<PAGE>

                                                                    EXHIBIT 13.2


                         FIRST GEORGIA COMMUNITY CORP.
                                 AND SUBSIDIARY

                         CONSOLIDATED FINANCIAL REPORT

                               DECEMBER 31, 2001

<PAGE>

                         FIRST GEORGIA COMMUNITY CORP.
                                 AND SUBSIDIARY

                         CONSOLIDATED FINANCIAL REPORT
                               DECEMBER 31, 2001




                               TABLE OF CONTENTS
                               -----------------

<TABLE>
<CAPTION>
                                                                                 Page
                                                                                 ----
<S>                                                                              <C>
INDEPENDENT AUDITOR'S REPORT ...................................................    1

FINANCIAL STATEMENTS

     Consolidated balance sheets ...............................................    2
     Consolidated statements of income .........................................    3
     Consolidated statements of comprehensive income ...........................    4
     Consolidated statements of stockholders' equity ...........................    5
     Consolidated statements of cash flows .....................................    6
     Notes to consolidated financial statements ................................ 7-22
</TABLE>

<PAGE>

                          INDEPENDENT AUDITOR'S REPORT

To the Board of Directors
First Georgia Community Corp.
Jackson, Georgia


       We have audited the accompanying consolidated balance sheets of First
Georgia Community Corp. and subsidiary as of December 31, 2001 and 2000, and the
related consolidated statements of income, comprehensive income, stockholders'
equity 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 auditing standards generally
accepted in the United States of America. 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 First
Georgia Community Corp. and subsidiary as of December 31, 2001 and 2000, 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.

                                     /s/ MAULDIN & JENKINS, LLC



Atlanta, Georgia
February 28, 2002

<PAGE>

                          FIRST GEORGIA COMMUNITY CORP.
                                 AND SUBSIDIARY

                           CONSOLIDATED BALANCE SHEETS
                           DECEMBER 31, 2001 AND 2000

<TABLE>
<CAPTION>
                                      Assets                                      2001               2000
                                      ------                                 --------------     --------------
<S>                                                                          <C>                <C>
Cash and due from banks                                                      $    2,417,020     $    1,432,969
Interest-bearing deposits in banks                                                1,074,503             44,647
Federal funds sold                                                                3,082,000          7,090,000
Securities available-for-sale                                                    15,985,819          7,966,507
Restricted equity securities, at cost                                               640,000            315,000
Loans held for sale                                                                 302,543                  -

Loans                                                                            87,983,162         64,001,632
Less allowance for loan losses                                                    1,352,058            967,248
                                                                             --------------     --------------
     Loans, net                                                                  86,631,104         63,034,384

Premises and equipment                                                            2,372,529          2,162,577
Other assets                                                                      3,405,475          2,929,446
                                                                             --------------     --------------

     Total assets                                                            $  115,910,993     $   84,975,530
                                                                             ==============     ==============

                       Liabilities and Stockholders' Equity
                       ------------------------------------

Deposits

 Noninterest-bearing                                                         $    7,334,496     $    6,418,446
 Interest-bearing                                                                85,404,872         63,259,306
                                                                             --------------     --------------
     Total deposits                                                              92,739,368         69,677,752
 Other borrowings                                                                13,300,000          6,306,858
 Other liabilities                                                                  786,695            902,341
                                                                             --------------     --------------
     Total liabilities                                                          106,826,063         76,886,951
                                                                             --------------     --------------

Commitments and contingencies

Stockholders' equity

 Common stock, par value $5; 10,000,000
     shares authorized; 760,708 and 758,458 issued and outstanding                3,803,540          3,792,290
 Capital surplus                                                                  3,771,421          3,754,816
 Retained earnings                                                                1,512,466            576,122
 Accumulated other comprehensive loss                                                (2,497)           (34,649)
                                                                             --------------     --------------

     Total stockholders' equity                                                   9,084,930          8,088,579
                                                                             --------------     --------------

     Total liabilities and stockholders' equity                              $  115,910,993     $   84,975,530
                                                                             ==============     ==============
</TABLE>

See Notes to Consolidated Financial Statements.

                                       2

<PAGE>

                          FIRST GEORGIA COMMUNITY CORP.
                                 AND SUBSIDIARY

                        CONSOLIDATED STATEMENTS OF INCOME
                     YEARS ENDED DECEMBER 31, 2001 AND 2000

<TABLE>
<CAPTION>
                                                                     2001              2000
                                                                --------------    --------------
<S>                                                             <C>               <C>
Interest income
  Loans                                                         $    7,464,361    $    5,408,396
  Taxable securities                                                   633,334           479,519
  Nontaxable securities                                                 31,340                 -
  Deposits in banks                                                      4,554               422
  Federal funds sold                                                   264,404           252,433
                                                                --------------    --------------
     Total interest income                                           8,397,993         6,140,770
                                                                --------------    --------------

Interest expense
  Deposits                                                           3,883,368         2,829,612
  Other borrowings                                                     623,527           281,360
                                                                --------------    --------------
     Total interest expense                                          4,506,895         3,110,972
                                                                --------------    --------------

     Net interest income                                             3,891,098         3,029,798
Provision for loan losses                                              393,000           336,000
                                                                --------------    --------------
     Net interest income after provision
         for loan losses                                             3,498,098         2,693,798
                                                                --------------    --------------

Other income
  Service charges on deposit accounts                                  327,416           250,409
  Other operating income                                               231,381           197,949
                                                                --------------    --------------
     Total other income                                                558,797           448,358
                                                                --------------    --------------

Other expenses
  Salaries and employee benefits                                     1,393,449         1,069,634
  Equipment and occupancy expenses                                     311,924           248,352
  Other operating expenses                                             952,485           773,589
                                                                --------------    --------------
     Total other expenses                                            2,657,858         2,091,575
                                                                --------------    --------------

     Income before income taxes                                      1,399,037         1,050,581

Income tax expense                                                     462,693           237,548
                                                                --------------    --------------

           Net income                                           $      936,344    $      813,033
                                                                ==============    ==============

Basic earnings per share                                        $         1.23    $         1.07
                                                                ==============    ==============

Diluted earnings per share                                      $         1.22    $         1.07
                                                                ==============    ==============
</TABLE>

See Notes to Consolidated Financial Statements.

