Exhibit 13.1



WEST METRO FINANCIAL SERVICES, INC.



Consolidated Financial Statements



December 31, 2004



(with Independent Accountants Report thereon)



---

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM



To the Board of Directors

West Metro Financial Services, Inc.

Dallas, Georgia



We have audited the accompanying consolidated balance sheets of West Metro Financial Services, Inc. and subsidiary as of December 31, 2004
and 2003, and the related statements of earnings, changes in shareholders equity, comprehensive income and cash flows for the years then ended. These financial statements are the responsibility of the Companys management. Our
responsibility is to express an opinion on these financial statements based on our audits.



We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.



In our opinion, the consolidated financial statements referred to above present fairly, in
all material respects, the financial position of West Metro Financial Services, Inc. and subsidiary as of December 31, 2004 and 2003 and the results of their operations and their cash flows for the years then ended in conformity with accounting
principles generally accepted in the United States of America.



|                                                                            |  |                             |  | 
|--------------------------------------------------------------------------- |  | --------------------------- |  | 
|                                                                            | 
|Atlanta, Georgia                                                            |  | /s/ Porter Keadle Moore LLP
|January 21, 2005, except for note 16 as to which the date is March 15, 2005 |  |                             |  | 



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WEST METRO FINANCIAL SERVICES, INC.



Consolidated Balance Sheets



For the Years Ended December 31, 2004 and 2003



|                                                                                                     |  |      |             |   |      |            |  
|---------------------------------------------------------------------------------------------------- |  | ---- | ----------- | - | ---- | ---------- | -
|                                                                                                     |  | 2004 |             |   | 2003 |           
|Assets                                                                                               |  |      |             |   |      |            |  
|Cash and due from banks                                                                              |  | $    | 2,819,207   |   |      | 812,968    |  
|Federal funds sold                                                                                   |  |      | 10,235,000  |   |      |           |  
|                                                                                                     |  |      |             |   |      |            |  
|Cash and cash equivalents                                                                            |  |      | 13,054,207  |   |      | 812,968    |  
|                                                                                                     |  |     
|Investment securities available-for-sale                                                             |  |      | 5,833,038   |   |      | 2,016,021  |  
|Other investments                                                                                    |  |      | 521,800     |   |      | 379,250    |  
|Loans, net                                                                                           |  |      | 105,780,093 |   |      | 65,720,988 |  
|Premises and equipment, net                                                                          |  |      | 4,447,697   |   |      | 2,196,259  |  
|Accrued interest receivable and other assets                                                         |  |      | 1,071,168   |   |      | 654,072    |  
|                                                                                                     |  |      |             |   |      |            |  
|                                                                                                     |  | $    | 130,708,003 |   |      | 71,779,558 |  
|                                                                                                     |  |      |             |   |      |            |  
|Liabilities and Shareholders Equity                                                                 |  |      |             |   |      |            |  
|Liabilities:                                                                                         |  |      |             |   |      |            |  
|Deposits:                                                                                            |  |      |             |   |      |            |  
|Noninterest-bearing demand                                                                           |  | $    | 6,837,289   |   |      | 5,238,674  |  
|Interest-bearing demand                                                                              |  |      | 27,999,843  |   |      | 13,481,023 |  
|Savings                                                                                              |  |      | 25,888,386  |   |      | 13,590,427 |  
|Time                                                                                                 |  |      | 56,533,349  |   |      | 26,864,455 |  
|                                                                                                     |  |      |             |   |      |            |  
|Total deposits                                                                                       |  |      | 117,258,867 |   |      | 59,174,579 |  
|                                                                                                     |  |     
|Federal funds purchased                                                                              |  |      |            |   |      | 1,003,000  |  
|Federal Home Loan Bank advances                                                                      |  |      | 990,000     |   |      |           |  
|Accrued interest payable and other liabilities                                                       |  |      | 323,879     |   |      | 121,673    |  
|                                                                                                     |  |      |             |   |      |            |  
|Total liabilities                                                                                    |  |      | 118,572,746 |   |      | 60,299,252 |  
|                                                                                                     |  |      |             |   |      |            |  
|Commitments                                                                                          |  |      |             |   |      |            |  
|                                                                                                     |  |     
|Shareholders equity:                                                                                |  |      |             |   |      |            |  
|Preferred stock, no par value; 2,000,000 shares authorized; no shares issued and outstanding         |  |      |            |   |      |           |  
|Common stock, $1.00 par value; 10,000,000 shares authorized; 1,200,000 shares issued and outstanding |  |      | 1,200,000   |   |      | 1,200,000  |  
|Additional paid-in capital                                                                           |  |      | 10,686,036  |   |      | 10,686,036 |  
|Retained earnings (accumulated deficit)                                                              |  |      | 251,616     |   |      | (406,619   | )
|Accumulated other comprehensive income (loss)                                                        |  |      | (2,395      | ) |      | 889        |  
|                                                                                                     |  |      |             |   |      |            |  
|Total shareholders equity                                                                           |  |      | 12,135,257  |   |      | 11,480,306 |  
|                                                                                                     |  |      |             |   |      |            |  
|                                                                                                     |  | $    | 130,708,003 |   |      | 71,779,558 |  
|                                                                                                     |  |      |             |   |      |            |  



See accompanying notes to consolidated
financial statements.



- 2 -



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WEST METRO FINANCIAL SERVICES, INC.



Consolidated Statements of Earnings



For the Years Ended December 31, 2004 and 2003



|                                                    |  |      |           |   |      |          
|--------------------------------------------------- |  | ---- | --------- | - | ---- | ---------
|                                                    |  | 2004 |           |   | 2003
|Interest income:                                    |  |      |           |   |      |          
|Interest and fees on loans                          |  | $    | 5,991,060 |   |      | 3,522,574
|Interest and dividends on investment securities     |  |      | 119,680   |   |      | 71,883   
|Interest on federal funds sold                      |  |      | 34,817    |   |      | 51,854   
|                                                    |  |      |           |   |      |          
|Total interest income                               |  |      | 6,145,557 |   |      | 3,646,311
|                                                    |  |      |           |   |      |          
|Interest expense:                                   |  |      |           |   |      |          
|Interest expense on deposits                        |  |      | 1,819,489 |   |      | 1,262,310
|Interest expense on FHLB advances                   |  |      | 19,146    |   |      |         
|Other interest expense                              |  |      | 3,286     |   |      | 321      
|                                                    |  |      |           |   |      |          
|Total interest expense                              |  |      | 1,841,921 |   |      | 1,262,631
|                                                    |  |      |           |   |      |          
|Net interest income                                 |  |      | 4,303,636 |   |      | 2,383,680
|                                                    |  |     
|Provision for loan losses                           |  |      | 660,250   |   |      | 402,626  
|                                                    |  |      |           |   |      |          
|Net interest income after provision for loan losses |  |      | 3,643,386 |   |      | 1,981,054
|                                                    |  |      |           |   |      |          
|Other income:                                       |  |      |           |   |      |          
|Service charges and fees on deposit accounts        |  |      | 89,016    |   |      | 64,688   
|Discount brokerage fees                             |  |      | 12,116    |   |      | 4,191    
|Residential mortgage origination fees               |  |      | 152,139   |   |      | 398,181  
|Other operating income                              |  |      | 53,161    |   |      | 59,679   
|                                                    |  |      |           |   |      |          
|Total other income                                  |  |      | 306,432   |   |      | 526,739  
|                                                    |  |      |           |   |      |          
|Other expense:                                      |  |      |           |   |      |          
|Salaries and employee benefits                      |  |      | 1,740,401 |   |      | 1,531,592
|Net occupancy and equipment                         |  |      | 374,900   |   |      | 261,723  
|Other operating                                     |  |      | 778,834   |   |      | 589,231  
|                                                    |  |      |           |   |      |          
|Total other expense                                 |  |      | 2,894,135 |   |      | 2,382,546
|                                                    |  |      |           |   |      |          
|Earnings before income taxes                        |  |      | 1,055,683 |   |      | 125,247  
|                                                    |  |     
|Income tax (expense) benefit                        |  |      | (397,448  | ) |      | 245,227  
|                                                    |  |      |           |   |      |          
|Net earnings                                        |  | $    | 658,235   |   |      | 370,474  
|                                                    |  |      |           |   |      |          
|Basic earnings per share                            |  | $    | .55       |   |      | .31      
|                                                    |  |      |           |   |      |          
|Diluted earnings per share                          |  | $    | .52       |   |      | .31      
|                                                    |  |      |           |   |      |          



See accompanying notes to consolidated
financial statements.



