                 393                        321
                                                               ----------                 ----------
   TOTAL INTEREST INCOME                                           22,024                     19,635

INTEREST EXPENSE
Time deposits, $100,000 and over                                    2,928                      2,331
Other deposits                                                      6,808                      5,468
Short-term and other borrowings, primarily FHLB advances            3,409                      3,210
                                                               ----------                 ----------
   TOTAL INTEREST EXPENSE                                          13,145                     11,009

NET INTEREST INCOME                                                 8,879                      8,626
Provision for loan losses                                             716                        340
                                                               ----------                 ----------

NET INTEREST INCOME AFTER
   PROVISION FOR LOAN LOSSES                                        8,163                      8,286

NONINTEREST INCOME
   Gain on sale of loans                                            9,725                      5,636
   Loan fee income                                                  1,842                      1,116
   Brokerage fee income                                               308                        499
   Service charges on deposits                                        337                        360
   Other service charges and commissions                              140                        167
   Securities gains, net                                               51                         --
   Unrealized loss on trading securities                               --                       (628)
   Other income                                                     1,535                        858
                                                               ----------                 ----------
      Total other income                                           13,938                      8,008

NONINTEREST EXPENSE
   Salary and employee benefits                                    12,370                      9,491
   Occupancy                                                        1,636                      1,720
   Computer services                                                  366                        285
   General and administrative expense                               3,400                      3,013
                                                               ----------                 ----------
      Total other expense                                          17,772                     14,509
INCOME BEFORE INCOME TAXES                                          4,329                      1,785

Income tax expense                                                  1,354                        516
                                                               ----------                 ----------
INCOME BEFORE CUMULATIVE EFFECT OF CHANGE
   IN ACCOUNTING PRINCIPLE, NET OF TAX                              2,975                      1,269
Cumulative effect of change in accounting
   principle, net of tax                                             (162)                        --
                                                               ----------                 ----------
NET INCOME                                                     $    2,813                 $    1,269
                                                               ==========                 ==========

Income before cumulative effect of change
   in accounting principle per common share - basic            $     1.10                 $      .47
Cumulative effect of change in accounting
   principle per common share - basic                          $     (.06)                        --
                                                               ----------                 ----------
NET INCOME PER COMMON SHARE - BASIC                            $     1.04                 $      .47
                                                               ==========                 ==========

Income before cumulative effect of change
   in accounting principle per common share - diluted          $     1.10                 $      .47
Cumulative effect of change in accounting
   principle per common share - diluted                        $     (.06)                        --
                                                               ----------                 ----------
NET INCOME PER COMMON SHARE - DILUTED                          $     1.04                 $      .47
                                                               ==========                 ==========

WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING                                              2,698,746                  2,698,746
                                                               ==========                 ==========

WEIGHTED AVERAGE NUMBER OF COMMON
AND COMMON EQUIVALENT SHARES OUTSTANDING                        2,716,382                  2,699,703
                                                               ==========                 ==========

Dividends per share                                            $      .12                 $      .12
                                                               ==========                 ==========
</Table>

See notes to condensed consolidated financial statements.

<PAGE>   5
HABERSHAM BANCORP AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited) For the Six-Month Periods Ended June 30, 2001 and 2000
(dollars in thousands)


<TABLE>


<CAPTION>
                                                              2001        2000
                                                           ---------   ---------
<S>                                                        <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income                                               $   2,813   $  1,269
  Cumulative effect of change in accounting principle            162         --
  Adjustments to reconcile net income to net cash
  (used in) provided by operating activities:
      Provision for loan losses                                  716        340
      Depreciation                                               678        684
      Gain on sale of investment securities                      (51)        --
      Increase in fair value of derivative instruments          (669)        --
      Unrealized holding loss on trading securities               --        628
      (Gain) loss on sale of premises & equipment                (13)        11
      Loss on sale of other real estate                            9         --
      Net gain on sale of loans                               (9,725)    (5,636)
      Amortization of intangible assets                          130        169
      Equity in earnings of investee                             (64)       (92)
      Deferred income tax expense (benefit)                       56        (26)
      Proceeds from sale of loans held for sale              499,430    267,159
      Net increase in loans held for sale                   (556,935)  (270,287)

  Changes in assets and liabilities:
      Decrease (increase) in interest receivable                 504       (345)
      Increase in other assets                                   (35)      (453)
      Decrease in interest payable                              (724)      (109)
      Increase in other liabilities                           17,569      9,088
                                                           ---------   --------
  Net cash (used in) provided by operating activities        (46,149)     2,400
                                                           ---------   --------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Investment securities available for sale:
      Proceeds from maturity                                   3,466      3,072
      Proceeds from sale and call                              4,701         --
      Purchases                                               (6,761)    (4,109)
  Investment securities held to maturity:
      Proceeds from maturity                                   1,192        610
      Purchases                                                   --       (499)
  Other investments:
      Proceeds from sale                                       5,387        711
      Purchases                                               (4,855)    (1,545)
  Loans:
      Proceeds from sale                                      66,476      7,987
      Net increase in loans                                  (19,325)   (40,768)
  Purchases of premises and equipment                           (533)      (636)
  Proceeds from sale of premises & equipment                      28         --
  Additions to other real estate                                (432)        --
  Proceeds from sale of other real estate                        181        244
  Dividends received from other investment                        62         28
                                                           ---------   --------
      Net cash provided by (used in) investing activities     49,587    (34,905)
                                                           ---------   --------
</TABLE>
<PAGE>   6

HABERSHAM BANCORP AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - CONTINUED
(Unaudited) For the Six-Month Periods Ended June 30, 2001 and 2000
(dollars in thousands)