                                       3

<PAGE>

                          FIRST GEORGIA COMMUNITY CORP.
                                 AND SUBSIDIARY

                 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
                     YEARS ENDED DECEMBER 31, 2001 AND 2000

<TABLE>
<CAPTION>


                                                                              2001                   2000
                                                                       ------------------     ------------------
<S>                                                                    <C>                    <C>
Net income                                                             $         936,344      $         813,033

Other comprehensive income :
        Unrealized holding gains on securities
            available-for-sale arising during period, net of tax
            of $16,320 and $92,114, respectively                                  32,152                178,811
                                                                       ------------------     ------------------

Comprehensive income                                                   $         968,496      $         991,844
                                                                       ==================     ==================
</TABLE>

See Notes to Consolidated Financial Statements.

                                        4

<PAGE>

                          FIRST GEORGIA COMMUNITY CORP.
                                 AND SUBSIDIARY

                CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                     YEARS ENDED DECEMBER 31, 2001 AND 2000

<TABLE>
<CAPTION>
                                                                                                        Accumulated
                                                                                          Retained        Other           Total
                                                   Common Stock            Capital        Earnings     Comprehensive   Stockholders'
                                            --------------------------
                                              Shares        Par Value      Surplus        (Deficit)     Income (Loss)      Equity
                                            -----------   ------------   ------------    -----------   --------------   ------------
<S>                                         <C>           <C>            <C>             <C>           <C>              <C>
Balance, December 31, 1999                      758,458    $ 3,792,290    $ 3,754,816    $  (236,911)    $  (213,460)    $ 7,096,735
    Net income                                        -              -              -        813,033               -         813,033
    Other comprehensive income                        -              -              -              -         178,811         178,811
                                            -----------    -----------    -----------    -----------     -----------     -----------
Balance, December 31, 2000                      758,458      3,792,290      3,754,816        576,122         (34,649)      8,088,579
    Net income                                        -              -              -        936,344               -         936,344
    Exercise of stock options                     2,250         11,250         16,605              -               -          27,855
    Other comprehensive income                        -              -              -              -          32,152          32,152
                                            -----------    -----------    -----------    -----------     -----------     -----------
Balance, December 31, 2001                      760,708    $ 3,803,540    $ 3,771,421    $ 1,512,466     $    (2,497)    $ 9,084,930
                                            ===========    ===========    ===========    ===========     ===========     ===========
</TABLE>

See Notes to Consolidated Financial Statements.

                                        5

<PAGE>

                          FIRST GEORGIA COMMUNITY CORP.
                                 AND SUBSIDIARY

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                     YEARS ENDED DECEMBER 31, 2001 AND 2000

<TABLE>
<CAPTION>

                                                                                     2001                     2000
                                                                                 ------------            ------------
<S>                                                                              <C>                     <C>
OPERATING ACTIVITIES
    Net income                                                                   $    936,344            $    813,033
    Adjustments to reconcile net income to net cash
        provided by operating activities:
        Depreciation                                                                  159,786                 137,236
        Net increase (decrease) in loans held for sale                               (302,543)                 83,889
        Provision for loan losses                                                     393,000                 336,000
        Deferred income taxes                                                        (199,044)               (220,355)
        Deferred compensation                                                          53,808                  53,808
        Increase in interest receivable                                               (22,155)               (251,920)
        Increase (decrease) in interest payable                                       (25,249)                189,013
        Net other operating activities                                               (165,355)                282,664
                                                                                 ------------            ------------

              Net cash provided by operating activities                               828,592               1,423,368
                                                                                 ------------            ------------

INVESTING ACTIVITIES
    Net increase in interest bearing deposits in banks                             (1,029,856)                (34,335)
    Net (increase) decrease in federal funds sold                                   4,008,000              (4,700,000)
    Purchases of securities available-for-sale                                    (15,138,025)               (517,380)
    Proceeds from maturities of securities available-for-sale                       7,167,185                 508,558
    Purchases of restricted equity securities                                        (325,000)               (205,800)
    Net increase in loans                                                         (23,989,720)            (23,700,541)
    Purchases of premises and equipment                                              (369,738)               (103,429)
    Purchase of life insurance policies                                              (250,000)                      -
                                                                                 ------------            ------------

            Net cash used in investing activities                                 (29,927,154)            (28,752,927)
                                                                                 ------------            ------------

FINANCING ACTIVITIES
    Net increase in deposits                                                       23,061,616              21,491,731
    Repayment of other borrowings                                                      (6,858)                 (7,856)
    Proceeds from other borrowings                                                  7,000,000               4,550,000
    Proceeds from exercise of stock options                                            27,855                       -
                                                                                 ------------            ------------

            Net cash provided by financing activities                              30,082,613              26,033,875
                                                                                 ------------            ------------

Net increase (decrease) in cash and due from banks                                    984,051              (1,295,684)

Cash and due from banks at beginning  of year                                       1,432,969               2,728,653
                                                                                 ------------            ------------

Cash and due from banks at end of year                                           $  2,417,020            $  1,432,969
                                                                                 ============            ============

SUPPLEMENTAL DISCLOSURES Cash paid for:

        Interest                                                                 $  4,532,144            $  2,921,959

        Income taxes                                                             $    927,505            $    144,216

NONCASH TRANSACTION
    Principal balances of loans transferred to other real estate                 $          -            $     55,922
</TABLE>

See Notes to Consolidated Financial Statements.

                                        6

<PAGE>

                          FIRST GEORGIA COMMUNITY CORP.
                                 AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1.     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

            Nature of Business

              First Georgia Community Corp. (the Company) is a bank holding
              company whose business is conducted by its wholly-owned
              subsidiary, First Georgia Community Bank (the Bank). The Bank is a
              commercial bank located in Jackson, Butts County, Georgia. The
              Bank provides a full range of banking services in its primary
              market area of Butts County and the surrounding counties.

            Basis of Presentation

              The consolidated financial statements include the accounts of the
              Company and its subsidiary. Significant intercompany transactions
              and balances are eliminated in consolidation.

