<PAGE>

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

                                   FORM 10-KSB

(Mark One)

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

                   For the fiscal year ended December 31, 2001
                                       OR

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

                        Commission File Number: 000-23909

                         PINNACLE BANKSHARES CORPORATION
                 (Name of small business issuer in its charter)

          VIRGINIA                                      54-1832714
--------------------------                          -----------------------
(State or other jurisdiction of                      (I.R.S. Employer
 incorporation or organization)                      Identification Number)


            P.O. Box 29
       Altavista, Virginia 24517                        24517-0029
-------------------------------------------             ----------
   (Address of principal executive offices)              (ZIP CODE)

Issuer's telephone number (434) 369-3000
                          --------------

Securities registered pursuant to Section 12(b) of the Exchange Act: None

Securities registered pursuant to Section 12(g) of the Act:

                          Common Stock, par value $3.00
                          -----------------------------
                                (Title of Class)

         Check whether the issuer (1) has filed all reports required to be filed
by Section 13 or 15(d) of the Securities Exchange Act during the past 12 months
(or for such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past 90
days. Yes X  No ____
         ---
         Check if disclosure of delinquent filers in response to Item 405 of
Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB.[X]

         The issuer's revenues for the fiscal year ended December 31, 2001:
$14,995,000
-----------

         The aggregate market value of the issuer's Common Stock held by
nonaffiliates as of February 8, 2002:   $19,618,240.50
                                      ----------------

The number of shares outstanding of the issuer's Common Stock as of March 11,
2002: 1,453,203 Shares
      ----------------

                       DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Registrant's 2001 Annual Report to Shareholders is incorporated
by reference in Part II of this report, which is attached hereto as Exhibit 13.
Portions of the Proxy Statement for the Company's Annual Meeting of Shareholders
to be held on April 9, 2002 are incorporated by reference in Part III of this
report.

Transitional small business disclosure format: Yes    No x .
                                                  ___   ---

<PAGE>

                         PINNACLE BANKSHARES CORPORATION
                         2001 FORM 10-KSB ANNUAL REPORT
                                TABLE OF CONTENTS

<TABLE>
<CAPTION>
                                                                                Page
                                                                                ----
                                     PART I
<S>                                                                             <C>
Item 1.  Description of Business                                                   3
               General Development of Business
               Competition
               Regulation and Supervision
               Employees
Item 2.  Description of Property                                                   7
Item 3.  Legal Proceedings                                                         8
Item 4.  Submission of Matters to a Vote of Security Holders                       8

                                     PART II

Item 5.  Market for Common Equity and Related Stockholder Matters                  8
Item 6.  Management's Discussion and Analysis or Plan of Operation                 8
Item 7.  Financial Statements                                                      8
Item 8.  Changes in and Disagreements with Accountants on Accounting
               and Financial Disclosure                                            8

                                     PART III

Item 9.  Directors, Executive Officers, Promoters and
         Control Persons; Compliance with Section 16(a)
         of the Exchange Act                                                       8
Item 10. Executive Compensation                                                    9
Item 11. Security Ownership of Certain Beneficial Owners
         and Management                                                            9
Item 12. Certain Relationships and Related Transactions                            9
Item 13. Exhibits and Reports on Form 8-K                                          9

SIGNATURES                                                                         10
</TABLE>

<PAGE>

                                     PART I

Item 1.  Description of Business.
-------  ------------------------

General Development of Business

     Pinnacle Bankshares Corporation, a Virginia corporation (the "Company"),
was organized in 1997 and is registered as a bank holding company under the Bank
Holding Company Act of 1956, as amended. The Company is headquartered in
Altavista, Virginia. The Company conducts all of its business activities through
the branch offices of its wholly-owned subsidiary bank, The First National Bank
of Altavista (the "Bank"). The Company exists primarily for the purpose of
holding the stock of its subsidiary, the Bank, and of such other subsidiaries as
it may acquire or establish. The Company's administrative offices are located at
622 Broad Street, Altavista, Virginia.

     The Bank was organized as a national bank in 1908 and commenced its general
banking operations in December of that year, providing services to commercial
and agricultural businesses and individuals in the Altavista area. With an
emphasis on personal service, the Bank today offers a broad range of commercial
and retail banking products and services including checking, savings and time
deposits, individual retirement accounts, merchant bankcard processing,
residential and commercial mortgages, home equity loans, consumer installment
loans, agricultural loans, investment loans, small business loans, commercial
lines of credit and letters of credit.