<Table>
<Caption>
                                                                   2001     2000
<S>                                                             <C>        <C>
CASH FLOWS FROM FINANCING ACTIVITIES:
  Net increase in deposits..................................       7,642    10,287
  Net decrease in short-term borrowings.....................         (93)       --
  Net decrease in federal funds purchased and securities
    sold under repurchase agreements........................     (11,257)     (180)
  (Repayment of) proceeds of Federal Home Loan Bank
    advances, net...........................................      (1,577)   17,129
  Long-term borrowings......................................       4,000        --
  Cash dividends paid.......................................        (324)     (325)
                                                                --------   -------
    Net cash (used in) provided by financing activities.....      (1,609)   26,911
                                                                --------   -------

Increase (decrease) in cash and cash equivalents............       1,829    (5,594)

CASH AND CASH EQUIVALENTS: BEGINNING OF PERIOD..............      13,566    14,517
                                                                --------   -------
CASH AND CASH EQUIVALENTS: END OF PERIOD....................    $ 15,395   $ 8,923
                                                                ========   =======

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the period for:
  Interest..................................................    $ 13,869   $11,118
  Income taxes..............................................         827       701

SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING ACTIVITIES:
Other real estate acquired through loan foreclosures........    $  1,679   $    76
Loans granted to facilitate the sale of other real estate...         195       294
Unrealized gain on investment securities available for
  sale, net of tax effect...................................         402        88
Transfer of held to maturity securities to available for
  sale securities upon adoption of SFAS No. 133.............         999        --
</Table>

See notes to condensed consolidated financial statements.
<PAGE>   7

HABERSHAM BANCORP AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements


1.       Basis of Presentation

         The condensed consolidated financial statements contained in this
report are unaudited but reflect all adjustments, consisting only of normal
recurring accruals, which are, in the opinion of management, necessary for a
fair presentation of the results of the interim periods reflected. Certain
information and note disclosures normally included in financial statements
prepared in accordance with accounting principles generally accepted in the
United States of America have been condensed or omitted pursuant to applicable
rules and regulations of the Securities and Exchange Commission. The results of
operations for the interim periods reported herein are not necessarily
indicative of results to be expected for the full year.

         The condensed consolidated financial statements included herein should
be read in conjunction with the Company's 2000 consolidated financial
statements and notes thereto, included in the Company's Annual Report on Form
10-K for the fiscal year ended December 31, 2000.

         Certain reclassifications have been made to the prior periods in order
to conform to classifications adopted in the current period.

2.       Accounting Policies

         Reference is made to the accounting policies of the Company described
in the notes to the consolidated financial statements contained in the
Company's Annual Report on Form 10-K for the fiscal year ended December 31,
2000. The Company has consistently followed those policies in preparing this
report.

3.       Other Comprehensive Income

         "Other comprehensive income" refers to revenues, expenses, gains, and
losses that are included in comprehensive income but excluded from earnings
under current accounting standards. Currently, other comprehensive income for
the Company consists of items previously recorded directly in equity under
Statement of Financial Accounting Standards ("SFAS") No. 115, "Accounting for
Certain Investments in Debt and Equity Securities." Comprehensive income for
the six months ended June 30, 2001 and 2000 was $3,215,000 and $1,357,000,
respectively, and for the three months ended June 30, 2001 and 2000 was
$1,501,000 and $651,000, respectively.

4.       Derivative Instruments

         With the exception of commitments to originate fixed-rate mortgage
loans for resale and forward commitments to sell mortgage-backed securities,
the Company does not hold any derivative instruments.

         The Company's objective in entering into forward commitments to sell
mortgage-backed securities is to mitigate the interest rate risk associated
with commitments



<PAGE>   8

to originate fixed-rate mortgage loans and mortgage loans held for sale. The
Company records its forward commitments to sell mortgage-backed securities at
fair value and does not account for these as hedges. During the quarter and six
months ended June 30, 2001, a gain in the amount of $253,000 and $669,000,
respectively, relating to the change in fair value of forward commitments to
sell mortgage-backed securities has been recorded in other income on the income
statement and in other assets on the balance sheet.

         In the normal course of business, the Company extends interest rate
lock commitments to borrowers who apply for loan funding and meet certain
credit and underwriting criteria. Such commitments are typically for short
terms. Due to the short-term nature of these commitments, absent a sudden and
significant movement in interest rates, their fair values would not change
significantly from commitment date to funding date. The fair value of
outstanding commitments to originate mortgage loans at June 30, 2001 is not
considered significant.

5.       Accounting Pronouncements

         The Company adopted SFAS No. 133, "Accounting for Derivative
Instruments and Hedging Activities", as amended, on January 1, 2001. In
accordance with the transition provisions of SFAS No. 133, the Company recorded
a net-of-tax cumulative effect loss of $162,000 on January 1, 2001 to reflect
the fair value of its forward commitments to sell mortgage loans. The
provisions of SFAS No. 133 allow for a one-time transfer of investment
securities previously classified as held to maturity to available for sale upon
adoption. As a result, the Company transferred approximately $999,000 of
investment securities previously classified as held to maturity to its
available for sale portfolio.

         The Company adopted SFAS No. 140, "Accounting for Transfers and
Servicing of Financial Assets and Extinguishments of Liabilities," effective
January 1, 2001. Due to the nature of the activities of the Company, the
adoption of SFAS No. 140 did not have a material impact on the consolidated
financial statements of the Company.

         In July 2001, the Financial Accounting Standards Board (FASB) issued
SFAS No. 141, "Business Combinations", and SFAS No. 142, "Goodwill and Other
Intangible Assets". SFAS No. 141 requires that the purchase method of accounting
be used for all business combinations initiated after June 30, 2001 as well as
all purchase method business combinations completed after June 30, 2001. SFAS
No. 141 also specifies criteria intangible assets acquired in a purchase method
business combination must meet to be recognized and reported apart from
goodwill, noting that any purchase price allocable to an assembled workforce may
not be accounted for separately. SFAS No. 142 will require that goodwill and
intangible assets with indefinite useful lives no longer be amortized, but
instead tested for impairment at least annually in accordance with the
provisions of SFAS No. 142. SFAS No. 142 will also require that intangible
assets with definite useful lives be amortized over their respective estimated
useful lives to their estimated residual values, and reviewed for impairment in
accordance with SFAS No. 121, "Accounting for the Impairment of Long-Lived
Assets and for Long-Lived Assets to Be Disposed Of".