- 3 -



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WEST METRO FINANCIAL SERVICES, INC.



Consolidated Statements of Changes in Shareholders Equity



For the Years Ended December 31, 2004 and 2003



|                                                                              |  |             |           |                          |            |                                      |          |   |                                            |         |   |       |            |  
|----------------------------------------------------------------------------- |  | ----------- | --------- | ------------------------ | ---------- | ------------------------------------ | -------- | - | ------------------------------------------ | ------- | - | ----- | ---------- | -
|                                                                              |  | CommonStock |           | AdditionalPaid-inCapital |            | RetainedEarnings(AccumulatedDeficit) |          |   | AccumulatedOtherComprehensiveIncome (Loss) |         |   | Total |           
|Balance, December 31, 2002                                                    |  | $           | 1,200,000 |                          | 10,686,036 |                                      | (777,093 | ) |                                            | 14,139  |   |       | 11,123,082 |  
|Net earnings                                                                  |  |             |          |                          |           |                                      | 370,474  |   |                                            |        |   |       | 370,474    |  
|Change in unrealized gain on securities available-for-sale, net of tax        |  |             |          |                          |           |                                      |         |   |                                            | (13,250 | ) |       | (13,250    | )
|                                                                              |  |             |           |                          |            |                                      |          |   |                                            |         |   |       |            |  
|Balance, December 31, 2003                                                    |  |             | 1,200,000 |                          | 10,686,036 |                                      | (406,619 | ) |                                            | 889     |   |       | 11,480,306 |  
|Net earnings                                                                  |  |             |          |                          |           |                                      | 658,235  |   |                                            |        |   |       | 658,235    |  
|Change in unrealized gain / loss on securities available-for-sale, net of tax |  |             |          |                          |           |                                      |         |   |                                            | (3,284  | ) |       | (3,284     | )
|                                                                              |  |             |           |                          |            |                                      |          |   |                                            |         |   |       |            |  
|Balance, December 31, 2004                                                    |  | $           | 1,200,000 |                          | 10,686,036 |                                      | 251,616  |   |                                            | (2,395  | ) |       | 12,135,257 |  
|                                                                              |  |             |           |                          |            |                                      |          |   |                                            |         |   |       |            |  



See accompanying notes to consolidated
financial statements.



- 4 -



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WEST METRO FINANCIAL SERVICES, INC.



Consolidated Statements of Comprehensive Income



For the Years Ended December 31, 2004 and 2003



|                                                               |  |      |         |   |      |         |  
|-------------------------------------------------------------- |  | ---- | ------- | - | ---- | ------- | -
|                                                               |  | 2004 |         |   | 2003 |        
|Net earnings                                                   |  | $    | 658,235 |   |      | 370,474 |  
|                                                               |  |      |         |   |      |         |  
|Other comprehensive loss, net of tax:                          |  |      |         |   |      |         |  
|Unrealized losses on investment securities available-for-sale: |  |      |         |   |      |         |  
|Unrealized losses arising during the period                    |  |      | (5,299  | ) |      | (21,371 | )
|Income tax benefit related to unrealized losses                |  |      | 2,015   |   |      | 8,121   |  
|                                                               |  |      |         |   |      |         |  
|Other comprehensive loss                                       |  |      | (3,284  | ) |      | (13,250 | )
|                                                               |  |      |         |   |      |         |  
|Comprehensive income                                           |  | $    | 654,951 |   |      | 357,224 |  
|                                                               |  |      |         |   |      |         |  



See accompanying notes to consolidated
financial statements.



- 5 -



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WEST METRO FINANCIAL SERVICES, INC.



Consolidated Statements of Cash Flows



For the Years Ended December 31, 2004 and 2003



|                                                                                    |  |      |             |   |      |             |  
|----------------------------------------------------------------------------------- |  | ---- | ----------- | - | ---- | ----------- | -
|                                                                                    |  | 2004 |             |   | 2003 |            
|Cash flows from operating activities:                                               |  |      |             |   |      |             |  
|Net earnings                                                                        |  | $    | 658,235     |   |      | 370,474     |  
|Adjustments to reconcile net earnings to net cash provided by operating activities: |  |      |             |   |      |             |  
|Provision for loan losses                                                           |  |      | 660,250     |   |      | 402,626     |  
|Deferred tax benefit                                                                |  |      | (12,177     | ) |      | (294,256    | )
|Depreciation, amortization and accretion                                            |  |      | 301,708     |   |      | 204,223     |  
|Loss on sale of repossessions                                                       |  |      | 720         |   |      |            |  
|Writedown of repossessions                                                          |  |      | 4,000       |   |      |            |  
|Loss on sale of fixed assets                                                        |  |      | 734         |   |      |            |  
|Change in:                                                                          |  |      |             |   |      |             |  
|Accrued interest receivable and other assets                                        |  |      | (402,904    | ) |      | (45,236     | )
|Accrued interest payable and other liabilities                                      |  |      | 202,205     |   |      | (23,470     | )
|                                                                                    |  |      |             |   |      |             |  
|Net cash provided by operating activities                                           |  |      | 1,412,771   |   |      | 614,361     |  
|                                                                                    |  |      |             |   |      |             |  
|Cash flows from investing activities:                                               |  |      |             |   |      |             |  
|Proceeds from maturities and paydowns of investment securities available-for-sale   |  |      | 3,911,090   |   |      | 746,333     |  
|Purchases of investment securities available-for-sale                               |  |      | (7,737,315  | ) |      | (999,375    | )
|Proceeds from the sale of other investments                                         |  |      | 160,600     |   |      | 3,300       |  
|Purchases of other investments                                                      |  |      | (303,150    | ) |      | (56,700     | )
|Net change in loans                                                                 |  |      | (40,724,075 | ) |      | (26,910,644 | )
|Purchases of premises and equipment                                                 |  |      | (2,554,199  | ) |      | (339,389    | )
|Proceeds from sales of premises and equipment                                       |  |      | 4,228       |   |      |            |  
|                                                                                    |  |      |             |   |      |             |  
|Net cash used by investing activities                                               |  |      | (47,242,821 | ) |      | (27,556,475 | )
|                                                                                    |  |      |             |   |      |             |  
|Cash flows from financing activities:                                               |  |      |             |   |      |             |  
|Net change in deposits                                                              |  |      | 58,084,289  |   |      | 24,454,825  |  
|Net change in federal funds purchased                                               |  |      | (1,003,000  | ) |      | 1,003,000   |  
|Proceeds from FHLB advances                                                         |  |      | 9,000,000   |   |      |            |  
|Repayment from FHLB advances                                                        |  |      | (8,010,000  | ) |      |            |  
|                                                                                    |  |      |             |   |      |             |  
|Net cash provided by financing activities                                           |  |      | 58,071,289  |   |      | 25,457,825  |  
|                                                                                    |  |      |             |   |      |             |  
|Net change in cash and cash equivalents                                             |  |      | 12,241,239  |   |      | (1,484,289  | )
|                                                                                    |  |     
|Cash and cash equivalents at beginning of the year                                  |  |      | 812,968     |   |      | 2,297,257   |  
|                                                                                    |  |      |             |   |      |             |  
|Cash and cash equivalents at end of the year                                        |  | $    | 13,054,207  |   |      | 812,968     |  
|                                                                                    |  |      |             |   |      |             |  
|Supplemental information:                                                           |  |      |             |   |      |             |  
|Interest paid                                                                       |  | $    | 1,732,406   |   |      | 1,253,690   |  
|Income taxes paid                                                                   |  | $    | 393,238     |   |      | 102,100     |  
|                                                                                    |  |     
|Supplemental disclosure of noncash investing and financing activities:              |  |      |             |   |      |             |  
|Transfer of loans to repossessions                                                  |  | $    | 34,916      |   |      |            |  
|Financed sale of repossessions                                                      |  | $    | (30,196     | ) |      |            |  
|Change in unrealized gain on securities available-for-sale, net of tax              |  | $    | (3,284      | ) |      | (13,250     | )



See accompanying notes to consolidated
financial statements.