              The preparation of financial statements in conformity with
              generally accepted accounting principles requires management to
              make estimates and assumptions that affect the reported amounts of
              assets and liabilities as of the balance sheet date and the
              reported amounts of revenues and expenses during the reporting
              period. Actual results could differ from those estimates. Material
              estimates that are particularly susceptible to significant change
              in the near term relate to the determination of the allowance for
              loan losses, the valuation of foreclosed real estate and deferred
              taxes.

            Cash, Due From Banks and Cash Flows

              For purposes of reporting cash flows, cash and due from banks
              includes cash on hand, cash items in process of collection and
              amounts due from banks. Cash flows from loans, interest-bearing
              deposits in banks, federal funds sold and deposits are reported
              net.

              The Company maintains amounts due from banks which, at times, may
              exceed federally insured limits. The Company has not experienced
              any losses in such accounts.

            Securities

              Debt securities that management has the positive intent and
              ability to hold to maturity are classified as held-to-maturity and
              recorded at amortized cost. Debt securities not classified as
              held-to-maturity are classified as available-for-sale and recorded
              at fair value with unrealized gains and losses excluded from
              earnings and reported in other comprehensive income. Equity
              securities, including restricted stock, without a readily
              determinable fair value are recorded at cost.

              Interest and dividends, amortization of premiums and accretion of
              discounts are recognized in interest income. Gains and losses on
              the sale of securities are determined using the specific
              identification method. Declines in the fair value of
              held-to-maturity and available-for-sale securities below their
              cost that are deemed to be other than temporary are reflected in
              earnings as realized losses.

            Loans Held for Sale

              Loans held for sale consist of mortgage loans and are reported at
              the lower of aggregate cost or fair value. These loans are sold to
              investors who purchase the loans with "locked in" interest rates
              agreed to by the investors and the Company prior to funding,
              thereby reducing the Company's exposure to interest rate risk.

                                       7

<PAGE>

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1.     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

            Loans

              Loans are reported at their outstanding unpaid principal balances
              less deferred loan fees and the allowance for loan losses.
              Interest income on loans is accrued on the unpaid balance.

              Nonrefundable loan fees and costs incurred for loans are deferred
              and recognized in income over the life of the loans.

              The accrual of interest on loans is discontinued when, in
              management's opinion, the borrower may be unable to meet payments
              as they become due, unless the loan is well-secured. All interest
              accrued but not collected for loans that are placed on nonaccrual
              or charged off is reversed against interest income. Interest
              income on nonaccrual loans is subsequently recognized only to the
              extent cash payments are received, until the loan is returned to
              accrual status.

              The allowance for loan losses is established through a provision
              for loan losses charged to expense. Loan losses are charged
              against the allowance when management believes the collectibility
              of the principal is unlikely. Subsequent recoveries are credited
              to the allowance.

              The allowance is an amount that management believes will be
              adequate to absorb estimated losses in the loan portfolio. The
              allowance for loan losses is evaluated on a regular basis by
              management and is based upon management's periodic review of the
              collectibility of the loans in light of historical experience, the
              nature and volume of the loan portfolio, adverse situations that
              may affect the borrower's ability to repay, estimated value of any
              underlying collateral and prevailing economic conditions. This
              evaluation is inherently subjective as it requires estimates that
              are susceptible to significant revision as more information
              becomes available. In addition, regulatory agencies, as an
              integral part of their examination process, periodically review
              the Company's allowance for loan losses, and may require the
              Company to make additions to the allowance based on their judgment
              about information available to them at the time of their
              examinations.

              A loan is considered impaired when it is probable the Company will
              be unable to collect all principal and interest payments due in
              accordance with the contractual terms of the loan agreement.
              Impaired loans are measured by either the present value of
              expected future cash flows discounted at the loan's effective
              interest rate, the loan's obtainable market price, or the fair
              value of the collateral if the loan is collateral dependent. The
              amount of impairment, if any, and any subsequent changes are
              included in the allowance for loan losses.

            Premises and Equipment

              Land is carried at cost. Premises and equipment are carried at
              cost less accumulated depreciation. Depreciation is computed
              principally by the straight-line method over the estimated useful
              lives of the assets.

            Other Real Estate Owned

              Other real estate owned represents properties acquired through
              foreclosure. Other real estate owned is held for sale and is
              carried at the lower of cost or fair value less estimated costs of
              disposal. Any write-down to fair value at the time of transfer to
              other real estate owned is charged to the allowance for loan
              losses. Revenue and expenses from operations and changes in the
              valuation allowance are included in net expenses from foreclosed
              assets. The carrying amount of other real estate owned at December
              31, 2001 and 2000 was $0 and $55,922, respectively.

                                       8

<PAGE>

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1.     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

            Transfers of Financial Assets

              Transfers of financial assets are accounted for as sales, when
              control over the assets has been surrendered. Control over
              transferred assets is deemed to be surrendered when (1) the assets
              have been isolated from the Company, (2) the transferee obtains
              the right (free of conditions that constrain it from taking
              advantage of that right) to pledge or exchange the transferred
              assets, and (3) the Company does not maintain effective control
              over the transferred assets through an agreement to repurchase
              them before their maturity.

            Income Taxes

              Deferred income tax assets and liabilities are determined using
              the balance sheet method. Under this method, the net deferred tax
              asset or liability is determined based on the tax effects of the
              temporary differences between the book and tax bases of the
              various balance sheet assets and liabilities and gives current
              recognition to changes in tax rates and laws.

            Stock Compensation Plans

              Statement of Financial Accounting Standards ("SFAS") No. 123,
              Accounting for Stock-Based Compensation, encourages all entities
              to adopt a fair value based method of accounting for employee
              stock compensation plans, whereby compensation cost is measured at
              the grant date based on the value of the award and is recognized
              over the service period, which is usually the vesting period.
              However, it also allows an entity to continue to measure
              compensation cost for those plans using the intrinsic value based
              method of accounting prescribed by Accounting Principles Board
              Opinion No. 25, Accounting for Stock Issued to Employees, whereby
              compensation cost is the excess, if any, of the quoted market
              price of the stock at the grant date (or other measurement date)
              over the amount an employee must pay to acquire the stock. Stock
              options issued under the Company's stock option plan have no
              intrinsic value at the grant date, and under Opinion No. 25 no
              compensation cost is recognized for them. The Company has elected
              to continue with the accounting methodology in Opinion No. 25.