         The Company is required to adopt the provisions of SFAS No. 141
immediately and SFAS No. 142 effective January 1, 2002. Furthermore, any
goodwill and any intangible asset determined to have an indefinite useful life
that are acquired in a purchase business combination completed after June 30,
2001 will not be amortized, but will continue to be evaluated for impairment in
accordance with the appropriate pre-SFAS No. 142 accounting literature. Goodwill
and intangible



<PAGE>   9

assets acquired in business combinations completed before July 1, 2001 will
continue to be amortized prior to the adoption of SFAS No. 142.

         SFAS No. 141 will require upon adoption of SFAS No. 142, that the
Company evaluate its existing intangible assets and goodwill that were acquired
in a prior purchase business combination, and to make any necessary
reclassifications in order to conform with the new criteria in SFAS No. 141 for
recognition apart from goodwill. Upon adoption of SFAS No. 142, the Company will
be required to reassess the useful lives and residual values of all intangible
assets acquired in purchase business combinations, and make any necessary
amortization period adjustments by the end of the first interim period after
adoption. In addition, to the extent an intangible asset is identified as
having an indefinite useful life, the Company will be required to test the
intangible asset for impairment in accordance with the provisions of SFAS No.
142 within the first interim period. Any impairment loss will be measured as of
the date of adoption and recognized as the cumulative effect of a change in
accounting principle in the first interim period.

         In connection with the transitional goodwill impairment evaluation,
SFAS No. 142 will require the Company to perform an assessment of whether there
is an indication that goodwill and equity-method goodwill is impaired as of the
date of adoption. To accomplish this the Company must identify its reporting
units and determine the carrying value of each reporting unit by assigning the
assets and liabilities, including the existing goodwill and intangible assets,
to those reporting units as of the date of adoption. The Company will then have
up to six months from the date of adoption to determine the fair value of each
reporting unit and compare it to the reporting unit's carrying amount. To the
extent a reporting unit's carrying amount exceeds its fair value, an indication
exists that the reporting unit's goodwill may be impaired and the Company must
perform the second step of the transitional impairment test. In the second step,
the Company must compare the implied fair value of the reporting unit's
goodwill, determined by allocating the reporting unit's fair value to all of its
assets (recognized and unrecognized) and liabilities in a manner similar to a
purchase price allocation in accordance with SFAS No. 141, to its carrying
amount, both of which would be measured as of the date of adoption. This second
step is required to be completed as soon as possible, but no later than the end
of the year of adoption. Any transitional impairment loss will be recognized as
the cumulative effect of a change in accounting principle in the Company's
statement of earnings.

         And finally, any unamortized negative goodwill and negative
equity-method goodwill existing at the date SFAS No. 142 is adopted must be
written off as the cumulative effect of a change in accounting principle.

         At June 30, 2001, the Company had net intangible assets of $2,593,757
and $2,679,801 and equity-method goodwill of $1,100,739 and $1,143,345 at June
30, 2001 and December 31, 2000, respectively. The Company recorded a total
amortization expense of approximately $130,000 and $297,000 for the six months
ended June 30, 2001 and the year ended December 31, 2000, respectively.

         Because of the extensive effort needed to comply with adopting SFAS No.
141 and SFAS No. 142, it is not practicable to reasonably estimate the impact of
adopting these Statements on the Company's financial statements at the date of
this report, including whether any transitional impairment losses will be
required to be recognized as the cumulative effect of a change in accounting
principle.

         In June 2001, the FASB issued SFAS No. 143, "Accounting for Asset
Retirement Obligations". SFAS No. 143 requires that entities record the fair
value of a liability for an asset retirement obligation in the period in which
it is incurred.
<PAGE>   10
When the liability is initially recorded, the entity capitalizes a cost by
increasing the carrying amount of the related long-lived asset. Over time,
the liability is accreted to its present value each period, and the capitalized
cost is depreciated over the useful life of the related asset. Upon settlement
of the liability, an entity either settles the obligations for its recorded
amount or incurs a gain or loss upon settlement. SFAS No. 143 is effective for
fiscal years beginning after June 15, 2002, with earlier application encouraged.
The adoption of SFAS No. 143 is not expected to have a material impact on the
consolidated financial statements of the Company.


6.  Segment Information

         The Company has two significant reportable segments: banking and
mortgage banking. The Company offers traditional banking services through
Habersham Bank. The Company originates and sells loans in the secondary market
through its mortgage banking segment, BancMortgage Financial Corp.

         The accounting policies of the segments are the same as those described
in the summary of significant accounting policies. The Company evaluates
performance based on net income of the respective segments.