- 6 -



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WEST METRO FINANCIAL SERVICES, INC.



Notes to Consolidated Financial Statements



|(1) | Summary of Significant Accounting Policies
|--- | ------------------------------------------



Basis of Presentation



The consolidated financial statements include the accounts of West Metro Financial Services, Inc. (the Company) and its wholly owned
subsidiary, First National Bank West Metro (the Bank). All significant intercompany accounts and transactions have been eliminated in consolidation.



The Company raised $11,886,036, net of offering expenses of $113,964, through the sale of 1,200,000 shares of its $1 par
value common stock at $10.00 per share and was incorporated for the purpose of becoming a bank holding company. The Bank commenced business on March 25, 2002 upon receipt of its banking charter from the Office of the Comptroller of Currency
(OCC). The Bank is primarily regulated by the OCC and undergoes periodic examinations by this regulatory agency. The Company is regulated by the Federal Reserve and also is subject to periodic examinations. The Bank provides a full range
of commercial and consumer banking services throughout Paulding and Douglas counties in Georgia.



The accounting principles followed by the Company and the Bank, and the methods of applying these principles, conform with accounting principles generally
accepted in the United States of America (GAAP) and with general practices in the banking industry. In preparing the financial statements in conformity with GAAP, management is required to make estimates and assumptions that affect the reported
amounts in the financial statements. Actual results could differ significantly from these estimates. Material estimates common to the banking industry that are particularly susceptible to significant change in the near term include, but are not
limited to, the determination of the allowance for loan losses, the valuation of real estate acquired in connection with or in lieu of foreclosure on loans, and valuation allowances associated with the realization of deferred tax assets, which are
based on future taxable income.



Cash and Cash
Equivalents



Cash equivalents include amounts due from
banks and federal funds sold. Generally, federal funds are sold for one-day periods. Reserve requirements maintained with the Federal Reserve Bank totaled $235,000 as of December 31, 2004. The Company had no such requirement as of December 31, 2003.



Investment Securities



The Company classifies its securities in one of three categories: trading,
available-for-sale, or held-to-maturity. Trading securities are bought and held principally for the purpose of selling them in the near term. Held-to-maturity securities are those securities for which the Company has the ability and intent to hold
until maturity. All securities not included in trading or held-to-maturity are classified as available-for-sale. At December 31, 2004 and 2003, all securities are classified as available-for-sale.



Available-for-sale securities are recorded at fair value. Held-to-maturity
securities are recorded at cost, adjusted for the amortization or accretion of premiums or discounts. Unrealized holding gains and losses, net of the related tax effect, on securities available-for-sale are excluded from earnings and are reported as
a separate component of shareholders equity until realized. Transfers of securities between categories are recorded at fair value at the date of transfer.



A decline in the market value of any available-for-sale or held-to-maturity security below cost that is deemed other than
temporary is charged to earnings and establishes a new cost basis for the security.



Premiums and discounts are amortized or accreted over the life of the related securities as adjustments to the yield. Realized gains and losses for securities classified as available-for-sale and held-to-maturity are
included in earnings and are derived using the specific identification method for determining the cost of securities sold.



Other Investments



Other investments include equity securities with no readily determinable fair value. These investments are carried at cost.



- 7 -



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WEST METRO FINANCIAL SERVICES, INC.



Notes to Consolidated Financial Statements, continued



|(1) | Summary of Significant Accounting Policies, continued
|--- | -----------------------------------------------------



Loans and Allowance for Loan Losses



Interest on loans is calculated by using the simple interest method on daily balances of the principal amount outstanding.



A loan is considered impaired when, based on current information and events,
it is probable that all amounts due according to the contractual terms of the loan agreement will not be collected. Impaired loans are measured based on the present value of expected future cash flows discounted at the loans effective interest
rate, or at the loans observable market price, or at the fair value of the collateral of the loan if the loan is collateral dependent. Accrual of interest is discontinued on a loan when management believes, after considering economic and
business conditions and collection efforts, that the borrowers financial condition is such that collection of interest is doubtful.



The allowance for loan losses is established through a provision for loan losses charged to expense. Loans are charged against the allowance for loan
losses when management believes that the collectibility of the principal is unlikely. The allowance represents an amount which, in managements judgment, will be adequate to absorb probable losses on existing loans that may become
uncollectible.



Managements judgment in determining the
adequacy of the allowance is based on evaluations of the collectibility of loans. These evaluations take into consideration such factors as changes in the nature and volume of the loan portfolio, current economic conditions that may affect the
borrowers ability to pay, overall portfolio quality and review of specific problem loans.



Management believes that the allowance for loan losses is adequate. While management uses available information to recognize losses on loans, future
additions to the allowance may be necessary based on changes in economic conditions. In addition, various regulatory agencies, as an integral part of their examination process, periodically review the Banks allowance for loan losses. Such
agencies may require the Bank to recognize additions to the allowance based on judgments different than those of management.



Premises and Equipment



Premises and equipment are stated at cost less accumulated depreciation. Depreciation is provided using the straight-line method over the estimated useful
lives of the assets. Costs incurred for maintenance and repairs are expensed currently.



Depreciation expense is computed over the following estimated useful lives:



|                          |  |               
|------------------------- |  | --------------
|Land improvements         |  | 20 years      
|Building and improvements |  | 10 27.5 years
|Furniture and equipment   |  | 3  7 years   



Income Taxes



Deferred tax assets and liabilities are recognized for the
future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and
liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax
rates is recognized in income in the period that includes the enactment date.



In the event the future tax consequences of differences between the financial reporting bases and the tax bases of the assets and liabilities results in deferred tax assets, an evaluation of the probability of being
able to realize the future benefits indicated by such asset is required. A valuation allowance is provided for the portion of the deferred tax asset when it is more likely than not that some portion or all of the deferred tax asset will not be
realized. In assessing the realizability of the deferred tax assets, management considers the scheduled reversals of deferred tax liabilities, projected future taxable income, and tax planning strategies.



- 8 -



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WEST METRO FINANCIAL SERVICES, INC.



