<PAGE>


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington D.C. 25049

                                    FORM 10-Q

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

         For the quarterly period ended       March 31, 2002
                                        -----------------------------------

                                       OR

[ ]      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 000-23465

                          Coddle Creek Financial Corp.
                          ----------------------------
             (Exact name of registrant as specified in its charter)

            North Carolina                            56-2045998
            --------------                            ----------
   (State or other jurisdiction of        (I.R.S. Employer Identification No.)
    incorporation or organization)

                    347 North Main Street/Post Office Box 117
                        Mooresville, North Carolina 28115
                        ---------------------------------
               (Address of principal executive offices) (Zip code)

                                 (704) 664-4888
                                 --------------
                           (Issuer's telephone number)

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

Indicate by check |X| whether the issuer (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 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

As of May 13, 2002 there were issued and outstanding 699,156 shares of the
Registrant's common stock, no par value.

<PAGE>

                   CODDLE CREEK FINANCIAL CORP. AND SUBSIDIARY

                                      INDEX

<TABLE>
<CAPTION>

PART I.    FINANCIAL INFORMATION                                                                Page
                                                                                                ----
<S>  <C>
   Item 1.    Financial Statements

   Condensed Consolidated Statements of Financial Condition as of
      March 31, 2002 (Unaudited) and December 31, 2001                                         1 - 2

   Condensed Consolidated Statements of Operations and Comprehensive Income for
      the Three Months Ended March 31, 2002 and 2001 (Unaudited)                                   3

   Condensed Consolidated Statements of Cash Flows for the Three Months
      Ended March 31, 2002 and 2001 (Unaudited)                                                4 - 5

   Notes to Condensed Consolidated Financial Statements (Unaudited)                            6 - 8

   Item 2.    Management's Discussion and Analysis of Financial Condition and
                  Results of Operations                                                       9 - 14

   Item 3.     Quantitative and Qualitative Disclosures about Market Risk                         14

PART II.    OTHER INFORMATION

   Item 1.     Legal Proceedings                                                                  15
   Item 2.     Changes in Securities and Use of Proceeds                                          15
   Item 3.     Defaults Upon Senior Securities                                                    15
   Item 4.     Submission of Matters to a Vote of Security Holders                                15
   Item 5.     Other Information                                                                  15
   Item 6.     Exhibits and Reports on Form 8-K                                              15 - 18

   Signatures                                                                                19 - 20
</TABLE>

This Form 10-Q contains forward-looking statements consisting of estimates with
respect to the financial condition, results of operations and other business of
Coddle Creek Financial Corp. that are subject to various factors which could
cause actual results to differ materially from those estimates. Factors which
could influence the estimates include changes in the national, regional and
local market conditions, legislative and regulatory conditions, and an adverse
interest rate environment.

<PAGE>

CODDLE CREEK FINANCIAL CORP. AND SUBSIDIARY


CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
March 31, 2002 and December 31, 2001

<TABLE>
<CAPTION>

                                                        March 31,          December 31,
ASSETS                                                    2002                 2001
----------------------------------------------------------------------------------------
                                                       (Unaudited)            (Note)
<S>  <C>
Cash
  Interest-bearing deposits                            $ 13,876,000        $ 20,869,000
  Noninterest-bearing deposits and cash on hand             426,000             504,000
Certificates of deposit                                     100,000             100,000
Securities available for sale                             1,350,000           2,088,000
Securities held to maturity                               1,030,000           1,180,000
Federal Home Loan Bank stock                              1,241,000           1,241,000
Loans receivable, net                                   116,973,000         119,066,000
Office properties and equipment, net                        932,000             964,000
Accrued interest receivable:
  Investment securities                                     113,000              59,000
  Loans receivable                                          888,000             690,000
Cash value of life insurance                              1,531,000           1,538,000
Deferred income taxes                                     1,367,000           1,362,000
Income tax refund receivable                                      -             110,000
Prepaid expenses and other assets                            93,000              78,000
                                                       --------------------------------
    Total assets                                       $139,920,000        $149,849,000
                                                       ================================
</TABLE>

NOTE:  The Condensed Consolidated Statement of Financial Condition as of
       December 31, 2001 has been taken from the audited financial statements at
       that date.

See Notes to Condensed Consolidated Financial Statements.

                                        1

<PAGE>

CODDLE CREEK FINANCIAL CORP. AND SUBSIDIARY


CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
March 31, 2002 and December 31, 2001

<TABLE>
<CAPTION>

                                                                           March 31,         December 31,
LIABILITIES AND STOCKHOLDERS' EQUITY                                         2002                 2001
----------------------------------------------------------------------------------------------------------
                                                                          (Unaudited)            (Note)
<S>  <C>
Liabilities:
  Deposits                                                              $ 110,151,000        $112,899,000
  Note payable                                                                      -          12,700,000
  Federal Home Loan Bank advances                                           5,000,000                   -
  Advances from borrowers for taxes and insurance                             149,000              94,000
  Accounts payable and other liabilities                                      832,000             592,000
  Income tax payable                                                           42,000                   -
  Deferred compensation                                                     2,626,000           2,566,000
                                                                        ----------------------------------
                Total liabilities                                         118,800,000         128,851,000
                                                                        ----------------------------------
Commitments
Stockholders' Equity

  Preferred stock, authorized 5,000,000 shares; none issued                         -                   -
  Common stock, no par value, authorized 20,000,000 shares;
    issued 699,156 shares                                                           -                   -
  Additional paid-in capital                                                9,764,000           9,816,000
  Accumulated other comprehensive income (loss)                                15,000              23,000
  Unearned ESOP shares                                                     (3,107,000)         (3,107,000)
  Management recognition plan                                                  (2,000)             (2,000)
  Unearned compensation                                                    (1,739,000)         (1,780,000)
  Retained earnings, substantially restricted                              16,189,000          16,048,000
                                                                        ----------------------------------
                Total stockholders' equity                                 21,120,000          20,998,000
                                                                        ----------------------------------
                Total liabilities and stockholders' equity              $ 139,920,000        $149,849,000
                                                                        ==================================
</TABLE>