At and for the three months ended June 30, 2001

<Table>
<Caption>
                                               Mortgage
                                   Banking     Banking      Eliminations      Other      Eliminations    Consolidated
<S>                              <C>          <C>           <C>             <C>          <C>             <C>
Interest income                  $    9,338   $   1,958     $    (285)      $    14      $   --           $  11,025
Interest expense                      5,552       1,159          (285)           32          --               6,458
Provision for loan losses               215         217            --            --          --                 432
Gain on sale of loans                   319       5,853            --            --          --               6,172
Other noninterest income                609       1,600          (276)          424        (303)              2,054
Depreciation on premises &
  equipment                             139         164            --            23          --                 326
Other noninterest expense             3,171       6,719          (750)          670        (303)              9,507
Income tax expense (benefit)            221         498           161           (58)         --                 822
Net income (loss)                       557         965           313          (129)         --               1,706

Total assets                     $  456,779   $ 128,337    $  (28,595)      $ 5,428      $ (390)          $ 561,559

</Table>

At and for the three months ended June 30, 2000

<Table>
<Caption>
                                               Mortgage
                                  Banking      Banking     Eliminations      Other       Eliminations     Consolidated
<S>                              <C>          <C>          <C>              <C>          <C>              <C>
Interest income                  $   9,396    $  1,048     $    (235)       $    15        $   --         $  10,224
Interest expense                     5,412         675          (235)            39            --             5,891
Provision for loan losses              220          --            --             --            --               220
Gain on sale of loans                   34       3,087            --             --            --             3,121
Other noninterest income               646       1,221          (396)            22          (341)            1,152
Depreciation on premises &
  equipment                            195         122            --             20            --               337
Other noninterest expense            2,837       4,390          (369)           640          (341)            7,157
Income tax expense (benefit)           446          86            (9)          (221)           --               302
Net income (loss)                      852         196           (18)          (440)           --               590

Total assets                     $ 454,713    $ 61,600     $ (21,659)       $ 4,805        $ (236)        $ 499,223
</Table>
<PAGE>   11

At and for the six months ended June 30, 2001

<Table>
<Caption>
                                                   Mortgage
                                    Banking        Banking       Eliminations     Other      Eliminations    Consolidated
<S>                                 <C>            <C>           <C>              <C>        <C>             <C>
Interest income                     $ 19,389       $  3,132       $   (526)       $   29        $  --         $ 22,024
Interest expense                      11,612          1,987           (526)           72           --           13,145
Provision for loan losses                429            287             --            --           --              716
Gain on sale of loans                    346          9,379             --            --           --            9,725
Other noninterest income               1,383          3,122           (534)          920         (678)           4,213
Depreciation on premises &
  equipment                              299            336             --            43           --              678
Other noninterest expense              6,363         11,257         (1,128)        1,280         (678)          17,094
Income tax expense (benefit)             615            635            202           (98)          --            1,354
Net income (loss)                      1,398          1,273            392          (250)          --            2,813

Total assets                        $456,779       $128,337       $(28,595)       $5,428        $(390)        $561,559
</Table>

At and for the six months ended June 30, 2000

<Table>
<Caption>
                                                   Mortgage
                                    Banking        Banking       Eliminations     Other      Eliminations    Consolidated
<S>                                 <C>            <C>           <C>              <C>        <C>             <C>
Interest income                     $ 18,126       $ 1,924        $   (444)       $   29        $  --         $ 19,635
Interest expense                      10,174         1,201            (444)           78           --           11,009
Provision for loan losses                340            --              --            --           --              340
Gain on sale of loans                     52         5,584              --            --           --            5,636
Other noninterest income               1,267         2,211            (790)          367         (683)           2,372
Depreciation on premises &
  equipment                              391           253              --            40           --              684
Other noninterest expense              5,561         8,500            (750)        1,197         (683)          13,825
Income tax expense (benefit)             870           (54)            (14)         (286)          --              516
Net income (loss)                      1,848            80             (26)         (633)          --            1,269

Total assets                        $454,713       $61,600        $(21,659)       $4,805        $(236)        $499,223
</Table>

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

HABERSHAM BANCORP AND SUBSIDIARIES

Organization

         Habersham Bancorp (the "Company") owns all of the outstanding stock of
Habersham Bank ("Habersham Bank") and The Advantage Group, Inc. Habersham Bank
owns all of the outstanding stock of BancMortgage Financial Corp
("BancMortgage"), and Advantage Insurers, Inc. ("Advantage Insurers").
Effective June 30, 1999, the Company consolidated the charters of Habersham
Bank and Security State Bank, which had until that date been a wholly owned
subsidiary of the Company. As a result of this consolidation, Security State
Bank now functions as a division of Habersham Bank. The Advantage Group, Inc.
is a non-bank subsidiary which engages in the business of
<PAGE>   12

providing marketing and advertising services. Advantage Insurers, which began
operations on March 31, 1997, offers a full line of property, casualty, and
life insurance products.

     The Advantage Group, Inc. and Advantage Insurers do not comprise a
significant portion of the financial position, results of operations, or cash
flows of the Company. Management's discussion and analysis, which follows,
relates primarily to Habersham Bank and BancMortgage.

     BancMortgage was organized in 1996 as a full service mortgage and
construction lending company located in the northern Atlanta metropolitan area.
During 1997, BancMortgage acquired for approximately $60,000 the assets and
certain liabilities of The Prestwick Mortgage Group, a national investment
banking and advisory firm specializing in the brokerage and evaluation of
mortgage-related assets. Concurrent with the acquisition of The Prestwick
Mortgage Group, BancMortgage also formed BancFinancial Services Corporation, a
full-service wholesale mortgage lender specializing in sub-prime mortgage
loans. The Prestwick Mortgage Group and BancFinancial Services Corporation are
based in Virginia.

     During 1999, BancMortgage formed a wholly owned subsidiary, BancMortgage
Reinsurance LTD., a reinsurance company incorporated in Turks and Caicos. The
subsidiary provides insurance to companies offering private mortgage insurance.
Also during the fourth quarter of 1999, BancMortgage acquired the assets of
Fidelity Group. This acquisition was accounted for as a purchase with a
purchase price of $390,031.

Forward Looking Statements

     Certain statements contained in this Quarterly Report on Form 10-Q and the
exhibits hereto which are not statements of historical fact constitute forward-
looking statements within the meaning of the Private Securities Litigation
Reform Act (the "Act"). In addition, certain statements in future filings by the
Company with the Securities and Exchange Commission, in press releases, and in
oral and written statements made by or with the approval of the Company which
are not statements of historical fact constitute forward-looking statements
within the meaning of the Act. Examples of forward-looking statements include,
but are not limited to: (1) projections of revenues, income or loss, earnings or
loss per share, the payment or non-payment of dividends, capital structure and
other financial items; (2) statements of plans and objectives of the Company or
its management or Board of Directors, including those relating to products or
services; (3) statements of future economic performance; and (4) statements of
assumptions underlying such statements. Words such as "believes," "anticipates,"
"expects," "intends," "targeted," and similar expressions are intended to
identify forward-looking statements but are not the exclusive means of
identifying such statements.