            Earnings Per Share

              Basic earnings per share are computed by dividing net income by
              the weighted average number of shares of common stock outstanding.
              Diluted earnings per share are computed by dividing net income by
              the sum of the weighted-average number of shares of common stock
              outstanding and potential common shares. Potential common shares
              consist of stock options.

            Comprehensive Income

              Accounting principles generally require that recognized revenue,
              expenses, gains and losses be included in net income. Although
              certain changes in assets and liabilities, such as unrealized
              gains and losses on available-for-sale securities, are reported as
              a separate component of the equity section of the balance sheet,
              such items, along with net income, are components of comprehensive
              income.

                                       9

<PAGE>

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 2. SECURITIES

        The amortized cost and fair value of securities are summarized as
        follows:

<TABLE>
<CAPTION>
                                                                                  Gross       Gross
                                                                    Amortized   Unrealized  Unrealized      Fair
                                                                      Cost        Gains       Losses        Value
                                                                   -----------  ----------  ----------  ------------
          <S>                                                      <C>           <C>           <C>         <C>
          Securities Available-for-Sale
            December 31, 2001:
            U. S. Government and agency securities                 $ 4,040,730  $   73,696  $   (9,362) $  4,105,064
            State and municipal securities                           1,370,944           -     (39,978)    1,330,966
            Mortgage-backed securities                              10,578,172      22,395     (50,778)   10,549,789
                                                                   -----------  ----------  ----------  ------------
                                                                   $15,989,846  $   96,091  $ (100,118) $ 15,985,819
                                                                   ===========  ==========  ==========  ============

            December 31, 2000:
            U. S. Government and agency securities                 $ 7,501,675  $        -  $  (52,499) $  7,449,176
            State and municipal securities                             517,331           -           -       517,331
                                                                   -----------  ----------  ----------  ------------
                                                                   $ 8,019,006  $        -  $  (52,499) $  7,966,507
                                                                   ===========  ==========  ==========  ============
</TABLE>

        Securities with a carrying value of $10,431,000 and $5,033,000 at
        December 31, 2001 and 2000 were pledged to secure public deposits and
        for other purposes required or permitted by law.

        The amortized cost and fair value of debt securities as of December 31
        2001 by contractual maturity are shown below. Maturities may differ
        from contractual maturities of mortgage-backed securities because the
        mortgages underlying the securities may be called or repaid without
        penalty. Therefore, these securities are not included in the maturity
        categories in the following summary.

                                                   Securities Available-for-Sale
                                                  ------------------------------
                                                    Amortized           Fair
                                                       Cost             Value
                                                  -------------   --------------
          Due from one to five years              $   2,525,616   $   2,571,655
          Due from five to ten years                  1,515,114       1,533,410
          Due after ten years                         1,370,944       1,330,965
          Mortgage-backed securities                 10,578,172      10,549,789
                                                  -------------   -------------
                                                  $  15,989,846   $  15,985,819
                                                  =============   =============

NOTE 3. LOANS

        The composition of loans is summarized as follows:

                                                            December 31,
                                                    ----------------------------
                                                        2001            2000
                                                    -----------     ------------
          Commercial, financial, and agricultural   $ 8,940,000     $ 5,983,000
          Real estate - construction                 20,074,000      14,022,000
          Real estate - mortgage                     55,176,000      40,077,000
          Consumer installment and other              4,072,719       4,037,561
                                                    -----------     -----------
                                                     88,262,719      64,119,561
          Deferred loan fees                           (279,557)       (117,929)
          Allowance for loan losses                  (1,352,058)       (967,248)
                                                    -----------     -----------
          Loans, net                                $86,631,104     $63,034,384
                                                    ===========     ===========

                                     10

<PAGE>

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 3.   LOANS (Continued)

          Changes in the allowance for loan losses are as follows:

<TABLE>
<CAPTION>
                                                                      Years Ended December 31,
                                                                     -------------------------
                                                                         2001         2000
                                                                     -----------   ----------
            <S>                                                      <C>           <C>
            Balance, beginning of year                               $  967,248    $ 619,812
               Provision for loan losses                                393,000      336,000
               Loans charged off                                        (15,972)      (1,697)
               Recoveries of loans previously charged off                 7,782       13,133
                                                                     ----------    ---------

            Balance, end of year                                     $1,352,058    $ 967,248
                                                                     ==========    =========
</TABLE>

          The total recorded investment in impaired loans was $1,317,980 and
          $12,107 at December 31, 2001 and 2000, respectively. There were no
          impaired loans that had related allowances determined in accordance
          with SFAS No. 114, Accounting by Creditors for Impairment of a Loan,
          at December 31, 2001 and 2000. The average recorded investment in
          impaired loans for 2001 and 2000 was $256,610 and $20,390,
          respectively. Interest income recognized for cash payments received on
          impaired loans totaled $33,995 and $0 for the years ended December 31,
          2001 and 2000, respectively.

          In the ordinary course of business, the Company has granted loans to
          certain related parties, including directors, executive officers, and
          their affiliates. The interest rates on these loans were substantially
          the same as rates prevailing at the time of the transaction and
          repayment terms are customary for the type of loan. Changes in related
          party loans for the year ended December 31, 2001 are as follows:

            Balance, beginning of year                      $   5,405,500
               Advances                                         5,782,829
               Repayments                                      (4,924,386)
                                                            -------------
            Balance, end of year                            $   6,263,943
                                                            =============


NOTE 4.   PREMISES AND EQUIPMENT

          Premises and equipment are summarized as follows:

                                                             December 31,
                                                  ------------------------------
                                                       2001             2000
                                                  ------------     -------------

            Land                                  $    493,265     $    405,265
            Buildings                                1,695,566        1,469,033
            Equipment                                  710,431          685,783
                                                  ------------     ------------
                                                     2,899,262        2,560,081
            Accumulated depreciation                  (526,733)        (397,504)
                                                  ------------     ------------
                                                  $  2,372,529     $  2,162,577
                                                  ============     ============