     The Bank serves a trade area consisting primarily of Campbell County,
northern Pittsylvania County, southeastern Bedford County, and the city of
Lynchburg from facilities located in the town of Altavista and the city of
Lynchburg, Virginia. In October 1998, the Company opened a mortgage loan
production office in Forest, Virginia. In addition, in June 1999 the Company
opened The Airport facility, located just outside the Lynchburg city limits. In
August 2000, the Company opened the Old Forest Road facility, located on Old
Forest Road in Lynchburg, and the Brookville Plaza facility, located on
Timberlake Road in Lynchburg. The Company opened these offices to better serve
the Lynchburg and northern Campbell County areas.

     The Bank has two wholly-owned subsidiaries. FNB Property Corp., which is a
Virginia corporation, was formed to hold title to Bank premises real estate.
First Properties, Inc., also a Virginia corporation, was formed to hold title to
other real estate owned.

Competition

     In general, the banking business in central Virginia is highly competitive
with respect to both loans and deposits and is dominated by a number of major
banks that have offices operating throughout the state and in the Company's
market area. The Company actively competes for all types of deposits and loans
with other banks and with nonbank financial institutions, including savings and
loan associations, finance companies, credit unions, mortgage companies,
insurance companies and other lending institutions.

     Institutions such as brokerage firms, credit card companies and even retail
establishments offer alternative investment vehicles such as money market funds
as well as traditional banking services. Other entities (both public and
private) seeking to raise capital through the issuance and sale of debt or
equity securities also represent a source of competition for the Company with
respect to acquisition of deposits. Among the advantages that the major banks
have over the Company is their ability to finance extensive advertising
campaigns and to allocate their investment assets to regions of highest yield
and demand, over a more diverse geographic area. Although major banks have these
competitive advantages over small independent banks, the Bank has actively tried
to turn the loss of local independent banks to its competitive advantage by
soliciting customers who prefer the personal service offered by a small
independent bank.

     The Company does not depend upon a single customer or industry, the loss of
which would have a material adverse effect on the Company's financial condition.
The Company believes that its prompt response to lending requests is a key
factor to the Company's competitive position in its primary service area. In
addition, the accessibility of senior management to customers and local
decision-making also distinguish the Company from other area financial
institutions.

     In order to compete with the other financial institutions in its primary
service area, the Company relies principally upon local promotional activities,
personal contact by its officers, directors, employees and stockholders and
offering specialized services

                                        3

<PAGE>

to customers. The Company's promotional activities emphasize the advantages of
dealing with a local bank attuned to the particular needs of the community.

Regulation and Supervision

         Set forth below is a brief description of the material laws and
regulations that affect the Company. The description of these statutes and
regulations is only a summary and does not purport to be complete. This
discussion is qualified in its entirety by reference to the statutes and
regulations summarized below. No assurance can be given that these statutes or
regulations will not change in the future.

         General. The Company is subject to the periodic reporting requirements
of the Securities and Exchange Act of 1934, as amended (the "Exchange Act"),
which include, but are not limited to, the filing of annual, quarterly and other
reports with the Securities and Exchange Commission (the "SEC").

         The Company is a bank holding company within the meaning of the Bank
Holding Company Act of 1956, and is registered as such with, and subject to the
supervision of, the Federal Reserve Bank of Richmond (the "FRB"). Generally, a
bank holding company is required to obtain the approval of the FRB before it may
acquire all or substantially all of the assets of any bank, and before it may
acquire ownership or control of the voting shares of any bank if, after giving
effect to the acquisition, the bank holding company would own or control more
than 5% of the voting shares of such bank. The FRB's approval is also required
for the merger or consolidation of bank holding companies.

         The Company is required to file periodic reports with the FRB and
provide any additional information as the FRB may require. The FRB also has the
authority to examine the Company and the Bank, as well as any arrangements
between the Company and the Bank, with the cost of any such examinations to be
borne by the Company.

         Banking subsidiaries of bank holding companies are also subject to
certain restrictions imposed by Federal law in dealings with their holding
companies and other affiliates. Subject to certain restrictions set forth in the
Federal Reserve Act, a bank can loan or extend credit to an affiliate, purchase
or invest in the securities of an affiliate, purchase assets from an affiliate
or issue a guarantee, acceptance or letter of credit on behalf of an affiliate,
as long as the aggregate amount of such transactions of a bank and its
subsidiaries with its affiliates does not exceed 10% of the capital stock and
surplus of the bank on a per affiliate basis or 20% of the capital stock and
surplus of the bank on an aggregate affiliate basis. In addition, such
transactions must be on terms and conditions that are consistent with safe and
sound banking practices. In particular, a bank and its subsidiaries generally
may not purchase from an affiliate a low-quality asset, as defined in the
Federal Reserve Act. These restrictions also prevent a bank holding company and
its other affiliates from borrowing from a banking subsidiary of the bank
holding company unless the loans are secured by marketable collateral of
designated amounts. Additionally, the Company and its subsidiary are prohibited
from engaging in certain tie-in arrangements in connection with any extension of
credit, sale or lease of property or furnishing of services.