         Forward-looking statements involve risks and uncertainties which may
cause actual results to differ materially from those in such statements. Facts
that could cause actual results to differ from those discussed in the
forward-looking statements include, but are not limited to: (1) the strength of
the U.S. economy in general and the strength of the local economies in which
operations are conducted; (2) the effects of and changes in trade, monetary and
fiscal policies and laws, including interest rate policies of the Board of
Governors of the Federal Reserve System; (3) inflation, interest rate, market
and monetary fluctuations; (4) the timely development of and acceptance of new
products and services and perceived overall
<PAGE>   13
value of these products and services by users; (5) changes in consumer
spending, borrowing and saving habits; (6) acquisitions; (7) the ability to
increase market share and control expenses; (8) the effect of changes in laws
and regulations (including laws and regulations concerning taxes, banking,
securities and insurance) with which the Company and its subsidiaries must
comply; (9) the effect of changes in accounting policies and practices, as may
be adopted by the regulatory agencies as well as the Financial Accounting
Standards Board; (10) changes in the Company's organization, compensation and
benefit plans; (11) the costs and effects of litigation and of unexpected or
adverse outcomes in such litigation; and (12) the success of the Company at
managing the risks involved in the foregoing.

         Such forward-looking statements speak only as of the date on which
such statements are made, and the Company undertakes no obligation to update
any forward-looking statement to reflect events or circumstances after the date
on which such statement is made or to reflect the occurrence of unanticipated
events.

Material Changes in Financial Condition

         The Company's total assets increased approximately $18.4 million
during the six months of 2001 as a result of an increase in real estate secured
loans held for sale in the loan portfolio of BancMortgage of approximately
$66.9 million offset by decreases in the loan portfolio of Habersham Bank of
approximately $48.5 million. Increases in cash and cash equivalents and other
assets of approximately $1.8 million and $1.3 million, respectively, offset by
decreases in investment securities and other investments of approximately $1.9
million and $.6 million, respectively, are the results of activity at Habersham
Bank. The increased production activity at BancMortgage was due to the lower
interest rate environment during 2001.

         Activity at Habersham Bank resulted in increases in other liabilities
and deposits of approximately $16.8 million and $7.6 million, respectively,
offset by repayment of approximately $12.9 million of federal funds purchased,
securities sold under repurchase agreements, and short-term borrowings. An
increase in long-term borrowings of approximately $4 million was the result of
Habersham Bancorp borrowing funds to inject into Habersham Bank to increase its
capital.

         Nonperforming assets consist of nonaccrual loans, accruing loans 90
days past due, restructured loans and other real estate owned. Nonperforming
assets increased approximately $1,565,000 or 23.05% from December 31, 2000 to
June 30, 2001. The increase for the first six months of 2001 was primarily due
to the addition of loans totaling approximately $1,598,000 secured by real
estate to nonaccrual status, and an increase in other real estate due to the
foreclosures of residential mortgages of approximately $1,996,000. These
increases were offset by decreases of approximately $1,345,000, $385,000,
$263,000, and $36,000 in other nonaccrual loans, other real estate, 90 days
past due loans, and restructured loans, respectively.

         Additions to the allowance for loan losses are made periodically to
maintain the allowance at a level based upon management's analysis of risk in
the loan portfolio. The balance of the allowance for loan losses is in
accordance with the internal calculation of the allowance for loan losses which
considers factors such as classified and past due loans as well as portfolio
growth, diversification, and loss experience. A provision for loan losses in
the amount of $716,000 was charged to expense for the six months ended June 30,
2001. Net charge-offs for the first six months of 2001 totaled approximately
$610,000. At June 30, 2001 and December 31, 2000, the ratio of allowance for
loan losses to total loans was 1.07% and .90%, respectively. Management
considers the current allowance for loan losses adequate based upon its
analysis of the potential risk in the portfolio, although there can be
<PAGE>   14

no assurance that the assumptions underlying such analysis will continue to be
correct.

     The Company had impaired loans of $2,105,115 and $1,850,843 at June 30,
2001 and December 31, 2000, respectively. Impaired loans consist of loans on
nonaccrual status. The interest income recognized on such loans for the three-
month and six-month periods ended June 30, 2001 and 2000 was not material.

     The Company's other real estate totaled $3,980,077 and $2,368,559 at June
30, 2001 and December 31, 2000, respectively. The increase was due primarily
to foreclosures of real estate secured mortgages of approximately $1,996,000
offset by sales of property of approximately $385,000.

Material Changes in Results of Operations

     Total interest income for the second quarter of 2001 increased $801,000 or
7.83%, when compared to the second quarter of 2000. Total interest income for
the first six months of 2001 increased $2,389,000 or 12.17% when compared to
the first six months of 2000. Interest income from loans for the second quarter
of 2001 and for the first six months of 2001 increased $801,000 or 8.64% and
$2,379,000 or 13.40%, respectively, when compared to the second quarter of 2000
and the first six months of 2000. These increases were primarily due to
increases in the loan portfolio of BancMortgage offset by decreasing yields on
loans. Total average loans increased approximately $78,699,000 or 20.16% during
the first six months of 2001 compared to the first six months of 2000. Average
yields on loans decreased by .60% to 8.86% for the first six months of 2001
compared to average yields of loans of 9.46% for the first six months of 2000.