                                       11




<PAGE>

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 5.  DEPOSITS

         The aggregate amount of time deposits in denominations of $100,000 or
         more at December 31, 2001 and 2000 was $28,106,834 and $14,988,912,
         respectively. The Company had brokered deposits at December 31, 2001
         and 2000 of $18,109,861 and $2,000,000, respectively. The scheduled
         maturities of time deposits at December 31, 2001 are as follows:

                      2002                                      $   44,027,236
                      2003                                           6,669,810
                      2004                                           3,331,989
                      2005                                             508,763
                      2006                                           1,082,473
                                                                ---------------
                                                                $   55,620,271
                                                                ===============

NOTE 6.  OTHER BORROWINGS

         Other borrowings consist of the following:

<TABLE>
<CAPTION>
                                                                                             December 31,
                                                                                  -----------------------------
                                                                                     2001              2000
                                                                                  ------------     ------------
           <S>                                                                    <C>              <C>
           $3,000,000 line of credit from bank with interest at prime minus
              1.00% (3.75% at December 31, 2001), unpaid principal due in
              ten installments beginning January 1, 2005, collateralized by
              common stock of the Bank.                                          $     500,000     $          -
           Note payable, payable in monthly installments of $701 including
              interest at 4.80%, collateralized by automobile.                               -            6,858
           Advance from Federal Home Loan Bank, interest payable quarterly
              at 6.385% until August 13, 2004 when the rate may be converted
              to the three month LIBOR, due August 13, 2009, collateralized by
              qualifying first mortgage loans.                                       1,750,000        1,750,000
           Advance from Federal Home Loan Bank, interest payable quarterly
              at 5.92% (rate may be converted to the three month LIBOR), due
              March 17, 2010, collateralized by qualifying first mortgage loans.     2,550,000        2,550,000
           Advance from Federal Home Loan Bank, interest payable quarterly
              at 6.44% (rate may be converted to the three month LIBOR), due
              August 25, 2003, collateralized by qualifying first mortgage           2,000,000        2,000,000
              loans.
           Advance from Federal Home Loan Bank, interest payable quarterly
              at 5.02% until January 4, 2002 when the rate may be converted to
              the three month LIBOR, due January 4, 2011, collateralized by
              qualifying first mortgage loans.                                       3,000,000                -
           Advance from Federal Home Loan Bank, interest payable quarterly
              at 5.20% until August 8, 2006 when the rate may be converted to
              the three month LIBOR, due August 8, 2011, collateralized by
              qualifying first mortgage loans.                                       3,500,000                -
                                                                                 -------------    -------------
                                                                                 $  13,300,000     $  6,306,858
                                                                                 =============    =============
</TABLE>

         The line of credit has various covenants related to the allowance for
         loan losses, classified assets, capital ratios, and profitability of
         the Company. As of December 31, 2001, the Company was in compliance
         with all covenants.

                                       12

<PAGE>

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 7.  DEFERRED COMPENSATION PLAN

         The Company has a deferred compensation plan providing for death and
         retirement benefits for its executive officers. The estimated amounts
         to be paid under the compensation plan have been funded through the
         purchase of life insurance policies on the executive officers. The
         balance of the policy cash surrender values included in other assets at
         December 31, 2001 and 2000 is $2,145,633 and $1,803,794, respectively.
         Income recognized on the policies amounted to $91,839 and $86,064 for
         the years ended December 31, 2001 and 2000, respectively. The balance
         of the deferred compensation included in other liabilities at December
         31, 2001 and 2000 is $118,826 and $65,018, respectively. Expense
         recognized for deferred compensation amounted to $53,808 and $53,808
         for the years ended December 31, 2001 and 2000, respectively.

NOTE 8.  STOCK OPTIONS

         Through July of 2000, the Company granted options to purchase 41,500
         shares of common stock to key employees under an incentive stock option
         plan. For a period of three years from the date of grant, these options
         were exercisable for the lesser of the book value of the Company's
         common stock at the date of exercise or $10. Subsequent to the three
         year period, the options were exercisable at book value per share. The
         options could not be exercised until the Bank was cumulatively
         profitable.

         In 2000, the Company granted 150,000 shares of common stock for
         issuance to directors with the same exercise price, expiration dates,
         and exercise restrictions as the key employee stock options.

         In December of 2000, the Company cancelled all employee and director
         stock options. Therefore, the disclosures of the proforma effect on net
         income and earnings per share required by SFAS No. 123 are not
         presented for December 31, 2000.

         In 2001, the Company adopted a stock incentive plan and reserved
         250,000 shares of common stock for issuance pursuant to awards granted
         under the plan. The plan provides for the granting of stock options,
         stock appreciation rights, stock awards and other stock incentives.
         During 2001, stock options were granted to directors and certain key
         employees.

         Other pertinent information related to the options is as follows:

<TABLE>
<CAPTION>
                                                           Year Ended December 31,
                                               ------------------------------------------------
                                                       2001                    2000
                                               ------------------------  ----------------------
                                                             Weighted-               Weighted-
                                                              Average                 Average
                                                             Exercise                Exercise
                                                Number        Price      Number        Price
                                               --------    ----------  ------------  ----------
         <S>                                   <C>         <C>         <C>          <C>
         Under option, beginning of year              -    $      -       32,500    $  10.00
            Granted                             191,700       12.38      159,000       10.00
            Exercised                            (2,250)      12.38            -           -
            Cancelled                            (2,250)      12.38     (191,500)      10.00
                                               --------               ----------
         Under option, end of year              187,200       12.38            -           -
                                               ========               ==========
         Weighted average fair value of
            Options granted during the year      $ 5.25               $     4.59
                                               ========               ==========
</TABLE>

                                       13

<PAGE>

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 8.  STOCK OPTIONS (Continued)

         Information pertaining to options outstanding at December 31, 2001 is
         as follows:

<TABLE>
<CAPTION>
                                                 Options Outstanding                  Options Exercisable
                                    --------------------------------------------   ----------------------------
                                                      Weighted-
                                                       Average       Weighted-                       Weighted-
                                                      Remaining       Average                         Average
                 Range of              Number        Contractual      Exercise        Number          Exercise
               Exercise Prices       Outstanding         Life           Price        Exercisable        Price
          ----------------------    -------------    ------------    ----------      ------------    ----------
          <S>                       <C>              <C>             <C>            <C>              <C>
                $12.38                 187,200        9.5 years       $ 12.38         171,600         $ 12.38
                                     =========                                       ========
</TABLE>

         The Company applies Opinion 25 and related Interpretations in
         accounting for stock options. Accordingly, no compensation cost has
         been recognized. Had compensation cost for the stock options been
         determined based on the fair value at the grant dates for awards under
         the plan consistent with the method prescribed by SFAS No. 123, net
         income and earnings per share would have been adjusted to the pro forma
         amounts indicated below.