                                        2

<PAGE>

CODDLE CREEK FINANCIAL CORP. AND SUBSIDIARY

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
For the Three Months Ended March 31, 2002 and 2001

<TABLE>
<CAPTION>

                                                                                  2002                 2001
---------------------------------------------------------------------------------------------------------------
                                                                                        (Unaudited)
<S> <C>
Interest income:
  Loans                                                                       $ 2,416,000          $ 2,656,000
  Investment securities                                                            49,000               57,000
  Other                                                                            50,000              179,000
                                                                             ----------------------------------
                                                                                2,515,000            2,892,000
Interest expense:
  Deposits                                                                        987,000            1,443,000
  Federal Home Loan Bank advances and note payable                                 20,000              341,000
                                                                             ----------------------------------
                                                                                1,007,000            1,784,000
                                                                             ----------------------------------
        Net interest income                                                     1,508,000            1,108,000
Provision for loan losses                                                               -                    -
                                                                             ----------------------------------
        Net interest income after provision for loan losses                     1,508,000            1,108,000
                                                                             ----------------------------------
Noninterest income                                                                 59,000               60,000
                                                                             ----------------------------------
Noninterest expenses:
  Compensation and employee benefits                                              742,000            1,907,000
  Net occupancy                                                                    79,000               81,000
  Deposit insurance premiums                                                        5,000               10,000
  Data processing                                                                  80,000               52,000
  Other                                                                           201,000              211,000
                                                                             ----------------------------------
                                                                                1,107,000            2,261,000
                                                                             ----------------------------------
        Income (loss) before income taxes (benefit)                               460,000           (1,093,000)
Income taxes (benefit)                                                            166,000             (400,000)
                                                                             ----------------------------------
        Net income (loss)                                                         294,000             (693,000)
Other comprehensive income, unrealized holding gains arising
  during the period, net of tax                                                     8,000               21,000
                                                                             ----------------------------------
        Comprehensive income (loss)                                           $   302,000          $  (672,000)
                                                                             ==================================

Basic earnings (loss) per share                                               $      0.48          $     (1.09)
                                                                             ==================================
Diluted earnings (loss) per share                                             $      0.48          $     (1.09)
                                                                             ==================================
Dividends per share                                                           $         -          $         -
                                                                             ==================================
Return of capital dividend per share                                          $         -          $     20.00
                                                                             ==================================
</TABLE>

See Notes to Condensed Consolidated Financial Statements.


                                        3

<PAGE>

CODDLE CREEK FINANCIAL CORP. AND SUBSIDIARY


CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended March 31, 2002 and 2001

<TABLE>
<CAPTION>

                                                                                         2002               2001
-------------------------------------------------------------------------------------------------------------------
                                                                                               (Unaudited)
<S>  <C>
Cash Flows From Operating Activities

  Net income (loss)                                                                 $    294,000      $   (693,000)
  Adjustments to reconcile net income (loss) to cash
  provided by (used in) operating activities:
  Provision for depreciation                                                              32,000            34,000
  Provision for deferred income taxes                                                     (5,000)                -
  Vesting of management recognition plan                                                       -            92,000
  ESOP contribution                                                                      (53,000)          (76,000)
  Amortization of unearned compensation                                                   41,000            32,000
  Changes in assets and liabilities:
    (Increase) decrease in:
      Interest receivable                                                               (252,000)           43,000
      Cash value of life insurance                                                         7,000             1,000
      Income tax refund claim receivable                                                 110,000          (487,000)
      Prepaid expenses and other assets                                                  (16,000)            6,000
    Increase in:
      Accounts payable and other liabilities                                             240,000            89,000
      Deferred compensation                                                               60,000            11,000
                                                                            ---------------------------------------
        Net cash provided by (used in) operating activities                              458,000          (948,000)
                                                                            ---------------------------------------
Cash Flows From Investing Activities

  Net decrease in investments                                                            882,000           966,000
  Net decrease in loans receivable                                                     2,093,000         3,175,000
  Principal payment received on note receivable from ESOP                                      -            26,000
                                                                            ---------------------------------------
        Net cash provided by investing activities                                      2,975,000         4,167,000
                                                                            ---------------------------------------
Cash Flows From Financing Activities

  Net increase (decrease) in deposits                                                 (2,748,000)        7,907,000
  Proceeds from Federal Home Loan Bank advances                                        5,000,000                 -
  Payments on note payable                                                           (12,700,000)       (2,000,000)
  Proceeds on note payable                                                                     -        12,000,000
  Increase in advances from borrowers for taxes and insurance                             55,000            71,000
  Increase in income tax payable                                                          42,000                 -
  Cash dividends paid                                                                   (153,000)      (14,354,000)
                                                                            ---------------------------------------
        Net cash provided by (used in) financing activities                          (10,504,000)        3,624,000
                                                                            ---------------------------------------
        Net increase (decrease) in cash and cash equivalents                          (7,071,000)        6,843,000
Cash and cash equivalents:
  Beginning                                                                           21,373,000        10,812,000
                                                                            ---------------------------------------
  Ending                                                                            $ 14,302,000      $ 17,655,000
                                                                            =======================================
</TABLE>

                                   (Continued)

                                        4

<PAGE>

CODDLE CREEK FINANCIAL CORP. AND SUBSIDIARY


CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
Three Months Ended March 31, 2002 and 2001

<TABLE>
<CAPTION>

                                                                                         2002               2001
-------------------------------------------------------------------------------------------------------------------
                                                                                              (Unaudited)
<S>  <C>
Supplemental Disclosures of Cash Flow Information
  Cash payments for:
    Interest                                                                           $ 999,000       $ 1,777,000
    Income taxes                                                                          56,000            87,000

  Change in accrued dividends                                                          $       -       $  (371,000)
</TABLE>

See Notes to Condensed Consolidated Financial Statements.