     Interest income from investment securities decreased $60,000 or 7.6% for
the second quarter of 2001 when compared to the second quarter of 2000. Interest
income from investment securities decreased $63,000 or 4.07% for the first six
months of 2001 when compared to the first six months of 2000. The decrease in
interest income from investments was primarily due to declining average yields
in the investment portfolio. Average yields on investment securities decreased
by .39% to 5.42% for the first six months of 2001 compared to 5.81% for the
first six months of 2000.

     Total interest expense for the second quarter of 2001 increased $567,000
or 9.62%, when compared to the second quarter of 2000. Total interest expense
for the first six months of 2001 increased $2,136,000 or 19.40%, when compared
to the first six months of 2000.

     Interest expense on deposits for the second quarter of 2001 increased
$761,000 or 18.83%, when compared to the second quarter of 2000. Interest
expense on deposits for the first six months of 2001 increased $1,937,000 or
24.84%, when compared to the first six months of 2000. This increase was due to
increases in the deposit portfolio and increases in interest rates paid for
deposits during 2001. Total average interest bearing certificates of deposit
increased approximately $44,908,000 offset by decreases in Money Market and
savings accounts of approximately $6,013,000 and $302,000, respectively, during
the first six months of 2001.
<PAGE>   15

         Average rates on total interest bearing deposits increased by .54% to
5.84% during the first six months of 2001 compared to 5.30% during the first
six months of 2000. Average rates for certificates of deposit increased to
6.49% during the first six months of 2001 compared to 5.99% during the first
six months of 2000. Average rates for other interest bearing deposit accounts
decreased to 2.66% for the first six months of 2001 compared to 2.74% during
the first six months of 2000.

         Interest expense on short-term and other borrowings for the second
quarter of 2001 decreased $194,000 or 10.49% when compared to the second
quarter of 2000. Interest expense on short-term and other borrowings for the
first six months of 2001 increased $199,000 or 6.20% when compared to the first
six months of 2000. The increase is primarily due to an increase in average
borrowings of approximately $25 million or 24.58% when compared to the first
six months of 2000, offset by decreases in the interest rates. Average rates on
borrowings decreased by .94% to 5.45% for the first six months of 2001 compared
to 6.39% for the first six months of 2000.

         Net interest income increased approximately $234,000 or 5.40%, for the
second quarter of 2001 when compared to the second quarter of 2000 and
increased $253,000 or 2.93% for the first six months of 2001 when compared to
the first six months of 2000, as a result of the items discussed above.

         The net interest margin of the Company, net interest income divided by
average interest-earning assets, was 3.33% for the first six months of 2001
compared to 3.87% for the first six months of 2000. The decrease in the net
interest margin resulted primarily from increases in interest rates paid on
deposits, an increase in the average balances in borrowings, and decreases in
the yields on loans and securities.

         Noninterest income increased $3,953,000 or 92.51% for the second
quarter of 2001 over the same period in 2000. Noninterest income increased
$5,930,000 or 74.05% for the first six months of 2001 over the same period in
2000. The increase in noninterest income for the second quarter and the first
six months of 2001 was primarily due to increased lending activity at Habersham
Bank and BancMortgage resulting in increases in gain on sale of loans and loan
fee income. Gains relating to the change in fair value of forward commitments
to sell mortgage-backed securities have been recorded as other income for the
second quarter of 2001 and for the first six months of 2001, of approximately
$253,000 and $669,000, respectively. Other income increased $232,000 or 53.33%
for the second quarter of 2001 over the same period in 2000. Other income
increased $750,000 or 87.41% for the first six months of 2001 over the same
period in 2000. These increases are primarily due to gains related to the
change in fair value of forward commitments to sell mortgage-backed securities
as discussed above. Other income was also impacted by increases in trust
department fees at Habersham Bank, additional income generated by increased
activity in The Advantage Group, Inc., Advantage Insurers, and BancMortgage
Reinsurance of approximately $60,000, $43,000, $46,000, and $10,000,
respectively, offset by decreases in data processing income and income from
other investments of approximately $12,000 and $28,000, respectively. In 2000,
the Company also recorded an unrealized loss on trading securities. In
September 2000, the Company transferred its trading securities to its available
for sale portfolio.

         Noninterest expenses increased $2,339,000 or 31.21% for the second
quarter of 2001 over the same period in 2000. Noninterest expenses increased
$3,263,000 or 22.49% for the first six months of 2001 over the same period in
2000. The increase in noninterest expense for the second quarter and for the
first six months of 2001 was primarily due to increased salary and employee
benefits, and computer services of approximately $2,879,000, and $81,000,
respectively, offset by decreases in overhead expenses of approximately $84,000.
<PAGE>   16

         Salary and employee benefits increased primarily due to the production
volume generated by BancMortgage, which compensates staff by commissions that
are directly related to production volume, as well as annual salary
adjustments. Advantage Insurers and The Advantage Group, Inc. also expanded
into other locations during the first quarter of 2001 resulting in increases to
salary and employee benefits.

         General and administrative expenses for the second quarter of 2001
increased $284,000 or 18.80%, when compared to the second quarter of 2000.
General and administrative expenses for the first six months of 2001 increased
approximately $387,000 or 12.84% when compared to the first six months of 2000.
The increases for the first six months of 2001 are primarily due to increases
in outside services, consisting of FDIC insurance expense, Department of
Banking Exam fees, and legal and accounting fees of approximately $151,000,
increases in advertising and marketing expense of approximately $92,000,
increases in office supply expense of approximately $27,000, and increases in
other expenses of approximately $18,000.

         Income tax expense for the three months ended June 30, 2001 and 2000
was $822,000 and $302,000, respectively. Income tax expense for the first six
months ended June 30, 2001 and 2000 was $1,354,000 and $516,000, respectively.
The effective tax rate for the six months ended June 30, 2001 and 2000 was
32.49% and 28.91%, respectively.