                                                          Year Ended
                                                         December 31,
                                                              2001
                                                         ------------
            Net income                 As reported       $    936,344
                                       Pro forma         $    368,520

            Earnings per share         As reported       $       1.23
                                       Pro forma         $        .49

            Earnings per share -       As reported       $       1.22
              assuming dilution        Pro forma         $        .48


         The fair market value of each option grant is estimated on the date of
         the grant using the Black-Scholes option-pricing model with the
         following weighted-average assumptions:

                                                    Year Ended
                                                  December 31,
                                                     2001
                                                  -----------

            Dividend yield                                 0%
            Expected life                            10 years
            Expected volatility                            0%
            Risk-free interest rate                     5.59%


                                       14


<PAGE>

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 9.  INCOME TAXES

         Income tax expense consists of the following:

                                                  Years Ended December 31,
                                               -------------------------------
                                                   2001               2000
                                               --------------    -------------
             Current                           $    661,737      $   457,903
             Deferred                              (199,044)        (136,722)
             Change in valuation allowance                -          (83,633)
                                               --------------    -------------
                     Income tax expense        $    462,693      $   237,548
                                               ==============    =============

         The Company's income tax expense differs from the amounts
         computed by applying the federal income tax statutory rates to
         income before income taxes. A reconciliation of the
         differences is as follows:

<TABLE>
<CAPTION>
                                                                           Years Ended December 31,
                                                           --------------------------------------------------------
                                                                      2001                         2000
                                                           --------------------------    --------------------------
                                                             Amount        Percent          Amount        Percent
                                                           ------------   -----------    -------------   ----------
           <S>                                             <C>            <C>            <C>             <C>
              Income taxes at statutory rate                $  475,670        34 %        $   357,197        34 %
                 Change in valuation allowance                       -         -              (83,633)       (8)
                 Tax free income                               (12,567)       (1)                  -          -
                 Income from life insurance policies           (31,225)       (2)             (29,262)       (3)
                 State income taxes (benefit)                   28,944         2               (7,768)        -
                 Other                                           1,871         -                1,014         -
                                                            ------------   -----------    -------------   ----------
              Income tax expense                            $  462,693        33 %        $   237,548        23 %
                                                            ============   ===========    =============   ==========
</TABLE>

           The components of deferred income taxes are as follows:

<TABLE>
<CAPTION>
                                                                          December 31,
                                                                   ---------------------------
                                                                      2001              2000
                                                                   -----------      -----------
                       <S>                                         <C>              <C>
                       Deferred tax assets:
                          Loan loss reserves                       $   447,436      $   299,133
                          Preopening and organization expenses          22,069           55,175
                          Securities available-for-sale                  1,530           17,850
                          Deferred compensation                         44,840           24,535
                          Deferred loan fees                           103,639           42,432
                                                                   -----------      -----------
                                                                       619,514          439,125
                                                                   -----------      -----------

                       Deferred tax liabilities; depreciation           54,168           56,503
                                                                   -----------      -----------


                       Net deferred tax assets                     $   565,346      $   382,622
                                                                   ===========      ===========
</TABLE>

                                       15

<PAGE>

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 10. EARNINGS PER SHARE

         Presented below is a summary of the components used to calculate basic
and diluted earnings per share.

<TABLE>
<CAPTION>
                                                                     Years Ended December 31,
                                                                 -------------------------------
                                                                    2001               2000
                                                                 ------------    ---------------
         <S>                                                     <C>             <C>

         Basic Earnings Per Share:
            Weighted average common shares outstanding                   758,875         758,458
                                                                 ===============  ==============


            Net income                                           $       936,344  $      813,033
                                                                 ===============  ==============


            Basic earnings per share                             $          1.23  $         1.07
                                                                 ===============  ==============


         Diluted Earnings Per Share:
            Weighted average common shares outstanding                   758,875         758,458
            Net effect of the assumed exercise of stock
               options based on the treasury stock method
               using average market prices for the year                    7,002               -
                                                                 ---------------  --------------
            Total weighted average common shares and
               common stock equivalents outstanding                      765,877         758,458
                                                                 ===============  ==============


            Net income                                           $       936,344  $      936,344
                                                                 ===============  ==============


            Diluted earnings per share                           $          1.22  $         1.07
                                                                 ===============  ==============
</TABLE>


NOTE 11. COMMITMENTS AND CONTINGENCIES

         The Company 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. Such commitments involve, to varying
         degrees, elements of credit risk and interest rate risk in
         excess of the amount recognized in the balance sheets.

         The Company'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 Company uses the same credit policies in making
         commitments and conditional obligations as it does for
         on-balance sheet instruments. A summary of the Company's
         commitments is as follows:

                                                           December 31,
                                                ------------------------------
                                                   2001               2000
                                                ------------      ------------

               Commitments to extend credit     $  9,490,000      $ 11,431,000
               Standby letters of credit             325,000           276,000
                                                ------------      ------------
                                                $  9,815,000      $ 11,707,000
                                                ============      ============

                                       16

<PAGE>

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 11.     COMMITMENTS AND CONTINGENCIES (Continued)

             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. 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 amount of collateral obtained, if deemed
             necessary by the Company upon extension of credit, is based on
             management's credit evaluation of the customer.

             Standby letters of credit are conditional commitments issued
             by the Company to guarantee the performance of a customer to a
             third party. Those letters of credit are primarily issued to
             support public and private borrowing arrangements. The credit
             risk involved in issuing letters of credit is essentially the
             same as that involved in extending loans to customers.
             Collateral is required in instances which the Company deems
             necessary.