                                        5

<PAGE>

CODDLE CREEK FINANCIAL CORP. AND SUBSIDIARY


NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

--------------------------------------------------------------------------------

Note 1.  Nature of Business

On December 30, 1997, pursuant to a Plan of Conversion which was approved by it
members and regulators, Mooresville Savings Bank, Inc., SSB (the "Bank" or
"Mooresville Savings") converted from a North Carolina-chartered mutual savings
bank to a North Carolina-chartered stock savings bank (the "Conversion") and
became a wholly-owned subsidiary of Coddle Creek Financial Corp. (the
"Company"). Coddle Creek was formed to acquire all of the common stock of the
Bank upon its conversion to stock form. The Company has no operations and
conducts no business of its own other than owning Mooresville Savings, investing
its portion of the net proceeds received in the Conversion, and lending funds to
the Employee Stock Ownership Plan (the "ESOP"), which was established in
connection with the Conversion.

Mooresville Savings' results of operations depend primarily on its net interest
income, which is the difference between interest income from interest-earning
assets and interest expense on interest-bearing liabilities. The Bank's
operations are also affected by non-interest income, such as miscellaneous
income from loans, customer deposit account service charges, and other sources
of revenue. The Bank's principal operating expenses, aside from interest
expense, consist of compensation and associated benefits, occupancy costs,
furniture and fixture expense, data processing charges, and other general and
administrative expenses.

Concurrent with the Conversion, and pursuant to North Carolina regulations, the
Bank established a liquidation account in an amount equal to its net worth as
reflected in its statement of financial condition contained in the prospectus
used in connection with the Company's initial public offering. The liquidation
account will be maintained for the benefit of eligible deposit account holders
who continue to maintain their deposit accounts in the Bank after Conversion.
Only in the event of a complete liquidation of the Company will each deposit
account holder be entitled to receive a liquidation distribution from the
liquidation account in the amount of the then current adjusted subaccount
balance for deposit accounts then held before any liquidation distribution may
be made with respect to common stock. Dividends paid by the Bank subsequent to
the Conversion cannot be paid from this liquidation account.

The Bank may not declare or pay a cash dividend on or repurchase any of its
common stock if its net worth would thereby be reduced below either the
aggregate amount then required for the liquidation account or the minimum
regulatory capital requirements imposed by federal and state regulations. For a
period of five years after its Conversion, the Bank must obtain written approval
from the Administrator of the North Carolina Savings Institutions Division
before declaring or paying a cash dividend on its common stock in an amount in
excess of one-half of the greater of (i) the Bank's net income for the most
recent fiscal year end, or (ii) the average of the Bank's net income after
dividends for the most recent year end and not more than two of the immediately
preceding fiscal year ends.

On January 2, 2001, the Board of Directors of the Company declared a special
return of capital dividend of $20.00 per share for stockholders of record as of
January 19, 2000 and payable on January 24, 2001. The ESOP purchased 40,327
additional shares with proceeds from the 2001 return of capital dividend in
2001.

                                        6

<PAGE>

CODDLE CREEK FINANCIAL CORP. AND SUBSIDIARY


NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

--------------------------------------------------------------------------------

Note 2.  Basis of Presentation

The accompanying unaudited financial statements (except for the statement of
financial condition at December 31, 2001, which is from audited financial
statements at that date) have been prepared in accordance with accounting
principles generally accepted in the United States of America for interim
financial information and with the instructions to Form 10-Q and Regulation S-X.
Accordingly, they do not include all of the information and footnotes required
by accounting principles generally accepted in the United States of America for
complete financial statements. In the opinion of management, all adjustments
(none of which were other than normal recurring accruals) necessary for a fair
presentation of the financial position and results of operations for the periods
presented have been included. The results of operations for the three month
period ended March 31, 2002 are not necessarily indicative of the results of
operations that may be expected for the year ended December 31, 2002. The
accounting policies followed are as set forth in Note 1 of the Notes to
Consolidated Financial Statements in the 2001 Annual Report to Shareholders of
the Company.

Note 3.  Earnings Per Share

Earnings per share has been calculated in accordance with Financial Accounting
Standards Board Statement No. 128, Earnings Per Share, and Statement of Position
93-6, Employers' Accounting for Employee Stock Ownership Plans. For purposes of
this computation, the number of shares of common stock purchased by the Bank's
ESOP which have not been allocated to participant accounts are not assumed to be
outstanding. Options to purchase 58,131 shares of common stock at $31.00 per
share were outstanding during the first quarter of 2002 and 2001, and because
the average market price is lower than the exercise price of $31.00, the
incremental shares are not considered dilutive and are not included in the
calculation of dilutive earnings per share.

The following are reconciliations of the amounts used in the per share
calculations for 2002 and 2001:

                                          For the Three Months Ended
                                            March 31, 2002 and 2001
                                 ----------------------------------------------
                                                     Weighted
                                                     Average
                                       Income         Shares         Per Share
                                    (Numerator)   (Denominator)        Amount
                                 ----------------------------------------------

Basic and diluted EPS for 2002      $ 294,000         612,542          $ 0.48
Basic and diluted EPS for 2001       (693,000)        637,373           (1.09)

                                        7

<PAGE>
CODDLE CREEK FINANCIAL CORP. AND SUBSIDIARY


NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

--------------------------------------------------------------------------------

Note 4.  Stock Option and Management Recognition Plans

The Company's stockholders approved the Company's Stock Option Plan and the
Bank's Management Recognition Plan (the "MRP") on January 26, 2000. The Stock
Option Plan reserves for issuance up to 67,447 stock options to officers,
directors, and employees at the time of the adoption either in the form of
incentive stock options or non-incentive stock options. The exercise price of
the stock options may not be less than the fair value of the Company's common
stock at date of grant, as adjusted for the stock splits and dividends affecting
market value. As permitted under generally accepted accounting principles,
grants under the plan will be accounted for following the provisions of APB
Opinion No. 25 and its related interpretations. At March 31, 2002, 58,131
options have been granted at an exercise price of $31.00, of which 46,125
options are currently exercisable. No options have been exercised to date, and
all options granted are outstanding at March 31, 2002. During the quarter ending
March 31, 2001, simultaneous with the payment of the $20 per share special
dividend to shareholders, all officers, directors and employees holding options
received an option bonus of $20 per option share resulting in a one time
recorded compensation expense of $1.2 million.