Notes to Consolidated Financial Statements, continued



|(1) | Summary of Significant Accounting Policies, continued
|--- | -----------------------------------------------------



Net Earnings Per Common Share



The Company is required to report earnings per common share with and without the dilutive effects of potential common stock issuances from instruments
such as options, convertible securities and warrants on the face of the statements of earnings. Basic earnings per common share are based on the weighted average number of common shares outstanding during the period while the effects of potential
common shares outstanding during the period are included in diluted earnings per share. Additionally, the Company must reconcile the amounts used in the computation of both basic earnings per share and diluted earnings per
share. For 2003, the outstanding potential common shares (from stock options and warrants) would not change basic earnings per share. For 2004, 33,000 potential common stock issuances are excluded from the calculation of diluted earnings per
share as they are anti-dilutive. Earnings per common share amounts for the year ended December 31, 2004 is as follows:



For the Year Ended December 31, 2004



|                                                           |  |                         |         |                            |           |                 |   |       |  
|---------------------------------------------------------- |  | ----------------------- | ------- | -------------------------- | --------- | --------------- | - | ----- | -
|                                                           |  | Net Earnings(Numerator) |         | Common Shares(Denominator) |           | Per ShareAmount |  
|Basic earnings per share                                   |  | $                       | 658,235 |                            | 1,200,000 |                 | $ | 0.55  |  
|Effect of dilutive securities  stock options and warrants |  |                         |        |                            | 56,596    |                 |   | (0.03 | )
|                                                           |  |                         |         |                            |           |                 |   |       |  
|Diluted earnings per share                                 |  | $                       | 658,235 |                            | 1,256,596 |                 | $ | 0.52  |  
|                                                           |  |                         |         |                            |           |                 |   |       |  



Stock-Based
Compensation



At December 31, 2004, the Company sponsors
stock-based compensation plans, which are described more fully in Note 9. The Company accounts for these plans under the recognition and measurement principles of APB Opinion No. 25, Accounting for Stock Issued to Employees, and
related Interpretations. No stock-based employee compensation cost is reflected in net earnings, as all options granted under those plans had an exercise price equal to the market value of the underlying common stock on the date of grant. The
following table illustrates the effect on net earnings and earnings per share if the Company had applied the fair value recognition provisions of Statement of Financing Accounting Standards (SFAS) No. 123, Accounting for
Stock-Based Compensation, to stock-based employee compensation for the years ended December 31, 2004 and 2003.



|                                                                                                                            |  |      |          |   |      |          |  
|--------------------------------------------------------------------------------------------------------------------------- |  | ---- | -------- | - | ---- | -------- | -
|                                                                                                                            |  | 2004 |          |   | 2003 |         
|Net earnings as reported                                                                                                    |  | $    | 658,235  |   |      | 370,474  |  
|Deduct: Total stock-based employee compensation expense determined under fair-value based method for all awards, net of tax |  |      | (273,312 | ) |      | (101,203 | )
|                                                                                                                            |  |      |          |   |      |          |  
|Pro forma net earnings                                                                                                      |  | $    | 384,923  |   |      | 269,271  |  
|                                                                                                                            |  |      |          |   |      |          |  
|Basic earnings per share:                                                                                                   |  |      |          |   |      |          |  
|As reported                                                                                                                 |  | $    | 0.55     |   |      | 0.31     |  
|                                                                                                                            |  |      |          |   |      |          |  
|Pro forma                                                                                                                   |  | $    | 0.32     |   |      | 0.24     |  
|                                                                                                                            |  |      |          |   |      |          |  
|Diluted earnings per share:                                                                                                 |  |      |          |   |      |          |  
|As reported                                                                                                                 |  | $    | 0.52     |   |      | 0.31     |  
|                                                                                                                            |  |      |          |   |      |          |  
|Pro forma                                                                                                                   |  | $    | 0.31     |   |      | 0.24     |  
|                                                                                                                            |  |      |          |   |      |          |  



Recent Accounting
Pronouncements



In December 2004, the Financial Accounting
Standards Board (FASB) adopted Statement of Financial Accounting Standards No. 123(R), Share-Based Payment (SFAS No. 123(R)), which revises and amends SFAS No. 123. SFAS No. 123(R) requires all share-based payments to
employees, including stock options, to be recognized in the financial statements based on their fair values. Once adopted, pro forma disclosure is no longer an alternative to financial statement recognition. SFAS No. 123(R) will be effective for the
Company for financial statements beginning after December 15, 2005. The Company is still evaluating the transition provisions allowed by SFAS No. 123(R) and expects to adopt its provisions in the first quarter of 2006. The Company has not yet
determined the financial statement impact of the pronouncement.



Other accounting standards that have been issued or proposed by the FASB and other standard setting entities that do not require adoption until a future date are not expected to have a material impact on the Companys consolidated
financial statements upon adoption.



- 9 -



---

WEST METRO FINANCIAL SERVICES, INC.



Notes to Consolidated Financial Statements, continued



|(2) | Investment Securities
|--- | ---------------------



Investment securities available-for-sale at December 31, 2004 and 2003 are as follows:



|                           |  |                   |           |                      |       |                       |       |                     |          
|-------------------------- |  | ----------------- | --------- | -------------------- | ----- | --------------------- | ----- | ------------------- | ---------
|                           |  | December 31, 2004
|                           |  | AmortizedCost     |           | GrossUnrealizedGains |       | GrossUnrealizedLosses |       | EstimatedFair Value
|U.S. Government agencies   |  | $                 | 5,188,023 |                      | 2,363 |                       | 6,999 |                     | 5,183,387
|Mortgage-backed securities |  |                   | 648,880   |                      | 2,052 |                       | 1,281 |                     | 649,651  
|                           |  |                   |           |                      |       |                       |       |                     |          
|                           |  | $                 | 5,836,903 |                      | 4,415 |                       | 8,280 |                     | 5,833,038
|                           |  |                   |           |                      |       |                       |       |                     |          
|                           | 
|                           |  | December 31, 2003
|                           |  | AmortizedCost     |           | GrossUnrealizedGains |       | GrossUnrealizedLosses |       | EstimatedFair Value
|U.S. Government agencies   |  | $                 | 999,386   |                      | 2,801 |                       |      |                     | 1,002,188
|Mortgage-backed securities |  |                   | 1,015,200 |                      | 612   |                       | 1,978 |                     | 1,013,833
|                           |  |                   |           |                      |       |                       |       |                     |          
|                           |  | $                 | 2,014,586 |                      | 3,413 |                       | 1,978 |                     | 2,016,021
|                           |  |                   |           |                      |       |                       |       |                     |          



At December 31, 2004
and 2003, unrealized losses in the investment portfolio related to debt securities. The unrealized losses on the debt securities arose due to changing interest rates and market conditions and are considered to be temporary because of acceptable
investment grades where the repayment sources of principal and interest are largely backed by the U.S. Government. At December 31, 2004, four out of five U.S. Government agency securities contained unrealized losses, while one out of three mortgage
backed securities contained unrealized losses. The fair value of these investment securities with unrealized losses as of December 31, 2004 are as follows: U.S. Government agencies $4,182,000; and mortgage backed securities $174,000. The Company did
not have any securities as of December 31, 2004 or 2003 that had been in an unrealized loss position continuously for greater than twelve months.



The amortized cost and estimated fair value of investment securities available-for-sale at December 31, 2004, by contractual maturity, are shown below.
Expected maturities will differ from contractual maturities because borrowers have the right to call or prepay obligations with or without call or prepayment penalties. Mortgage-backed securities will differ from contractual maturities because
borrowers may have the right to call or repay certain obligations with or without call or prepayment penalties. Therefore these securities are not included in the maturity categories.



|                           |  |               |           |                     |   |          
|-------------------------- |  | ------------- | --------- | ------------------- | - | ---------
|                           |  | AmortizedCost |           | EstimatedFair Value
|U.S. Government agencies:  |  |               |           |                     |   |          
|Due within one year        |  | $             | 1,988,511 |                     | $ | 1,988,119
|Due from one to five years |  |               | 2,699,512 |                     |   | 2,699,517
|Due from five to ten years |  |               | 500,000   |                     |   | 495,751  
|Mortgage-backed securities |  |               | 648,880   |                     |   | 649,651  
|                           |  |               |           |                     |   |          
|                           |  | $             | 5,836,903 |                     | $ | 5,833,038
|                           |  |               |           |                     |   |          



There were no sales
of securities available-for-sale during 2004 or 2003.