Liquidity and Capital Resources

         Liquidity management involves the matching of the cash flow
requirements of customers, either depositors withdrawing funds or borrowers
needing loans, and the ability of the Company to meet those requirements.

         The Company's liquidity program is designed and intended to provide
guidance in funding the credit and investment activities of the Company while
at the same time ensuring that the deposit obligations of the Company are met
on a timely basis. In order to permit active and timely management of assets
and liabilities, these accounts are monitored regularly in regard to volume,
mix, and maturity.

         The Company's liquidity position depends primarily upon the liquidity
of its assets relative to its need to respond to short-term demand for funds
caused by withdrawals from deposit accounts and loan funding commitments.
Primary sources of liquidity are scheduled repayments on the Company's loans
and interest on and maturities of its investment securities. Sales of
investment securities available for sale represent another source of liquidity
to the Company. The Company may also utilize its cash and due from banks and
federal funds sold to meet liquidity requirements as needed.

         The Company also has the ability, on a short-term basis, to purchase
federal funds from other financial institutions up to $25,000,000. Presently,
the Company has made arrangements with commercial banks for short-term advances
up to $16,000,000 under a repurchase agreement line of credit of which none was
advanced at June 30, 2001. In addition, there is a total available line of
$230,833,000, which is available to the Company, subject to available
collateral, from the Federal Home Loan Bank of which approximately $107,000,000
was advanced at June 30, 2001.

         Habersham Bank's liquidity policy requires that the ratio of cash and
certain short-term investments to net withdrawable deposit accounts be at least
20%. The Bank's liquidity ratios at June 30, 2001 and 2000 were 21.28% and
18.57%, respectively.







<PAGE>   17
         At June 30, 2001, Habersham Bancorp and Habersham Bank were required
to have minimum Tier 1 and total capital ratios of 4% and 8%, respectively.
Additionally, the Company and the Bank are required to maintain a leverage
ratio (Tier 1 capital to average assets) of at least 4%. The Company and the
Bank's ratios at June 30, 2001 follow:

<Table>
<Caption>
                                    Habersham               Habersham
                                      Bank                   Bancorp
             <S>                    <C>                     <C>
             Tier 1                  11.00%                  11.00%
             Total Capital           12.03%                  12.03%
             Leverage                 6.84%                   6.88%
</Table>

Interest Rate Sensitivity

         The objective of asset and liability management is to manage and
measure the level and volatility of earnings and capital by controlling interest
rate risk. To accomplish this objective, management makes use of interest rate
and income simulation models to perform current and dynamic projections of
interest income and equity, as well as more traditional asset and liability
management methods.

         The Company's historical performance in various economic climates is
considered by management in making long-term asset and liability decisions for
the Company.

         The relative interest rate sensitivity of the Company's assets and
liabilities indicates the extent to which the Company's net interest income may
be affected by interest rate movements. The Company's ability to reprice assets
and liabilities in the same dollar amounts and at the same time minimizes
interest rate risks. One method of measuring the impact of interest rate
changes on net interest income is to measure, in a number of time frames, the
interest sensitivity gap, by subtracting interest sensitive liabilities from
interest sensitive assets, as reflected in the following table. Such interest
sensitivity gap represents the risk, or opportunity, in repricing. If more
assets than liabilities are repriced at a given time in a rising rate
environment, net interest income improves; in a declining rate environment, net
interest income deteriorates. Conversely, if more liabilities than assets are
repriced while interest rates are rising, net interest income deteriorates; if
interest rates are falling, net interest income improves.
<PAGE>   18

         The interest rate sensitivity analysis, calculated as of June 30, 2001,
below has a three month negative gap of approximately $43 million (interest
bearing liabilities exceeding interest earning assets repricing within three
months).

<TABLE>
                                                 DUE IN          DUE AFTER         DUE AFTER      DUE AFTER    DUE AFTER    TOTAL
                                                 THREE         THREE THROUGH      SIX THROUGH    ONE THROUGH     FIVE
                                                 MONTHS          SIX MONTHS      TWELVE MONTHS    FIVE YEARS     YEARS
<S>                                           <C>              <C>               <C>             <C>           <C>         <C>
INTEREST EARNING ASSETS:
 Investment securities....................         1,434                 105           1,540         7,529        43,564     54,172
 Loans....................................       175,199              27,649          41,134        92,090       123,762    459,834
                                              ----------       -------------     -----------     ---------     ---------   --------
  Total interest earning assets...........       176,633              27,754          42,674        99,619       167,326    514,006

INTEREST BEARING LIABILITIES:
 Deposits
  Money Market and NOW....................        47,503                  --              --            --            --     47,503
  Savings.................................         7,616                  --              --            --            --      7,616
  Certificates of deposit.................        62,543              72,508          76,536        51,508            --    263,095
 Borrowings...............................       102,102                  89             177        13,645        21,950    137,963
                                              ----------       -------------     -----------     ---------     ---------   --------
  Total interest bearing liabilities......       219,764              72,597          76,713        65,153        21,950    456,177

Excess (deficiency) of interest earning
 assets over (to) interest bearing
 liabilities..............................    $  (43,131)      $     (44,843)    $   (34,039)    $  34,466     $ 145,376   $ 57,829
                                              ==========       =============     ===========     =========     =========   ========

Cumulative gap............................    $  (43,131)      $     (87,974)    $  (122,013)    $ (87,547)    $  57,829

Ratio of cumulative gap to total
 cumulative earning assets................        (24.42)%            (43.04)%        (49.39)%      (25.25)%       11.25%

Ratio of cumulative interest earning
 assets to cumulative interest bearing
 liabilities..............................         80.37%              69.91%          66.94%        79.84%       112.68%
</TABLE>

         Management strives to maintain the ratio of cumulative interest earning
assets to cumulative interest bearing liabilities within a range of 60% to 140%.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

         As of June 30, 2001, there were no substantial changes from the
interest rate sensitivity analysis or the sensitivity of market value of
portfolio equity for various changes in interest rates calculated as of
December 31, 2000. The foregoing disclosures related to the market risk of the
Company should be read in conjunction with the Company's audited consolidated
financial statements, related notes and management's discussion and analysis
of financial condition and results of operations for the year ended December 31,
2000 included in the Company's 2000 Annual Report on Form 10K.