The MRP reserved for issuance 26,979 shares of common stock to officers,
directors, and employees at the time of the adoption. The Bank issued 24,281
shares and 400 shares from authorized but unissued common stock to fund the MRP
on January 26, 1999 and January 26, 2000, respectively. The restricted common
stock under the MRP vests 25% at the date of grant and 25% annually beginning on
the one year anniversary of the date of grant. The Company recorded compensation
expense in the amount of $235,000 during the first quarter of 2001 for the
special $20 per share return of capital dividend that was paid to holders of
unvested MRP shares.

Note 5.  Note Payable and Federal Home Loan Bank Advances

In January 2001, the Company borrowed funds from an outside bank primarily to
fund the special return of capital dividend. During the quarter ending March 31,
2002, the Company paid the note balance in full in the amount of $12,700,000.

The Bank has an outstanding advance from the Federal Home Loan Bank in the
amount of $5,000,000 which bears interest at 2.33% per annum and is due
September 2002.

                                        8

<PAGE>

CODDLE CREEK FINANCIAL CORP. AND SUBSIDIARY

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

--------------------------------------------------------------------------------

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

At March 31, 2002 and December 31, 2001 total assets amounted to $140.0 million
and $149.9 million, respectively. Loans receivable, net, decreased from $119.1
million at December 31, 2001 to $117.0 million at March 31, 2002, a $2.1 million
decrease. Deposits decreased $2.7 million from $113.0 million at December 31,
2001 to $110.3 million at March 31, 2002. Investment securities decreased
$900,000 million from $4.6 million at December 31, 2001 to $3.7 million at March
31, 2002 due to maturities of securities during the first quarter of 2002.
Stockholders' equity increased by $100,000 million for the three months ended
March 31, 2002. This increase is due to net income of $300,000 million offset by
the payment of a dividend of $200,000 million paid during the first quarter of
2002. The Company's liquidity position declined during the quarter as cash and
cash equivalents decreased $7.0 million to $14.4 million at March 31, 2002 from
$21.4 million at December 31, 2001. This decrease is a result of the decrease in
loans, investments and payment on the note payable offset by a decrease in
savings deposits and additional proceeds from advances from the FHLB.

The Bank's level of nonperforming loans, defined as loans past due 90 days or
more, has historically been and continues to be low as a percentage of total
loans outstanding. The Bank had $2.8 million of loans outstanding which were
delinquent more than 90 days at March 31, 2002, compared to $1.6 million at
December 31, 2001. This increase is due to slower customer payments and the
addition of few large dollar loans into this delinquency category. Based on
management's analysis of the adequacy of the allowance for loan losses, the
composition of the loan portfolio, the credit risk inherent in the portfolio and
historical loan loss experience, the allowance for loan losses is $900,000
million at March 31, 2002 and at December 31, 2001. Management believes the
allowance to be adequate to absorb any future losses in the portfolio. See loan
analysis on pages 11 and 12.

At March 31, 2002, the Company's capital amounted to $21.1 million, which as a
percentage of total consolidated assets was 15%, and was in excess of the
regulatory capital requirements at such date.

Comparison of Operating Results for the Three Months Ended March 31, 2002 and
2001:

General. Net income (loss) for the three months ended March 31, 2002 was
$294,000 compared to ($693,000) during the same quarter in 2001. Compensation
expense decreased during the three months ended March 31, 2002 as $1.2 million
was paid in bonuses to officers, directors and employees holding options under
the Company's stock option plan and $235,000 was expensed due to dividends paid
on unvested MRP shares during the same quarter in 2001.

Interest income. Interest income decreased by $400,000 million from $2.9 million
for the three months ended March 31, 2001 to $2.5 million for the three months
ended March 31, 2002. The decrease is primarily due to an decrease in the
average balance of interest-earning assets during the first quarter of 2002 as
compared to 2001. Approximately 96% of the Bank's assets were interest-earning
at March 31, 2002, and approximately 84% of such interest-earning assets were
held in the form of loans receivable.

                                        9

<PAGE>

CODDLE CREEK FINANCIAL CORP. AND SUBSIDIARY

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

--------------------------------------------------------------------------------

Interest expense. Interest expense decreased by $800,000 million from $1.8
million during the three months ended March 31, 2001 to $1.0 million for the
three months ended March 31, 2002. The decrease is due in part to lower interest
rates paid on interest-bearing liabilities outstanding during the first quarter
of 2002 in comparison to the same quarter a year earlier. Decreases in average
interest bearing liabilities balances resulted in part to the payment of the
note payable in full during the first quarter of 2002.

Net interest income. Net interest income increased by $.5 million from $1.1
million for the three months ended March 31, 2001 to $1.6 million for the three
months ended March 31, 2002, primarily due to the decrease in interest expense
discussed above.

Provision for loan losses. The Bank did not make any loan loss provisions during
the quarters ended March 31, 2002 and 2001. Provisions, which are charged to
operations, and the resulting loan loss allowances, are amounts the Bank's
management believes will be adequate to absorb losses on existing loans that may
become uncollectible. Loans are charged off against the allowance when
management believes that collectibility is unlikely. The evaluation to increase
or decrease the provision and resulting allowances is based both on prior loan
loss experience and other factors, such as changes in the nature and volume of
the loan portfolio, overall portfolio quality, and current economic conditions.