Securities with a carrying value of approximately $3,695,000 and $140,000 as of December 31, 2004 and 2003, respectively, were pledged to secure public deposits and for other purposes as required by law.



- 10 -



---

WEST METRO FINANCIAL SERVICES, INC.



Notes to Consolidated Financial Statements, continued



|(3) | Loans
|--- | -----



Major classifications of loans at December 31, 2004 and 2003 are summarized as follows:



|                                       |  |      |             |      |           
|-------------------------------------- |  | ---- | ----------- | ---- | ----------
|                                       |  | 2004 |             | 2003
|Commercial, financial and agricultural |  | $    | 7,091,899   |      | 4,358,819 
|Real estate  mortgage                 |  |      | 35,397,494  |      | 26,046,960
|Real estate  construction             |  |      | 62,463,179  |      | 34,249,152
|Consumer                               |  |      | 2,383,138   |      | 1,965,424 
|                                       |  |      |             |      |           
|                                       |  |      | 107,335,710 |      | 66,620,355
|Less: Allowance for loan losses        |  |      | 1,555,617   |      | 899,367   
|                                       |  |      |             |      |           
|                                       |  | $    | 105,780,093 |      | 65,720,988
|                                       |  |      |             |      |           



The Bank grants loans
and extensions of credit to individuals and a variety of businesses and corporations located in its general trade area of Paulding and Douglas Counties in Georgia. Although the Bank has a diversified loan portfolio, a substantial portion of the loan
portfolio is collateralized by improved and unimproved real estate and is dependent upon the real estate market.



An analysis of the activity in the allowance for loan losses for the years ended December 31, 2004 and 2003 is presented below:



|                                |  |      |           |   |      |         |  
|------------------------------- |  | ---- | --------- | - | ---- | ------- | -
|                                |  | 2004 |           |   | 2003 |        
|Balance at beginning of year    |  | $    | 899,367   |   |      | 500,000 |  
|Provision charged to operations |  |      | 660,250   |   |      | 402,626 |  
|Loans charged off               |  |      | (4,000    | ) |      | (4,941  | )
|Recoveries                      |  |      |          |   |      | 1,682   |  
|                                |  |      |           |   |      |         |  
|Balance at end of year          |  | $    | 1,555,617 |   |      | 899,367 |  
|                                |  |      |           |   |      |         |  



|(4) | Premises and Equipment
|--- | ----------------------



Major classifications of premises and equipment as of December 31, 2004 and 2003 are summarized as follows:



|                               |  |      |           |      |          
|------------------------------ |  | ---- | --------- | ---- | ---------
|                               |  | 2004 |           | 2003
|Land                           |  | $    | 897,487   |      | 897,487  
|Land improvements              |  |      | 511,004   |      | 241,445  
|Building and improvements      |  |      | 2,261,285 |      | 418,681  
|Furniture and equipment        |  |      | 1,345,713 |      | 734,804  
|Construction in process        |  |      | 12,902    |      | 189,917  
|                               |  |      |           |      |          
|                               |  |      | 5,028,391 |      | 2,482,334
|Less: Accumulated depreciation |  |      | 580,694   |      | 286,075  
|                               |  |      |           |      |          
|                               |  | $    | 4,447,697 |      | 2,196,259
|                               |  |      |           |      |          



Depreciation expense
amounted to $297,799 and $193,253 in 2004 and 2003, respectively.



- 11 -



---

WEST METRO FINANCIAL SERVICES, INC.



Notes to Consolidated Financial Statements, continued



|(5) | Deposits
|--- | --------



Time deposits in excess of $100,000 totaled $42,691,442 as of December 31, 2004 and $13,703,223 as of December 31, 2003.



At December 31, 2004, contractual maturities of time deposits are summarized
as follows:



|     |  |   |           
|---- |  | - | ----------
|2005 |  | $ | 43,687,645
|2006 |  |   | 9,908,655 
|2007 |  |   | 1,501,586 
|2008 |  |   | 674,220   
|2009 |  |   | 761,243   
|     |  |   |           
|     |  | $ | 56,533,349
|     |  |   |           



At December 31, 2004
and 2003 the Company held $28,105,000 and $6,245,385, respectively, in certificates of deposit obtained through the efforts of third party brokers. The daily average of such agreements totaled $16,719,083 and $3,357,727 in 2004 and 2003,
respectively. The weighted average cost during 2004 was 1.84%, while the weighted average cost at December 31, 2004 was 2.10%. The weighted average cost during 2003 was 3.06% while the weighted average cost at December 31, 2003 was 2.13%. The
deposits as of December 31, 2004 have maturity dates ranging from January 7, 2005 to September 29, 2006.



At December 31, 2004, the Bank had one significant deposit relationship with a total deposit balance of approximately $9,091,000, which exceeds 5% of
total deposits.



|(6) | Advances From Federal Home Loan Bank
|--- | ------------------------------------



At December 31, 2004, the Bank has an advance outstanding from the Federal Home Loan Bank of Atlanta (FHLB) in the amount of $990,000. The Bank has
pledged approximately $8,762,000 in qualifying mortgage loans as security for this advance and possible future advances. This advance bears interest at a fixed rate of 4.05%, requires quarterly interest payments and quarterly principal payments of
$10,000 through September 10, 2009 at which time the remaining principal amount is due. At December 31, 2004, the Bank has approximately $6,000,000 in borrowing capacity under this borrowing arrangement with the FHLB.



|(7) | Income Taxes
|--- | ------------



The components of income tax expense (benefit) for the years ended December 31, 2004 and 2003 are as follows:



|                              |  |      |         |   |      |          |  
|----------------------------- |  | ---- | ------- | - | ---- | -------- | -
|                              |  | 2004 |         |   | 2003 |         
|Current                       |  | $    | 409,625 |   |      | 49,029   |  
|Deferred                      |  |      | (12,177 | ) |      | 4,018    |  
|Change in valuation allowance |  |      |        |   |      | (298,274 | )
|                              |  |      |         |   |      |          |  
|                              |  | $    | 397,448 |   |      | (245,227 | )
|                              |  |      |         |   |      |          |  



The difference
between income tax expense (benefit) and the amount computed by applying the statutory federal income tax rate to earnings before taxes for the years ended December 31, 2004 and 2003 is as follows:



|                                |  |      |         |   |      |          |  
|------------------------------- |  | ---- | ------- | - | ---- | -------- | -
|                                |  | 2004 |         |   | 2003 |         
|Pretax income at statutory rate |  | $    | 358,932 |   |      | 42,584   |  
|State income tax expense, net   |  |      | 42,226  |   |      | 5,010    |  
|Change in valuation allowance   |  |      |        |   |      | (298,274 | )
|Other                           |  |      | (3,710  | ) |      | 5,453    |  
|                                |  |      |         |   |      |          |  
|                                |  | $    | 397,448 |   |      | (245,227 | )
|                                |  |      |         |   |      |          |  



- 12 -



---

WEST METRO FINANCIAL SERVICES, INC.