             In the normal course of business, the Company is involved in
             various legal proceedings. In the opinion of management, any
             liability resulting from such proceedings would not have a
             material effect on the Company's financial statements.

NOTE 12.     CONCENTRATIONS OF CREDIT

             The Company originates primarily commercial, residential, and
             consumer loans to customers in Butts County and surrounding
             counties. The ability of the majority of the Company's
             customers to honor their contractual loan obligations is
             dependent on the economy in these areas.

             Eighty-five percent of the Company's loan portfolio is
             concentrated in loans secured by real estate, of which a
             substantial portion is secured by real estate in the Company's
             primary market area. Accordingly, the ultimate collectibility
             of the loan portfolio is susceptible to changes in market
             conditions in the Company's primary market area. The other
             significant concentrations of credit by type of loan are set
             forth in Note 3.

             The Company, as a matter of policy, does not generally extend
             credit to any single borrower or group of related borrowers in
             excess of 25% of statutory capital, or approximately
             $1,964,000.

NOTE 13.     REGULATORY MATTERS

             The Bank is subject to certain restrictions on the amount of
             dividends that may be declared without prior regulatory
             approval. At December 31, 2001, dividends of approximately
             $485,000 could be declared without regulatory approval.

             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 capital adequacy guidelines and the regulatory framework
             for prompt corrective action, the Company and Bank must meet
             specific capital guidelines that involve quantitative measures
             of the assets, liabilities, and certain off-balance sheet
             items as calculated under regulatory accounting practices. The
             capital amounts and classification are also subject to
             qualitative judgments by the regulators about components, risk
             weightings, and other factors. Prompt correction action
             provisions are not applicable to bank holding companies.

                                       17

<PAGE>


                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 13.  REGULATORY MATTERS (Continued)

          Quantitative measures established by regulation to ensure capital
          adequacy require the Company and Bank to maintain minimum amounts and
          ratios of Total and Tier I capital to risk-weighted assets and of Tier
          I capital to average assets. Management believes, as of December 31,
          2001 and 2000, the Company and the Bank met all capital adequacy
          requirements to which they are subject.

          As of December 31, 2001, the most recent notification from the Federal
          Deposit Insurance Corporation 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 I risk-based, and Tier I leverage ratios as set forth
          in the following table. There are no conditions or events since that
          notification that management believes have changed the Bank's
          category.

          The Company and the Bank's actual capital amounts and ratios are
          presented in the following tables.

<TABLE>
<CAPTION>
                                                                                                           To Be Well
                                                                                   For Capital          Capitalized Under
                                                                                     Adequacy           Prompt Corrective
                                                             Actual                  Purposes           Action Provisions
                                                      ---------------------   ---------------------   ---------------------
                                                        Amount      Ratio       Amount      Ratio       Amount     Ratio
                                                      ---------   ---------   ---------   ---------   ---------   ---------
          December 31, 2001:                                                  (Dollars in Thousands)
                                                      ---------------------------------------------------------------------
          <S>                                         <C>         <C>         <C>         <C>         <C>         <C>
          Total Capital to Risk Weighted Assets:
             Consolidated                             $  10,351      10.25%   $   8,082          8%   $     N/A         N/A
             Bank                                     $  10,805      10.70%   $   8,081          8%   $  10,102          10%
          Tier I Capital to Risk Weighted Assets:
             Consolidated                             $   9,087       8.99%   $   4,041          4%   $     N/A         N/A
             Bank                                     $   9,541       9.45%   $   4,041          4%   $   6,061           6%
          Tier I Capital to Average Assets:
             Consolidated                             $   9,087       7.97%   $   4,562          4%   $     N/A         N/A
             Bank                                     $   9,541       8.37%   $   4,562          4%   $   5,702           5%


          December 31, 2000:
          Total Capital to Risk Weighted Assets:
             Consolidated                             $   9,001      12.83%   $   5,614          8%   $     N/A         N/A
             Bank                                     $   8,090      11.54%   $   5,610          8%   $   7,013          10%
          Tier I Capital to Risk Weighted Assets:
             Consolidated                             $   8,123      11.58%   $   2,807          4%   $     N/A         N/A
             Bank                                     $   7,212      10.28%   $   2,805          4%   $   4,208           6%
          Tier I Capital to Average Assets:
             Consolidated                             $   8,123      10.29%   $   3,157          4%   $     N/A         N/A
             Bank                                     $   7,212       9.14%   $   3,156          4%   $   3,944           5%
</TABLE>

                                       18

<PAGE>


                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 14.  FAIR VALUE OF FINANCIAL INSTRUMENTS

          The fair value of a financial instrument is the current amount that
          would be exchanged between willing parties, other than in a forced
          liquidation. Fair value is best determined based upon quoted market
          prices. However, in many instances, there are no quoted market prices
          for the Company's various financial instruments. In cases where quoted
          market prices are not available, fair values are based on estimates
          using present value or other valuation techniques. Those techniques
          are significantly affected by the assumptions used, including the
          discount rate and estimates of future cash flows. Accordingly, the
          fair value estimates may not be realized in an immediate settlement of
          the instrument. SFAS No. 107, Disclosures about Fair Values of
          Financial Instruments, excludes certain financial instruments and all
          nonfinancial instruments from its disclosure requirements.
          Accordingly, the aggregate fair value amounts presented may not
          necessarily represent the underlying fair value of the Company.

          Cash, Due From Banks, Interest-Bearing Deposits in Banks and Federal
          Funds Sold:

           The carrying amounts of cash, due from banks, interest-bearing
           deposits in banks and federal funds sold approximate fair values.

          Securities:

           Fair values for securities are based on available quoted market
           prices. The carrying values of equity securities with no readily
           determinable fair value approximate fair values.

          Loans and Loans Held for Sale:

           For variable-rate loans that reprice frequently and have no
           significant change in credit risk, fair values are based on carrying
           values. For other loans, the fair values are estimated using
           discounted cash flow analyses, using interest rates currently being
           offered for loans with similar terms to borrowers with similar credit
           quality. Fair values for impaired loans are estimated using
           discounted cash flow analyses or underlying collateral values, where
           applicable. The carrying amount of loans held for sale approximate
           their fair values.