The Bank's level of nonperforming loans has remained consistently low in
relation to prior periods and total loans outstanding. At March 31, 2002, the
Bank's level of general valuation allowances for loan losses amounted to
$892,000, which management believes is adequate to absorb potential losses in
its loan portfolio.

Non-interest expense. Non-interest expense decreased from $2.3 to $1.1 million
for the three months ended March 31, 2001 compared to 2002. Compensation expense
decreased by $1.2 million from 2001 to 2002 due primarily to the decrease in MRP
expense related to the special dividends paid on unvested MRP shares ($235,000)
and option bonuses ($1.1 million) paid to all option holders during 2001. All
other categories of non-interest expense fluctuated by insignificant amounts
between the two periods.

                                       10

<PAGE>

CODDLE CREEK FINANCIAL CORP. AND SUBSIDIARY

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

--------------------------------------------------------------------------------
Loans Receivable Breakdown

<TABLE>
<CAPTION>

                                            March 31,                             December 31,
                                ------------------------------------------------------------------------------------
                                              2002                        2001                      2000
                                ------------------------------------------------------------------------------------
                                                 Percentage                  Percentage                  Percentage
                                     Amount        of Total      Amount       of Total       Amount       of Total
                                ------------------------------------------------------------------------------------
<S> <C>
Real estate loans:
  One-to-four family residential    $102,750,000      87.84%   $ 100,697,000     84.57%    $ 109,631,000     84.00%
  Multi-family residential             1,018,000        0.87       1,002,000       0.84          909,000       0.70
  Nonresidential                       2,620,000        2.24       3,563,000       2.99        3,857,000       2.95
  Construction                           720,000        0.61       4,126,000       3.47        6,970,000       5.34
  Equity line                         10,101,000        8.64      10,079,000       8.46       10,088,000       7.73
                                ------------------------------------------------------------------------------------
        Total real estate loans      117,209,000      100.20     119,467,000     100.33      131,455,000     100.72
                                ------------------------------------------------------------------------------------
Consumer Loans:
  Installment loans                    2,500,000        2.14       2,394,000       2.01        2,455,000       1.88
  Other                                  731,000        0.62         864,000       0.73        1,144,000       0.88
                                ------------------------------------------------------------------------------------
        Total consumer loans           3,231,000        2.76       3,258,000       2.74        3,599,000       2.76
                                ------------------------------------------------------------------------------------
        Total gross loans            120,440,000      102.96     122,725,000     103.07      135,054,000     103.48
                                ------------------------------------------------------------------------------------
Less:
  Construction loans in process       (1,771,000)      (1.51)     (1,938,000)     (1.63)      (2,672,000)     (2.05)
  Net deferred loan fees                (804,000)      (0.69)       (825,000)      0.69         (959,000)     (0.74)
  Allowance for loan losses             (892,000)      (0.76)       (896,000)     (0.75)        (905,000)     (0.69)
                                ------------------------------------------------------------------------------------
                                      (3,467,000)      (2.96)     (3,659,000)      3.07       (4,536,000)     (3.48)
                                ------------------------------------------------------------------------------------
                                    $116,973,000     100.00%   $ 119,066,000    100.00%    $ 130,518,000    100.00%
                                ====================================================================================
</TABLE>

                                       11

<PAGE>

CODDLE CREEK FINANCIAL CORP. AND SUBSIDIARY

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

--------------------------------------------------------------------------------

Analysis of Loan Losses

<TABLE>
<CAPTION>


                                                Three Months
                                                    Ended                    Years Ended December 31,
                                                  March 31,     ----------------------------------------------------
                                                    2002              2001              2000             1999
                                              ----------------------------------------------------------------------
<S>  <C>
Balance at beginning of year                          $ 896,000         $ 905,000        $ 898,000        $ 895,000
                                              ----------------------------------------------------------------------
  Loans charged off:
    Real Estate                                              -                 -                -                -
    Consumer                                             (4,000)           (9,000)              -                -
                                              ----------------------------------------------------------------------
        Total loans charged off                          (4,000)           (9,000)              -                -
                                              ----------------------------------------------------------------------
    Recoveries:
      Real Estate                                            -                               7,000            3,000
      Consumer                                               -                 -                -                -
                                              ----------------------------------------------------------------------
        Total recoveries                                     -                 -             7,000            3,000
                                              ----------------------------------------------------------------------
    Provision for loan losses                                -                 -                -                -
                                              ----------------------------------------------------------------------
Balance at end of year                                $ 892,000         $ 896,000        $ 905,000        $ 898,000
                                              ======================================================================
Ratio of net charge-offs to
  average loans outstanding                                0.00%             0.01%            0.00%            0.00%
                                              ======================================================================
</TABLE>

<TABLE>
<CAPTION>

                                                                                  At December 31,
                                                  March 31,     ----------------------------------------------------
                                                    2002              2001              2000             1999
                                              ----------------------------------------------------------------------
<S>  <C>
Nonaccrual loans                                   $  2,770,000      $    985,000     $  1,436,000     $  1,237,000
Accruing loans past due 90 days or more                  53,000           636,000          657,000          145,000
Troubled debt restructuring

Foreclosed real estate                                        -                 -                -           65,000
                                              ----------------------------------------------------------------------
Total nonperforming assets                         $  2,823,000      $  1,621,000     $  2,093,000     $  1,447,000
                                              ======================================================================

Nonperforming loans to total gross loans                   2.34%             1.32%            1.55%            1.06%
                                              ======================================================================

Nonperforming assets to total assets                       2.02%             1.08%            1.38%            1.01%
                                              ======================================================================

Total assets                                       $139,920,000      $149,849,000     $151,732,000     $143,867,000

Total gross loans                                  $120,440,000      $122,725,000     $135,054,000     $130,523,000

</TABLE>

                                       12

<PAGE>

CODDLE CREEK FINANCIAL CORP. AND SUBSIDIARY

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

--------------------------------------------------------------------------------

Net Interest Income

The following table provides information concerning the Bank's yields on
interest earning assets and cost of funds on interest-bearing liabilities for
the three months ended March 31, 2002 and the year ended December 31, 2001.