         A bank holding company is prohibited from engaging in or acquiring
direct or indirect ownership or control of more than 5% of the voting shares of
any company engaged in nonbanking activities. A bank holding company may,
however, engage in or acquire an interest in a company that engages in
activities which the FRB has determined by regulation or order are so closely
related to banking as to be a proper incident to banking. In making these
determinations, the FRB considers whether the performance of such activities by
a bank holding company would offer advantages to the public that outweigh
possible adverse effects.

         As a national bank, the Bank is subject to regulation, supervision and
regular examination by the Office of the Comptroller of the Currency (the
"Comptroller"). Each depositor's account with the Bank is insured by the Federal
Deposit Insurance Corporation (the "FDIC") to the maximum amount permitted by
law, which is currently $100,000 for each depositor. The Bank is also subject to
certain regulations promulgated by the FRB and applicable provisions of Virginia
law, insofar as they do not conflict with or are not preempted by Federal
banking law.

         The regulations of the FDIC, the Comptroller and FRB govern most
aspects of the Company's business, including deposit reserve requirements,
investments, loans, certain

                                       4

<PAGE>

check clearing activities, issuance of securities, payment of dividends,
branching, deposit interest rate ceilings and numerous other matters. As a
consequence of the extensive regulation of commercial banking activities in the
United States, the Company's business is particularly susceptible to changes in
state and Federal legislation and regulations, which may have the effect of
increasing the cost of doing business, limiting permissible activities or
increasing competition.

     Governmental Policies and Legislation. Banking is a business that depends
primarily on interest rate differentials. In general, the difference between the
interest rates paid by the Company on its deposits and its other borrowings and
the interest rates received by the Company on loans extended to its customers
and securities held in its portfolio, comprise the major portion of the
Company's earnings. These rates are highly sensitive to many factors that are
beyond the Company's control. Accordingly, the Company's growth and earnings are
subject to the influence of domestic and foreign economic conditions, including
inflation, recession and unemployment.

     The commercial banking business is affected not only by general economic
conditions, but is also influenced by the monetary and fiscal policies of the
Federal government and the policies of its regulatory agencies, particularly the
FRB. The FRB implements national monetary policies (with objectives such as
curbing inflation and combating recession) by its open-market operations in U.S.
Government securities, by adjusting the required level of reserves for financial
institutions subject to its reserve requirements and by varying the discount
rates applicable to borrowings by depository institutions. The actions of the
FRB in these areas influence the growth of bank loans, investments and deposits,
and also affect interest rates charged on loans and paid on deposits. The nature
and impact of any future changes in monetary policies cannot be predicted.

     From time to time, legislation is enacted which has the effect of
increasing the cost of doing business, limiting or expanding permissible
activities or affecting the competitive balance between banks and other
financial institutions. Proposals to change the laws and regulations governing
the operations and taxation of bank holding companies, banks and other financial
institutions are frequently made in Congress, in the Virginia Legislature and
before various bank holding company and bank regulatory agencies. The likelihood
of any major changes and the impact such changes might have are impossible to
predict. Certain of the potentially significant changes that have been enacted
recently by Congress or various regulatory or professional agencies are
discussed below.

     Dividends. There are regulatory restrictions on dividend payments by both
the Bank and the Company that may affect the Company's ability to pay dividends
on its Common Stock. See "Item 5. Market for Common Equity and Related
Stockholder Matters."

     Capital Requirements. The FRB, the Comptroller and the FDIC have adopted
risk-based capital adequacy guidelines for bank holding companies and banks.
These capital adequacy regulations are based upon a risk-based capital
determination, whereby a bank holding company's capital adequacy is determined
in light of the risk, both on and off balance sheet, contained in the company's
assets. Different categories of assets are assigned risk weightings and are
counted at a percentage of their book value.