Notes to Consolidated Financial Statements, continued



|(7) | Income Taxes, continued
|--- | -----------------------



The following summarizes the components of deferred taxes at December 31, 2004 and 2003.



|                                                 |  |      |         |      |        
|------------------------------------------------ |  | ---- | ------- | ---- | -------
|                                                 |  | 2004 |         | 2003
|Deferred income tax assets:                      |  |      |         |      |        
|Allowance for loan losses                        |  | $    | 575,049 |      | 327,660
|Pre-opening expenses                             |  |      | 65,326  |      | 94,360 
|Unrealized loss on securities available-for-sale |  |      | 1,470   |      |       
|                                                 |  |      |         |      |        
|Total deferred income tax assets                 |  |      | 641,845 |      | 422,020
|                                                 |  |      |         |      |        
|Deferred income tax liabilities:                 |  |      |         |      |        
|Unrealized gain on securities available-for-sale |  |      |        |      | 545    
|Premises and equipment                           |  |      | 323,621 |      | 117,443
|                                                 |  |      |         |      |        
|Total deferred income tax liabilities            |  |      | 323,621 |      | 117,988
|                                                 |  |      |         |      |        
|Net deferred income tax assets                   |  | $    | 318,224 |      | 304,032
|                                                 |  |      |         |      |        



The future tax
consequences of the differences between the financial reporting and tax basis of the Companys assets and liabilities resulted in a net deferred tax asset. Prior to 2003, a valuation allowance was established for the net deferred tax asset, as
the realization of these deferred tax assets was dependent on future taxable income. During 2003, the Company determined that the realization of the net deferred asset was more likely than not; therefore, the valuation allowance was eliminated.



|(8) | Commitments
|--- | -----------



The Company entered into employment agreements with four of its Executive Officers. These agreements have terms from three to five years, provide for a
base salary, incentive bonuses, stock options and other perquisites commensurate with their employment.



The Bank is a party to financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of its customers.
These financial instruments include commitments to extend credit and standby letters of credit. These instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized in the consolidated balance sheet. The
contractual amounts of those instruments reflect the extent of involvement the Bank has in particular classes of financial instruments.



Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract.
Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent
future cash requirements. The Bank evaluates each customers creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by the Bank upon extension of credit, is based on managements credit evaluation
of the counterparty. The Banks loans are primarily collateralized by residential and other real properties, automobiles, savings deposits, accounts receivable, inventory and equipment.



Standby letters of credit are written conditional commitments issued by the
Bank to guarantee the performance of a customer to a third party. Those guarantees are primarily issued to support public and private borrowing arrangements. Most letters of credit extend for less than one year. The credit risk involved in issuing
letters of credit is essentially the same as that involved in extending loan facilities to customers.



- 13 -



---

WEST METRO FINANCIAL SERVICES, INC.



Notes to Consolidated Financial Statements, continued



|(8) | Commitments, continued
|--- | ----------------------



The Banks exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit and
standby letters of credit is represented by the contractual amount of those instruments. The Bank uses the same credit policies in making commitments and conditional obligations as it does for on-balance sheet instruments. All standby letters of
credit are secured at December 31, 2004 and 2003.



|                                                                    |  |      |            |      |          
|------------------------------------------------------------------- |  | ---- | ---------- | ---- | ---------
|                                                                    |  | 2004 |            | 2003
|Financial instruments whose contract amounts represent credit risk: |  |      |            |      |          
|Commitments to extend credit                                        |  | $    | 25,509,000 |      | 16,454000
|Standby letters of credit                                           |  | $    | 907,000    |      | 627,000  



The Bank maintains
relationships with correspondent banks that can provide funds to it on short notice, if needed. As of December 31, 2004, the Bank has arrangements with commercial banks for short term unsecured advances up to $2,700,000.



During 2004, the Company obtained a $1,000,000 line of credit with a
correspondent Bank for general operating purposes. As collateral for the line, the Company pledged 100% of the Banks stock against the loan. At December 31, 2004, the Company had not drawn on the line.



|(9) | Employee and Director Benefit Plans
|--- | -----------------------------------



Defined Contribution Plan



The Company sponsors a 401(k) savings plan under which eligible employees may choose to save up to 15 percent of salary income on a pre-tax basis, subject
to certain IRS limits. Under the plan, the Company is required to make certain matching contributions and can make additional discretionary contributions, as determined by the Board of Directors. During 2004 and 2003, plan contributions charged to
operations were approximately $55,000 and $46,000, respectively.



Stock Option Plan and Warrants



The Company
sponsors an employee stock incentive plan. The plan was adopted for the benefit of directors, key officers and employees in order that they may purchase Company stock at a price equal to the fair market value on the date of grant. A total of 113,000
shares were reserved for possible issuance under the plan. The options vest over various periods and expire after ten years. All available options have been granted as of December 31, 2004.



In connection with the Companys formation and initial offering,
300,000 warrants for shares were issued to the organizers. The warrants were issued at the initial offering price of $10.00 per share and vest evenly over a three-year period. The warrants will be exercisable for a period of ten years following
issuance, but generally no later than three months after the holder ceases to serve as a director.



A summary of activity in the directors warrants and employee stock option plans for the years ended December 31, 2004 and 2003 is presented below:



|                               |  |         |  |                              |       |        |         |                              |   |      
|------------------------------ |  | ------- |  | ---------------------------- | ----- | ------ | ------- | ---------------------------- | - | -----
|                               |  | 2004    |  | 2003                        
|                               |  | Shares  |  | WeightedAverageExercisePrice |       | Shares |         | WeightedAverageExercisePrice
|Outstanding, beginning of year |  | 380,000 |  | $                            | 10.00 |        | 321,000 |                              | $ | 10.00
|Granted during the year        |  | 33,000  |  |                              | 12.00 |        | 59,000  |                              |   | 10.00
|                               |  |         |  |                              |       |        |         |                              |   |      
|Outstanding, end of year       |  | 413,000 |  |                              | 10.16 |        | 380,000 |                              |   | 10.00
|                               |  |         |  |                              |       |        |         |                              |   |      
|Exercisable at year end        |  | 231,500 |  |                              | 10.00 |        | 107,000 |                              |   | 10.00
|                               |  |         |  |                              |       |        |         |                              |   |      



- 14 -



---

WEST METRO FINANCIAL SERVICES, INC.



Notes to Consolidated Financial Statements, continued



|(9) | Employee and Director Benefit Plans, continued
|--- | ----------------------------------------------



Stock Option Plan and Warrants, continued



The weighted average grant-date fair value of options and warrants granted in 2004 and 2003 was $3.97 and $3.19, respectively. The fair value of each
option and warrant is estimated on the date of grant using the Minimum Value pricing model with the following assumptions: dividend yield of 0%; risk free interest rate of 4.19% in 2004 and 4% in 2003 and an expected life of ten years. The employee
options and warrants have a weighted average remaining contractual life of approximately eight years as of December 31, 2004.



|(10) | Shareholders Equity
|---- | --------------------



Shares of preferred stock may be issued from time to time in one or more series as established by resolution of the Board of Directors of the Company, up
to a maximum of 2,000,000 shares. Each resolution shall include the number of shares issued, preferences, special rights and limitations as determined by the Board.



|(11) | Related Party Transactions
|---- | --------------------------



The Bank conducts transactions with directors and executive officers, including companies in which they have a beneficial interest, in the normal course
of business. It is the Banks policy to comply with federal regulations that require that loan and deposit transactions with directors and executive officers be made on substantially the same terms as those prevailing at the time made for
comparable loans and deposits to other persons. As of December 31, 2004 and 2003, there were approximately $12,557,000 and $6,530,000, respectively, of related party deposits. Following is a summary of related party loans:



|                             |  |   |            |  
|---------------------------- |  | - | ---------- | -
|Beginning balance            |  | $ | 4,219,765  |  
|New loans/advances           |  |   | 3,405,601  |  
|Repayments                   |  |   | (3,907,644 | )
|                             |  |   |            |  
|Balance at December 31, 2004 |  | $ | 3,717,722  |  
|                             |  |   |            |  



|(12) | Miscellaneous Operating Expenses
|---- | --------------------------------



Components of other operating expenses which are greater than 1% of interest income and other operating income are as follows:



|                  |  |      |         |      |        
|----------------- |  | ---- | ------- | ---- | -------
|                  |  | 2004 |         | 2003
|Supplies          |  | $    | 56,529  |      | 44,050 
|Professional fees |  |      | 162,380 |      | 125,583
|Data processing   |  |      | 84,504  |      | 47,482 



|(13) | Regulatory Matters
|---- | ------------------



The Company and the Bank are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum
capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the financial statements. Under certain adequacy guidelines and the
regulatory framework for prompt corrective action, specific capital guidelines that involve quantitative measures of the assets, liabilities, and certain off-balance sheet items as calculated under regulatory accounting practices must be met. The
capital amounts and classifications are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.