<TABLE>
<CAPTION>

                                    At March 31, |     For the Three Months Ended  |        For the Year Ended
                                        2002     |           March 31, 2002        |         December 31, 2001
                                    --------------------------------------------------------------------------------
                                       Average   |                        Average  |                       Average
                                       Yield/    |  Average               Yield/   |  Average               Yield/
                                        Rate     |  Balance    Interest    Rate*   |  Balance    Interest    Rate
                                    --------------------------------------------------------------------------------
<S>  <C>
Interest-earning assets:                         |                                 |
  Interest-bearing deposits             1.80%    |   $  13,706   $    50     1.46% |  $  18,591    $   636    3.42%
  Investments                           5.22%    |       3,819        49     5.13% |      4,141        229    5.53%
  Loans receivable, net                 7.28%    |     119,111     2,416     8.11% |    126,570     10,024    7.92%
                                                 |-----------------------          |-----------------------
  Total interest-earning assets         6.67%    |     136,636     2,515     7.36% |    149,302     10,889    7.29%
Other assets                                     |       4,185                     |      5,433
                                                 |-------------                    |------------
  Total assets                                   |   $ 140,821                     |  $ 154,735
                                                 |=============                    |============
                                                 |                                 |
Interest-bearing liabilities:                    |                                 |
  NOW and Money market                  1.74%    |   $  27,433   $   116     1.69% |  $  24,438    $   650    2.66%
  Passbook accounts                     1.55%    |       9,594        41     1.71% |      9,595        219    2.28%
  Certificates of deposit               4.23%    |      73,606       830     4.51% |     78,226      4,657    5.95%
  Note payable and FHLB advances        2.33%    |       5,257        20     1.52% |     16,942        971    5.73%
                                                 |-----------------------          |-----------------------
  Total interest-bearing liabilities    3.33%    |     115,890     1,007     3.48% |    129,201      6,497    5.03%
Other liabilities                                |       3,931                     |      4,833
Stockholders' equity                             |      20,901                     |     20,701
                                                 |-------------                    |------------
  Total liabilities and stockholder's            |                                 |
    equity                                       |   $ 140,722                     |  $ 154,735
                                                 |=============                    |============
                                                 |                                 |
Net interest income and interest                 |                                 |
  rate spread                           3.34%    |               $ 1,508     3.89% |               $ 4,392    2.26%
                                                 |             ==========          |            ===========
Net yield on interest-earning                    |                                 |
  assets                                         |                           4.41% |                          2.94%
Ratio of average interest-earning                |                                 |
  assets to average interest-bearing             |                                 |
  liabilities                                    |                         117.90% |                        115.56%
</TABLE>

*Annualized

                                       13

<PAGE>

CODDLE CREEK FINANCIAL CORP. AND SUBSIDIARY

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

--------------------------------------------------------------------------------

Capital Resources and Liquidity:

The term "liquidity" generally refers to an organization's ability to generate
adequate amounts of funds to meet its needs for cash. More specifically for
financial institutions, liquidity ensures that adequate funds are available to
meet deposit withdrawals, fund loan and capital expenditure commitments,
maintain reserve requirements, pay operating expenses, and provide funds for
debt service, dividends to stockholders, and other institutional commitments.
Funds are primarily provided through financial resources from operating
activities, expansion of the deposit base, borrowings, through the sale or
maturity of investments, the ability to raise equity capital, or maintenance of
shorter term interest-bearing deposits.

Mooresville Savings must maintain liquidity in the form of cash, cash
equivalents and investment securities, including mortgage-backed securities,
equal to at least 10% of total assets. The Bank's liquidity ratio at March 31,
2002 was considerably in excess of such requirements. The Bank's liquidity has
increased from December 31, 2001 in order to fund the Bank's expected loan
growth. Given its excess liquidity and its ability to borrow from the Federal
Home Loan Bank, the Bank believes that it will have sufficient funds available
to meet anticipated future loan commitments, unexpected deposit withdrawals, and
other cash requirements.

Impact of the Inflation and Changing Prices:

The financial statements and accompanying footnotes have been prepared in
accordance with accounting principles generally accepted in the United States of
America, which require the measurement of financial position and operating
results in terms of historical dollars without consideration for changes in the
relative purchasing power of money over time due to inflation. The assets and
liabilities of the Bank are primarily monetary in nature and changes in market
interest rates have a greater impact on the Bank's performance than do the
effects of inflation.

Item 3.  Quantitative and Qualitative Disclosures about Market Risk

The Company has not experienced any material changes in its portfolio risk
during the three month period ended March 31, 2002.

                                       14

<PAGE>

Part II.  OTHER INFORMATION

        Item 1.   Legal Proceedings

           The Company is not engaged in any material legal proceedings at the
           present time. From time to time, the Company is a party to legal
           proceedings within the normal course of business wherein it enforces
           its security interest in loans made by it, and other matters of a
           like kind.

        Item 2.   Changes in Securities and Use of Proceeds

           Not applicable

        Item 3.   Defaults Upon Senior Securities

           Not applicable

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

           Not applicable

        Item 5.   Other Information

           Not applicable

        Item 6.   Exhibits and Reports on Form 8-K

           (a)    Exhibits

                  Exhibit (3)(i)      Certificate of Incorporation,
                                      incorporated herein by reference to
                                      Exhibit (3)(i) to the Registration
                                      Statement on Form S-1, Registration No.
                                      333-35497, dated September 12, 1997, and
                                      amended on November 5 and 10, 1997.

                  Exhibit (3)(ii)     Bylaws, incorporated herein by
                                      reference to Exhibit (3)(ii) to the
                                      Registration Statement on Form S-1,
                                      Registration No. 333-35497, dated
                                      September 12, 1997, and amended on
                                      November 5 and 10, 1997.