     The regulations divide capital between Tier 1 capital (core capital) and
Tier 2 capital. For a bank holding company, Tier 1 capital consists primarily of
common stock, related surplus, noncumulative perpetual preferred stock, minority
interests in consolidated subsidiaries and a limited amount of qualifying
cumulative preferred securities. Goodwill and certain other intangibles are
excluded from Tier 1 capital. Tier 2 capital consists of an amount equal to the
allowance for loan and lease losses up to a maximum of 1.25% of risk weighted
assets, limited other types of preferred stock not included in Tier 1 capital,
hybrid capital instruments and term subordinated debt. Investments in and loans
to unconsolidated banking and finance subsidiaries that constitute capital of
those subsidiaries are excluded from capital. The sum of Tier 1 and Tier 2
capital constitutes qualifying total capital. The guidelines generally require
banks to maintain a total qualifying capital to weighted risk assets level of 8%
(the "Risk-based Capital Ratio"). Of the total 8%, at least 4% of the total
qualifying capital to weighted risk assets (the "Tier 1 Risk-based Capital
Ratio") must be Tier 1 capital.

     The FRB, the Comptroller and the FDIC have adopted leverage requirements
that apply in addition to the risk-based capital requirements. Banks and bank
holding companies are

                                       5

<PAGE>

required to maintain a minimum leverage ratio of Tier 1 capital to average total
consolidated assets (the "Leverage Ratio") of at least 3.0% for the most
highly-rated, financially sound banks and bank holding companies and a minimum
Leverage Ratio of at least 4.0% for all other banks. The FDIC and the FRB define
Tier 1 capital for banks in the same manner for both the Leverage Ratio and the
Risk-based Capital Ratio. However, the FRB defines Tier 1 capital for bank
holding companies in a slightly different manner. An institution may be required
to maintain Tier 1 capital of at least 4% or 5%, or possibly higher, depending
upon the activities, risks, rate of growth, and other factors deemed material by
regulatory authorities. As of December 31, 2001, the Company and Bank both met
all applicable capital requirements imposed by regulation.

     Federal Deposit Insurance Corporation Improvement Act of 1991 ("FDICIA").
There are five capital categories applicable to insured institutions, each with
specific regulatory consequences. If the appropriate Federal banking agency
determines, after notice and an opportunity for hearing, that an insured
institution is in an unsafe or unsound condition, it may reclassify the
institution to the next lower capital category (other than critically
undercapitalized) and require the submission of a plan to correct the unsafe or
unsound condition. The Comptroller has issued regulations to implement these
provisions. Under these regulations, the categories are:

     a. Well Capitalized -- The institution exceeds the required minimum level
for each relevant capital measure. A well capitalized institution is one (I)
having a Risk-based Capital Ratio of 10% or greater, (II) having a Tier 1
Risk-based Capital Ratio of 6% or greater, (III) having a Leverage Ratio of 5%
or greater and (IV) that is not subject to any order or written directive to
meet and maintain a specific capital level for any capital measure.

     b. Adequately Capitalized -- The institution meets the required minimum
level for each relevant capital measure. No capital distribution may be made
that would result in the institution becoming undercapitalized. An adequately
capitalized institution is one (I) having a Risk-based Capital Ratio of 8% or
greater, (II) having a Tier 1 Risk-based Capital Ratio of 4% or greater and
(III) having a Leverage Ratio of 4% or greater or a Leverage Ratio of 3% or
greater if the institution is rated composite 1 under the CAMELS (Capital,
Assets, Management, Earnings, Liquidity and Sensitivity to market risk) rating
system.

     c. Undercapitalized -- The institution fails to meet the required minimum
level for any relevant capital measure. An undercapitalized institution is one
(I) having a Risk-based Capital Ratio of less than 8% or (II) having a Tier 1
Risk-based Capital Ratio of less than 4% or (III) having a Leverage Ratio of
less than 4%, or if the institution is rated a composite 1 under the CAMEL
rating system, a Leverage Ratio of less than 3%.

     d. Significantly Undercapitalized -- The institution is significantly below
the required minimum level for any relevant capital measure. A significantly
undercapitalized institution is one (I) having a Risk-based Capital Ratio of
less than 6% or (II) having a Tier 1 Risk-based Capital Ratio of less than 3% or
(III) having a Leverage Ratio of less than 3%.

     e. Critically Undercapitalized -- The institution fails to meet a critical
capital level set by the appropriate federal banking agency. A critically
undercapitalized institution is one having a ratio of tangible equity to total
assets that is equal to or less than 2%.