Quantitative measures established by regulation to ensure capital adequacy require the Company and the Bank to maintain minimum amounts and ratios (set
forth in the table below) of Total and Tier 1 Capital (as defined in the regulations) to risk-weighted assets (as defined), and of Tier 1 Capital (as defined) to average assets (as defined). Management believes, as of December 31, 2004 and 2003,
that the Company and the Bank meet all capital adequacy requirements to which they are subject.



- 15 -



---

WEST METRO FINANCIAL SERVICES, INC.



Notes to Consolidated Financial Statements, continued



|(13) | Regulatory Matters, continued
|---- | -----------------------------



As of December 31, 2004 and 2003, the most recent notification from the OCC categorized the Bank as well capitalized under the regulatory framework for
prompt corrective action. To be categorized as well capitalized, the Bank must maintain minimum total risk-based, Tier 1 risk-based and Tier 1 leverage ratios as set forth in the table below. There are no conditions or events since that notification
that management believes have changed the Banks category.



The actual capital amounts (in thousands) and ratios are also presented in the table below.



|                                         |  |        |        |       |                              |   |        |                                                               |       |  |      |        |  |       |        |  |       |  
|---------------------------------------- |  | ------ | ------ | ----- | ---------------------------- | - | ------ | ------------------------------------------------------------- | ----- |  | ---- | ------ |  | ----- | ------ |  | ----- | -
|                                         |  | Actual |        |       | For CapitalAdequacy Purposes |   |        | To Be WellCapitalized UnderPrompt CorrectiveAction Provisions |      
|                                         |  | Amount |        | Ratio |                              |   | Amount |                                                               | Ratio |  |      | Amount |  | Ratio |       
|As of December 31, 2004                  |  |        |        |       |                              |   |        |                                                               |       |  |      |        |  |       |        |  |       |  
|Total Capital (to Risk Weighted Assets)  |  |        |        |       |                              |   |        |                                                               |       |  |      |        |  |       |        |  |       |  
|Consolidated                             |  | $      | 13,562 |       | 11.91                        | % |        | $                                                             | 9,108 |  | 8.00 | %      |  |       | N/A    |  | N/A   |  
|Bank                                     |  | $      | 13,217 |       | 11.61                        | % |        | $                                                             | 9,108 |  | 8.00 | %      |  | $     | 11,385 |  | 10.00 | %
|Tier 1 Capital (to Risk Weighted Assets) |  |        |        |       |                              |   |        |                                                               |       |  |      |        |  |       |        |  |       |  
|Consolidated                             |  | $      | 12,137 |       | 10.66                        | % |        | $                                                             | 4,554 |  | 4.00 | %      |  |       | N/A    |  | N/A   |  
|Bank                                     |  | $      | 11,792 |       | 10.36                        | % |        | $                                                             | 4,554 |  | 4.00 | %      |  | $     | 6,831  |  | 6.00  | %
|Tier 1 Capital (to Average Assets)       |  |        |        |       |                              |   |        |                                                               |       |  |      |        |  |       |        |  |       |  
|Consolidated                             |  | $      | 12,137 |       | 10.28                        | % |        | $                                                             | 4,723 |  | 4.00 | %      |  |       | N/A    |  | N/A   |  
|Bank                                     |  | $      | 11,792 |       | 9.99                         | % |        | $                                                             | 4,723 |  | 4.00 | %      |  | $     | 5,903  |  | 5.00  | %
|                                         |  |        |        |       |                              |  
|As of December 31, 2003                  |  |        |        |       |                              |   |        |                                                               |       |  |      |        |  |       |        |  |       |  
|Total Capital (to Risk Weighted Assets)  |  |        |        |       |                              |   |        |                                                               |       |  |      |        |  |       |        |  |       |  
|Consolidated                             |  | $      | 12,312 |       | 18.50                        | % |        | $                                                             | 5,323 |  | 8.00 | %      |  |       | N/A    |  | N/A   |  
|Bank                                     |  | $      | 11,948 |       | 17.95                        | % |        | $                                                             | 5,323 |  | 8.00 | %      |  | $     | 6,656  |  | 10.00 | %
|Tier 1 Capital (to Risk Weighted Assets) |  |        |        |       |                              |   |        |                                                               |       |  |      |        |  |       |        |  |       |  
|Consolidated                             |  | $      | 11,479 |       | 17.25                        | % |        | $                                                             | 2,662 |  | 4.00 | %      |  |       | N/A    |  | N/A   |  
|Bank                                     |  | $      | 11,116 |       | 16.70                        | % |        | $                                                             | 2,662 |  | 4.00 | %      |  | $     | 3,994  |  | 6.00  | %
|Tier 1 Capital (to Average Assets)       |  |        |        |       |                              |   |        |                                                               |       |  |      |        |  |       |        |  |       |  
|Consolidated                             |  | $      | 11,479 |       | 16.18                        | % |        | $                                                             | 2,839 |  | 4.00 | %      |  |       | N/A    |  | N/A   |  
|Bank                                     |  | $      | 11,116 |       | 15.66                        | % |        | $                                                             | 2,839 |  | 4.00 | %      |  | $     | 3,548  |  | 5.00  | %



Dividends paid by the
Bank are the primary source of funds available to the Company. Banking regulations limit the amount of dividends that may be paid without prior approval of the regulatory authorities. These restrictions are based on the level of regulatory
classified assets, the prior years net earnings, and the ratio of equity capital to total assets. At December 31, 2004, the Bank is substantially restricted from paying dividends to the Company.



- 16 -



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WEST METRO FINANCIAL SERVICES, INC.



Notes to Consolidated Financial Statements, continued



|(14) | West Metro Financial Services, Inc. (Parent Company Only) Financial Information
|---- | -------------------------------------------------------------------------------



Balance Sheets



December 31, 2004 and 2003



|                                                                                |  |      |            |   |      |            |  
|------------------------------------------------------------------------------- |  | ---- | ---------- | - | ---- | ---------- | -
|                                                                                |  | 2004 |            |   | 2003 |           
|Assets                                                                          |  |      |            |   |      |            |  
|Cash and cash equivalents                                                       |  | $    | 303,406    |   |      | 359,429    |  
|Investment in Bank                                                              |  |      | 11,789,684 |   |      | 11,116,352 |  
|Other assets                                                                    |  |      | 42,167     |   |      | 4,525      |  
|                                                                                |  |      |            |   |      |            |  
|                                                                                |  | $    | 12,135,257 |   |      | 11,480,306 |  
|                                                                                |  |      |            |   |      |            |  
|Liabilities and Shareholders Equity                                            |  |      |            |   |      |            |  
|Shareholders equity                                                            |  | $    | 12,135,257 |   |      | 11,480,306 |  
|                                                                                |  |      |            |   |      |            |  
|                                                                               
|Statements of Earnings                                                          | 
|                                                                               
|For the Years Ended December 31, 2004 and 2003                                  | 
|                                                                                |  |     
|                                                                                |  | 2004 |            |   | 2003 |           
|Other operating expense                                                         |  | $    | (29,521    | ) |      | (13,844    | )
|                                                                                |  |      |            |   |      |            |  
|Loss before income taxes and equity in undistributed earnings of Bank           |  |      | (29,521    | ) |      | (13,844    | )
|Income tax benefit                                                              |  |      | 11,140     |   |      | 2,260      |  
|                                                                                |  |      |            |   |      |            |  
|Loss before equity in undistributed earnings of Bank                            |  |      | (18,381    | ) |      | (11,584    | )
|Equity in undistributed earnings of Bank                                        |  |      | 676,616    |   |      | 382,058    |  
|                                                                                |  |      |            |   |      |            |  
|Net earnings                                                                    |  | $    | 658,235    |   |      | 370,474    |  
|                                                                                |  |      |            |   |      |            |  
|                                                                               
|Statements of Cash Flows                                                        | 
|                                                                               
|For the Years Ended December 31, 2004 and 2003                                  | 
|                                                                                |  |     
|                                                                                |  | 2004 |            |   | 2003 |           
|Cash flows from operating activities:                                           |  |      |            |   |      |            |  
|Net earnings                                                                    |  | $    | 658,235    |   |      | 370,474    |  
|Adjustments to reconcile net earnings to net cash used by operating activities: |  |      |            |   |      |            |  
|Equity in undistributed earnings of Bank                                        |  |      | (676,616   | ) |      | (382,058   | )
|Change in other assets                                                          |  |      | (37,642    | ) |      | (4,525     | )
|                                                                                |  |      |            |   |      |            |  
|Net cash used by operating activities                                           |  |      | (56,023    | ) |      | (16,109    | )
|                                                                                |  |      |            |   |      |            |  
|Net change in cash                                                              |  |      | (56,023    | ) |      | (16,109    | )
|                                                                                |  |     
|Cash at beginning of year                                                       |  |      | 359,429    |   |      | 375,538    |  
|                                                                                |  |      |            |   |      |            |  
|Cash at end of year                                                             |  | $    | 303,406    |   |      | 359,429    |  
|                                                                                |  |      |            |   |      |            |  