                  Exhibit (4)         Specimen Stock Certificate,
                                      incorporated herein by reference to
                                      Exhibit (4) to the Registration Statement
                                      on Form S-1, Registration No. 333-35497,
                                      dated September 12, 1997, and amended on
                                      November 5 and 10, 1997.

                  Exhibit (10)(a)     Employment  Agreement  between Mooresville
                                      Savings Bank,  Inc.,  S.S.B. and George W.
                                      Brawley,  Jr. dated  December 30, 1997, as
                                      amended on December 15, 1998, incorporated
                                      herein by reference  to Exhibit 10 (a)  to
                                      the Company's Form 10-K for the year ended
                                      December 31, 1998.

                  Exhibit (10)(b)     Employment  Agreement  between Mooresville
                                      Savings  Bank,  Inc.,  S.S.B.  and Dale W.
                                      Brawley   dated   December  30,  1997,  as
                                      amended on December 15, 1998, incorporated
                                      herein by  reference  to Exhibit 10 (b) to
                                      the Company's Form 10-K for the year ended
                                      December 31, 1998.

                                       15

<PAGE>

                  Exhibit (10)(c)     Employment  Agreement  between Mooresville
                                      Savings Bank,  Inc.,  S.S.B.  and Billy R.
                                      Williams   dated  December  30,  1997,  as
                                      amended on December 15, 1998, incorporated
                                      herein by  reference  to Exhibit 10 (c) to
                                      the Company's Form 10-K for the year ended
                                      December 31, 1998.

                  Exhibit (10)(d)     Employee Stock Ownership Plan and Trust of
                                      Mooresville  Savings Bank,  Inc.,  S.S.B.,
                                      incorporated by reference to Exhibit 10(d)
                                      to the  Company's  Form  10-K for the year
                                      ended December 31, 1997.

                  Exhibit (10)(e)     Mooresville  Savings  Bank,  Inc.,  S.S.B.
                                      Severance  Plan,  incorporated  herein  by
                                      reference   to   Exhibit   10(f)   to  the
                                      Registration   Statement   on  Form   S-1,
                                      Registration    No.    333-35497,    dated
                                      September  12,  1997,  and as  amended  on
                                      November 5 and 10, 1997.

                  Exhibit (10)(f)     Capital  Maintenance   Agreement   between
                                      Coddle   Creek    Financial    Corp.   and
                                      Mooresville  Savings Bank,  Inc.,  S.S.B.,
                                      incorporated by reference to Exhibit 10(f)
                                      to the  Company's  Form  10-K for the year
                                      ended December 31, 1997.

                  Exhibit (10)(g)     Management Recognition Plan of Mooresville
                                      Savings Bank, Inc.,  S.S.B.,  incorporated
                                      herein by  reference  to Exhibit  10(g) to
                                      the Company's Form 10-K for the year ended
                                      December 31, 1998.

                  Exhibit (10)(h)     Stock    Option  Plan   of  Coddle   Creek
                                      Financial  Corp.,  incorporated  herein by
                                      reference   to   Exhibit   10(h)   to  the
                                      Company's  Form  10-K for the  year  ended
                                      December 31, 1998.

                  Exhibit (10)(i)     (i)  Amended   and  Restated    Retirement
                                      Payment  Agreements  between   Mooresville
                                      Savings  Bank,  Inc.,  S.S.B.  and each of
                                      Donald  R.  Belk,  George W.  Brawley  and
                                      Claude U. Voils,  Jr.  dated  September 3,
                                      1979, as amended and restated September 8,
                                      1997 and as amended on December  16, 1998,
                                      incorporated   herein  by   reference   to
                                      Exhibit  10(i)(i)  to the  Company's  Form
                                      10-K for the year ended December 31, 1998.

                                      (ii) Retirement  Payment Agreement between
                                      Mooresville Savings Bank, Inc., S.S.B. and
                                      Calvin E. Tyner dated  September  3, 1979,
                                      as   amended   on   September   8,   1997,
                                      incorporated   herein  by   reference   to
                                      Exhibit  10(i)(ii) to the  Company's  Form
                                      10-K for the year ended December 31, 1998.

                                      (iii)  Amended  and   Restated  Director's
                                      Deferred  Compensation  Agreements between
                                      Mooresville Savings Bank, Inc., S.S.B. and
                                      each of Donald R. Belk, George W. Brawley,
                                      Jr.,  and  Claude  U.  Voils,   Jr.  dated
                                      January 1, 1985,  as amended and  restated
                                      on March 31,  1988 and  September  8, 1997
                                      and as amended for Messrs.  Belk, Brawley,
                                      and   Voils   on   December    16,   1998,
                                      incorporated   herein  by   reference   to
                                      Exhibit  10(i)(iii) to the Company's  Form
                                      10-K for the year ended December 31, 1998.



                                       16

<PAGE>

                                      (iv)  Amended  and   Restated   Director's
                                      Deferred  Compensation  Agreements between
                                      Mooresville Savings Bank, Inc., S.S.B. and
                                      each of Donald R. Belk, George W. Brawley,
                                      Jr.,   Calvin  E.  Tyner,  and  Claude  U.
                                      Voils,  Jr.  dated  December  1, 1985,  as
                                      amended and  restated on September 8, 1997
                                      and as amended for Messrs.  Belk,  Brawley
                                      and   Voils   on   December    16,   1998,
                                      incorporated   herein  by   reference   to
                                      Exhibit  10(i)(iv) to the  Company's  Form
                                      10-K for the year ended December 31, 1998.

                                      (v) Amended and  Restated  Retirement Plan
                                      Agreements  between   Mooresville  Savings
                                      Bank,  Inc.,  S.S.B. and each of George W.
                                      Brawley,  Jr.,  Donald R. Belk,  Claude U.
                                      Voils,  Jr.  and  Calvin  E.  Tyner  dated
                                      November 1, 1993,  as amended and restated
                                      on September 15, 1997,  and as amended for
                                      Messrs.   Brawley,   Belk,  and  Voils  on
                                      December 16, 1998,  incorporated herein by
                                      reference  to  Exhibit   10(i)(v)  to  the
                                      Company's  Form  10-K for the  year  ended
                                      December 31, 1998.