          Deposits:

           The carrying amounts of demand deposits, savings deposits, and
           variable-rate certificates of deposit approximate their fair values.
           Fair values for fixed-rate certificates of deposit are estimated
           using a discounted cash flow calculation that applies interest rates
           currently being offered on certificates to a schedule of aggregated
           expected monthly maturities on time deposits.

          Other Borrowings:

           The fair values of the Company's other borrowings approximate their
           fair values.

          Accrued Interest:

           The carrying amounts of accrued interest approximate their fair
           values.

                                       19

<PAGE>


                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 14.  FAIR VALUE OF FINANCIAL INSTRUMENTS (Continued)

          Off-Balance Sheet Instruments:

           Fair values of the Company's off-balance sheet financial instruments
           are based on fees currently charged to enter into similar agreements.
           Since the majority of the Company's off-balance sheet instruments
           consist of nonfee-producing, variable-rate commitments, the Company
           has determined they do not have a distinguishable fair value.

           The carrying amounts and estimated fair values of the Company's
           financial instruments were as follows:

<TABLE>
<CAPTION>
                                                                              December 31, 2001               December 31, 2000
                                                                       -----------------------------   -----------------------------
                                                                          Carrying         Fair           Carrying          Fair
                                                                           Amount          Value           Amount           Value
                                                                       -------------   -------------   -------------   -------------
               <S>                                                     <C>             <C>             <C>             <C>
               Financial assets:
                  Cash, due from banks, interest- bearing deposits
                     in banks, and federal funds sold                  $   6,573,523   $   6,573,523   $   8,567,616   $   8,567,616
                  Securities                                              16,625,819      16,625,819       8,281,507       8,281,507
                  Loans held for sale                                        302,543         302,543             -               -
                  Loans                                                   86,631,104      89,082,629      63,034,384      63,753,897
                  Accrued interest receivable                                643,356         643,356         621,201         621,201

               Financial liabilities:
                  Deposits                                                92,739,368      93,821,415      69,677,752      69,774,759
                  Other borrowings                                        13,300,000      13,300,000       6,306,858       6,306,858
                  Accrued interest payable                                   379,300         379,300         404,549         404,549
</TABLE>


NOTE 15.  SUPPLEMENTAL FINANCIAL DATA

          Components of other income and expenses in excess of 1% of total
          revenue are as follows:

<TABLE>
<CAPTION>
                                                                                                          Years Ended December 31,
                                                                                                       -----------------------------
                                                                                                            2001              2000
                                                                                                       -------------   -------------
               Other income:
               <S>                                                                                     <C>             <C>
                  Income from life insurance policies                                                  $      91,839   $      86,064
               Other expenses:
                  Stationery and office supplies                                                              60,068          60,512
                  Legal and professional                                                                     153,475          91,507
                  Data processing                                                                            186,089         158,238
</TABLE>

                                       20

<PAGE>

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 16. PARENT COMPANY FINANCIAL INFORMATION

         The following information presents the condensed balance sheets,
         statements of income and cash flows of First Georgia Community Corp. as
         of and for the years ended December 31, 2001 and 2000:

                            CONDENSED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                  2001               2000
                                                              -------------     --------------
         <S>                                                  <C>              <C>
         Assets
           Cash                                               $     21,220     $     865,943
           Investment in subsidiary                              9,538,892         7,177,420
           Other assets                                             37,568            45,216
                                                              -------------    --------------

               Total assets                                   $  9,597,680     $   8,088,579
                                                              =============    ==============

         Liabilities
           Other borrowings                                   $    500,000     $           -
           Other liabilities                                        12,750                 -
                                                              -------------    --------------

               Total liabilities                                   512,750                 -

         Stockholders' equity                                    9,084,930         8,088,579
                                                              -------------    --------------

              Total liabilities and stockholders' equity      $  9,597,680     $   8,088,579
                                                              =============    ==============


                         CONDENSED STATEMENTS OF INCOME
                                                                  2001               2000
                                                              -------------    --------------
         Expenses
           Salaries and employee benefits                     $     14,300     $      13,200
           Other expenses                                           41,873            45,159
                                                              -------------    --------------
               Total expenses                                       56,173            58,359
                                                              -------------    --------------


               Loss before income tax benefits and equity
                  in undistributed income of subsidiary            (56,173)          (58,359)

           Income tax benefits                                     (21,197)          (77,199)
                                                              -------------    --------------

               Income (loss) before equity in undistributed
                  income of subsidiary                             (34,976)           18,840

         Equity in undistributed income of subsidiary              971,320           794,193
                                                              -------------    --------------

               Net income                                     $    936,344     $     813,033
                                                              =============    ==============
</TABLE>

                                       21

<PAGE>

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 16. PARENT COMPANY FINANCIAL INFORMATION (Continued)


                       CONDENSED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                                            2001              2000
                                                                       --------------     -------------
         <S>                                                           <C>                <C>
         OPERATING ACTIVITIES
            Net income                                                 $     936,344      $    813,033
            Adjustments to reconcile net income to net
               cash used in operating activities:
               Undistributed income of subsidiary                           (971,320)         (794,193)
               Other operating activities                                     20,398           (60,366)
                                                                       --------------     -------------

                           Net cash used in operating activities             (14,578)          (41,526)
                                                                       --------------     -------------

         INVESTING ACTIVITIES
            Investment in subsidiary                                      (1,358,000)                -
                                                                       --------------     -------------

                           Net cash used in investing activities          (1,358,000)                -
                                                                       --------------     -------------

         FINANCING ACTIVITIES
            Proceeds from other borrowings                                   500,000                 -
            Proceeds from exercise of stock options                           27,855                 -
                                                                       --------------     -------------

                           Net cash provided by financing activities         527,855                 -
                                                                       --------------     -------------

         Net decrease in cash                                               (844,723)          (41,526)

         Cash at beginning of year                                           865,943           907,469
                                                                       --------------     -------------

         Cash at end of year                                           $      21,220      $    865,943
                                                                       ==============     =============
</TABLE>

                                       22