- 17 -



---

WEST METRO FINANCIAL SERVICES, INC.



Notes to Consolidated Financial Statements, continued



|(15) | Fair Value of Financial Instruments
|---- | -----------------------------------



The Company is required to disclose fair value information about financial instruments, whether or not recognized on the face of the balance sheet, for
which it is practicable to estimate that value. The assumptions used in the estimation of the fair value of the Companys financial instruments are detailed below. Where quoted prices are not available, fair values are based on estimates using
discounted cash flows and other valuation techniques. The use of discounted cash flows can be significantly affected by the assumptions used, including the discount rate and estimates of future cash flows. The following disclosures should not be
considered a surrogate of the liquidation value of the Company or its subsidiary, but rather a good-faith estimate of the increase or decrease in value of financial instruments held by the Company since purchase, origination or issuance.



Cash and Cash Equivalents



For cash, due from banks and federal funds sold, the carrying amount is a
reasonable estimate of fair value.



Investment Securities
Available-for-Sale



Fair values for investment securities
available-for-sale are based on quoted market prices.



Other
Investments



For other investments, the carrying value is
a reasonable estimate of fair value.



Loans



The fair value of fixed rate loans is estimated by discounting the future
cash flows using the current rates at which similar loans would be made to borrowers with similar credit ratings. For variable rate loans, the carrying amount is a reasonable estimate of fair value.



Deposits



The fair value of demand deposits, NOW and money market accounts, and
savings accounts is the amount payable on demand at the reporting date. The fair value of fixed maturity certificates of deposit is estimated by discounting the future cash flows using the rates currently offered for deposits of similar remaining
maturities.



Federal Funds Purchased



For federal funds purchased, the carrying amount is a reasonable estimate of
fair value.



Federal Home Loan Bank Advances



The fair value of the Federal Home Loan Bank advances is estimated by
discounting the future cash flows using the rates currently offered for similar advances.



Commitments to Extend Credit and Standby Letters of Credit



Because commitments to extend credit and standby letters of credit are made using variable rates, the fair value of such items is not considered material.



Limitations



Fair value estimates are made at a specific point in time, based on relevant
market information and information about the financial instrument. These estimates do not reflect any premium or discount that could result from offering for sale at one time the Companys entire holdings of a particular financial instrument.
Because no market exists for a significant portion of the Companys financial instruments, fair value estimates are based on many judgments. These estimates are subjective in nature and involve uncertainties and matters of significant judgment
and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimates.



Fair value estimates are based on existing on and off-balance sheet financial instruments without attempting to estimate the value of anticipated future
business and the value of assets and liabilities that are not considered financial instruments. Significant assets and liabilities that are not considered financial instruments include deferred income taxes and premises and equipment. In addition,
the tax ramifications related to the realization of the unrealized gains and losses can have a significant effect on fair value estimates and have not been considered in the estimates.



- 18 -



---

WEST METRO FINANCIAL SERVICES, INC.



Notes to Consolidated Financial Statements, continued



|(15) | Fair Value of Financial Instruments, continued
|---- | ----------------------------------------------



The carrying amount and estimated fair values of the Companys financial instruments at December 31, 2004 and 2003 are as follows:



|                                         |  |                |             |                     |             |                |            |                     |           
|---------------------------------------- |  | -------------- | ----------- | ------------------- | ----------- | -------------- | ---------- | ------------------- | ----------
|                                         |  | 2004           |             | 2003               
|                                         |  | CarryingAmount |             | EstimatedFair Value |             | CarryingAmount |            | EstimatedFair Value
|Assets:                                  |  |                |             |                     |             |                |            |                     |           
|Cash and cash equivalents                |  | $              | 13,054,207  |                     | 13,054,207  |                | 812,968    |                     | 812,968   
|Investment securities available-for-sale |  |                | 5,833,038   |                     | 5,833,038   |                | 2,016,021  |                     | 2,016,021 
|Other investments                        |  |                | 521,800     |                     | 521,800     |                | 379,250    |                     | 379,250   
|Loans, net                               |  |                | 105,780,093 |                     | 105,900,000 |                | 65,720,988 |                     | 65,778,000
|                                         |  |                |             |                    
|Liabilities:                             |  |                |             |                     |             |                |            |                     |           
|Deposits                                 |  | $              | 117,258,867 |                     | 117,378,000 |                | 59,174,579 |                     | 59,416,000
|Federal funds purchased                  |  |                |            |                     |            |                | 1,003,000  |                     | 1,003,000 
|Federal Home Loan Bank advances          |  |                | 990,000     |                     | 976,503     |                |           |                     |          



|(16) | Subsequent Event
|---- | ----------------



On August 25, 2004, the Companys Board of Directors unanimously approved a plan providing primarily for the termination of the Companys
reporting obligations under the Securities and Exchange Act of 1934 (the Act). Under the plan, record holders of 450 or fewer shares of Company common stock will receive cash in exchange for their shares in an amount equal to $11.75 per
share. Shares held by shareholders owning more than 450 shares of record (including, for purposes of the plan, any shares held in an IRA account) will remain outstanding and be unaffected by the plan.



Based on the Companys current shareholder census, management
anticipates that the plan will reduce the number of shareholders below 300, which will enable the Company to notify the Securities and Exchange Commission (the SEC) that it is entitled to cease filing annual, quarterly and current
reports, proxy statements and other reports under the Exchange Act. Management estimates that the cessation of these reporting obligations will result in significant savings in legal, accounting and administrative expenses.



The plan is subject to various conditions, including the approval by the
Companys shareholders following the distribution of a definitive proxy statement describing the terms and effects of the plan.



On March 15, 2005, First Horizon National Corporation (FHN) entered into a definitive agreement for the acquisition and merger of the Company. Upon
completion of the acquisition, the Company will be merged into FHNs wholly owned subsidiary, First Tennessee Bank. The merger is subject to the approval of regulatory authorities and by shareholders of the Company and is expected to close by
the third quarter of 2005. Under the terms of the definitive agreement, FHN will acquire all of the Companys stock and the Companys shareholders will have the option, subject to pro-ration, to elect to receive cash or FHN stock. Total
consideration is expected to consist of approximately $12 million in cash and approximately $20 million in FHN shares, for total consideration of $32 million.



- 19 -