                                      (vi)  Amended  and   Restated   Retirement
                                      Payment  Agreements  between   Mooresville
                                      Savings   Bank,   S.S.B.   and  George  W.
                                      Brawley,  Jr. dated  December 1, 1990,  as
                                      amended and  restated on September 8, 1997
                                      and  as  amended  on  December  16,  1998,
                                      incorporated   herein  by   reference   to
                                      Exhibit  10(i)(vi) to the  Company's  Form
                                      10-K for the year ended December 31, 1998.


                                      (vii) Amended and Restated Retirement
                                      Payment Agreement between Mooresville
                                      Savings Bank, S.S.B. and Dale W. Brawley
                                      dated November 1, 1990, amended and
                                      restated on October 21, 1993, as amended
                                      and restated on September 8, 1997,
                                      incorporated herein by reference to
                                      Exhibit 10(i)(vii) to the Company's Form
                                      10-K for the year ended December 31, 1998.

                                      (viii)  Amended  and  Restated  Retirement
                                      Payment Agreements between (a) Mooresville
                                      Savings  Bank,  Inc.,  S.S.B.  and each of
                                      Donald R. Belk,  George W.  Brawley,  Jr.,
                                      and Claude U.  Voils,  Jr.  dated March 1,
                                      1993, as amended and restated on September
                                      8, 1997 and as amended for each of them on
                                      December  16,  1998  and  (b)  Mooresville
                                      Savings  Bank,  Inc.,  S.S.B.  and Dale W.
                                      Brawley   dated   February  11,  1993,  as
                                      amended  and  restated on October 21, 1993
                                      and September 8, 1997, incorporated herein
                                      by reference to Exhibit 10(i)(viii) to the
                                      Company's  Form  10-K for the  year  ended
                                      December 31, 1998.

                                      (ix)  Amended   and  Restated   Retirement
                                      Payment  Agreements  between   Mooresville
                                      Savings  Bank,  Inc.,  S.S.B.  and each of
                                      Dale W. Brawley and George W. Brawley, Jr.
                                      dated August 1, 1993, amended and restated
                                      on October 23,  1993 for Dale W.  Brawley,
                                      as amended and  restated on  September  8,
                                      1997, and as amended for George W. Brawley
                                      on December 16, 1998,  incorporated herein
                                      by reference  to Exhibit  10(i)(ix) to the
                                      Company's  Form  10-K for the  year  ended
                                      December 31, 1998.


                                       17

<PAGE>

                                      (x)  Amended   and  Restated    Retirement
                                      Payment  Agreement   between   Mooresville
                                      Savings  Bank,  Inc.,  S.S.B.  and Jack G.
                                      Lawler dated June 1, 1994,  as amended and
                                      restated    on    September    8,    1997,
                                      incorporated   herein  by   reference   to
                                      Exhibit  10(i)(x)  to the  Company's  Form
                                      10-K for the year ended December 31, 1998.

                                      (xi)   Amended   and    Restated    Salary
                                      Continuation       Agreements      between
                                      Mooresville Savings Bank, Inc., S.S.B. and
                                      each  of  Dale  W.   Brawley,   George  W.
                                      Brawley,  Jr.,  Patricia  B.  Clontz,  and
                                      Richard E. Woods dated  September 1, 1984,
                                      as amended and restated on  September  17,
                                      1997, and as amended for George W. Brawley
                                      on December 16, 1998,  incorporated herein
                                      by  reference  to Exhibit  10(i)(x) to the
                                      Company's  Form  10-K for the  year  ended
                                      December 31, 1998.

                                      (xii)  Amended and  Restated  Supplemental
                                      Income  Agreements   between   Mooresville
                                      Savings  Bank,  Inc.,  S.S.B.  and each of
                                      Dale W. Brawley,  George W. Brawley,  Jr.,
                                      Billy R.  Williams,  Donald  G.  Jones and
                                      Richard E. Woods  dated  November 1, 1993,
                                      as amended and restated on  September  17,
                                      1997, and as amended for George W. Brawley
                                      on December 16, 1998,  incorporated herein
                                      by reference to Exhibit  10(i)(xii) to the
                                      Company's  Form  10-K for the  year  ended
                                      December 31, 1998.

                                      (xiii) Amended and Restated Salary
                                      Continuation Agreements between
                                      Mooresville Savings Bank, S.S.B. and each
                                      of Lucille Doster, Marie Hedrick, Carol
                                      Huffman, Brenda Johnson, D. Glenn Jones,
                                      and Nancy Lee Petrea dated February 1,
                                      1988, as amended and restated on September
                                      17, 1997, incorporated herein by reference
                                      to Exhibit 10(i)(xiii) to the Company's
                                      Form 10-K for the year ended December 31,
                                      1998.

                  Exhibit (10)(j)     Mooresville  Savings   Bank, Inc.,  S.S.B.
                                      Non-Qualified    Excess    Savings   Plan,
                                      incorporated   herein  by   reference   to
                                      Exhibit   10(i)   to   the    Registration
                                      Statement  on Form S-1,  Registration  No.
                                      333-35497,  dated  September  12, 1997, as
                                      amended on November 5 and 10, 1997.

           (b) No reports on Form 8-K were filed during the three months ended
March 31, 2002.

                                       18

<PAGE>

SIGNATURES

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

                                                Coddle Creek Financial Corp.

    Dated      May 13, 2002                     By:   /s/ George W. Brawley, Jr.
          ---------------------------------           --------------------------
                                                George W. Brawley
                                                President and CEO

    Dated      May 13, 2002                     By:  /s/ Billy R. Williams
          ---------------------------------          ---------------------------
                                                Billy R. Williams
                                                Secretary/Controller

                                       19