<PAGE>   19

PART II
OTHER INFORMATION

Item 1.  Legal proceedings.
                  None

Item 2.  Changes in securities.
                  None

Item 3.  Defaults upon senior securities.
                  None

Item 4.  Submission of matters to a vote of security holders.
         (a) The regular annual meeting of the shareholders of the Company was
             held on April 21, 2001.

         (b) The business conducted at the meeting included the election of the
             Board of Directors. The Directors elected at the meeting were:
             Edward D. Ariail, Thomas A. Arrendale, Jr., Thomas A. Arrendale,
             III., Michael C. Martin, James E. McCollum, James A. Stapleton,
             Jr., David D. Stovall, and Calvin R. Wilbanks.

At the registrant's Annual Meeting of Shareholders on April 21, 2001, the
shareholders elected directors to serve for a term of one year or until their
successors are duly qualified and elected. The following table sets forth the
number of votes cast and withheld with respect to each nominated director.
Abstentions and broker non-votes are also listed for each nominee.

<Table>
<Caption>
Name                       Votes For         Votes Withheld    Abstention & Non-Votes
<S>                        <C>               <C>               <C>
Edward D. Ariail           2,313,651               801                 3,500
Thomas A. Arrendale, Jr.   2,313,651               801                 3,500
Thomas A. Arrendale, III   2,313,651               801                 3,500
Michael C. Martin          2,313,651               801                 3,500
James E. McCollum          2,313,651               801                 3,500
James A. Stapleton, Jr.    2,313,651               801                 3,500
David D. Stovall           2,313,651               801                 3,500
Calvin R. Wilbanks         2,313,651               801                 3,500
</Table>

Item 5.  Other information.
                  None

Item 6.  Exhibits, list and reports on Form 8-K

         (a) The registrant submits herewith as exhibits to this report on Form
10-Q the exhibits required by Item 601 of Regulation S-K, subject to Rule 12b-32
under the Securities Exchange Act of 1934.
<PAGE>   20

<Table>
<Caption>
Exhibit No.                                  Document
-----------                                  --------
<S>               <C>
   3.1            Amended and restated Articles of Incorporation of Habersham Bancorp, as
                  amended by amendments executed as of April 16, 1988 and April 17, 1995 (1) and
                  as further amended by amendment executed as of April 15, 2000. (2)

   3.2            By-laws of Habersham Bancorp, as amended as of November 20, 1989
                  (3) and as of March 16, 1991. (4)

  10.1*           Habersham Bancorp Savings Investment Plan, as amended and
                  restated March 17, 1990, and the related Trust Agreements, as
                  amended March 17, 1990. (3)

  10.2*           Habersham Bancorp Incentive Stock Option Plan, as amended
                  February 26, 1994. (5)

  10.3*           Habersham Bancorp Outside Directors Stock Option Plan. (6)

  10.4*           Habersham Bancorp 1996 Incentive Stock Option Plan (7), as amended by the
                  First Amendment thereto dated January 29, 2000. (8)

  10.5*           Mortgage Banking Agreement Dated as of January 2, 1996 among Habersham
                  Bancorp, Habersham Bank, BancMortgage Financial Corp. and Robert S. Cannon and
                  Anthony L. Watts. (9)

  10.6            Option Agreement dated as of March 11, 1998 by and among Habersham Bancorp and
                  certain shareholders of Empire Bank Corp. (10)

  11.1            Computation of Earnings Per Share.
</Table>

(1)      Incorporated herein by reference to exhibit 3(a) in Amendment No. 1 to
Registrant's Registration Statement on Form S-4 (Regis. No. 33-57915).

(2)      Incorporated herein by reference to exhibit of same number in the
Registrant's Annual Report on Form 10-K for the year ended December 31, 2000
(File No. 0-13153).

(3)      Incorporated herein by reference to exhibit of the same number in the
Registrant's Annual Report on Form 10-K for the year ended December 31, 1989
(File No. 0-13153).

(4)      Incorporated herein by reference to exhibit of same number in the
Registrant's Annual Report on Form 10-K for the year ended December 31, 1991
(File No. 0-13153).

(5)      Incorporated herein by reference to exhibit of same number in the
Registrant's Annual Report on Form 10-KSB for the year ended December 31, 1993
(File No. 0-13153).

(6)      Incorporated herein by reference to exhibit of same number in the
Registrant's Annual Report on Form 10-KSB for the year ended December 31, 1994
(File No. 0-13153).

(7)      Incorporated herein by reference to exhibit of same number in the
Registrant's Annual Report on Form 10-KSB for the year ended December 31, 1995
(File No. 0-13153).

(8)      Incorporated herein by reference to exhibit of same number in the
Registrant's Annual Report on Form 10-K for the year ended December 31, 1999
(File No. 0-13153).

<PAGE>   21
(9)      Incorporated herein by reference to exhibit of same number in the
Registrant's Annual Report on Form 10-KSB for the year ended December 31, 1997
(File No. 0-13153).

(10)     Incorporated herein by reference to exhibit of same number in the
Registrant's Annual Report on Form 10-Q for the quarter ended June 30, 1998
(File No. 0-13153).

* Indicates the Registrant's plans, management contracts and compensatory
arrangements.



                                   SIGNATURES

         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.

                           HABERSHAM BANCORP
                             (Registrant)

Date August 13, 2001        /s/ Annette Banks
                           -----------------
                           Chief Financial Officer
                           (for the Registrant and as the
                           Registrant's principal financial and
                           accounting officer)