     An institution which is less than adequately capitalized must adopt an
acceptable capital restoration plan, is subject to increased regulatory
oversight, and is increasingly restricted in the scope of its permissible
activities. Each company having control over an undercapitalized institution
must provide a limited guarantee that the institution will comply with its
capital restoration plan. Except under limited circumstances consistent with an
accepted capital restoration plan, an undercapitalized institution may not grow.
An undercapitalized institution may not acquire another institution, establish
additional branch offices or engage in any new line of business unless
determined by the appropriate Federal banking agency to be consistent with an
accepted capital restoration plan, or unless the FDIC determines that the
proposed action will further the purpose of prompt corrective action. The
appropriate Federal banking agency may take any action authorized for a
significantly undercapitalized institution if an undercapitalized institution
fails to submit an acceptable capital restoration plan or fails in any material
respect to implement a plan accepted by the agency. A critically
undercapitalized institution is subject to having a receiver or conservator
appointed to

                                       6

<PAGE>

manage its affairs and for loss of its charter to conduct banking activities.

     An insured depository institution may not pay a management fee to a bank
holding company controlling that institution or any other person having control
of the institution if, after making the payment, the institution, would be
undercapitalized. In addition, an institution cannot make a capital
distribution, such as a dividend or other distribution that is in substance a
distribution of capital to the owners of the institution if following such a
distribution the institution would be undercapitalized. Thus, if payment of such
a management fee or the making of such would cause the Bank to become
undercapitalized, it could not pay a management fee or dividend to the Company.

     As of December 31, 2001, both the Company and the Bank were considered
"well capitalized."

     Deposit Insurance Assessments. FDICIA also requires the FDIC to implement a
risk-based assessment system in which the insurance premium relates to the
probability that the deposit insurance fund will incur a loss and directs the
FDIC to set semi-annual assessments in an amount necessary to increase the
reserve ratio of the Bank Insurance Fund to at least 1.25% of insured deposits
or a higher percentage as determined to be justified by the FDIC

     The FDIC has promulgated implementing regulations that base an
institution's risk category partly upon whether the institution is well
capitalized ("1"), adequately capitalized ("2") or less than adequately
capitalized ("3"), as defined under the Prompt Corrective Action Regulations
described above. In addition, each insured depository institution is assigned to
one of three "supervisory subgroups." Subgroup "A" institutions are financially
sound institutions with few minor weaknesses, subgroup "B" institutions
demonstrate weaknesses which, if not corrected, could result in significant
deterioration, and subgroup "C" institutions are those as to which there is a
substantial probability that the FDIC will suffer a loss in connection with the
institution unless effective action is taken to correct the areas of weakness.
Based on the current capital levels the Company is categorized as a
well-capitalized institution.

Employees

     As of December 31, 2001, the Company had 77 full-time employees. The
Company's Management believes that its employee relations are good.

Item 2.  Description of Property.
-------  ------------------------

     The Company's main office and corporate headquarters are located at 622
Broad Street in downtown Altavista, Virginia, which is owned and occupied
principally by the Bank.

     The Vista Office, located at 1301 N. Main Street in Altavista, Virginia,
consists of a single-story building owned by the Bank.

     First National Mortgage, located at 17841 Forest Road in Forest, Virginia,
consists of a single-story building leased by the Bank.

     The Airport Office, located at 14580 Wards Road in Campbell County,
Virginia, consists of a single-story building owned by the Bank.

     The Old Forest Road Office, located at 3309 Old Forest Road in Lynchburg,
Virginia, consists of a single-story building owned by the Bank,

     The Brookville Plaza Office, located at 7805 Timberlake Road in Lynchburg,
Virginia, consists of office space leased by the Bank in a local supermarket.

     All of these properties are in good operating condition and are adequate
for the Company's present and anticipated future needs. The Company maintains
comprehensive general liability and casualty loss insurance covering its
properties and activities conducted in or about its properties. The Company
believes such insurance provides adequate protection for liabilities or losses
that might arise out of the ownership and use of such properties.

                                       7

<PAGE>

Item 3.  Legal Proceedings.
-------  ------------------

     Neither the Company nor any of its properties is involved in any pending
legal proceedings, nor are any such proceedings threatened, other than
nonmaterial proceedings arising in the ordinary course of the Company's
business.

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

     No matters were submitted to a vote of security holders during the fourth
quarter of the Company's fiscal year ended December 31, 2001.

                                     PART II

Item 5.  Market for Common Equity and Related Stockholder Matters.
-------  ---------------------------------------------------------

     The information contained on page 53 of the 2001 Annual Report to
Shareholders, under the caption, "Market for Common Equity and Related
Stockholder Matters", is incorporated herein by reference.

Item 6.  Management's Discussion and Analysis or Plan of Operation.
-------  ----------------------------------------------------------

     The information presented under the caption "Management's Discussion and
Analysis of Financial Condition and Results of Operations" on pages 4 through 21
of the 2001 Annual Report to Shareholders is incorporated herein by reference.

     Certain critical accounting policies affect the more significant judgments
and estimates used in the preparation of the consolidated financial statements.
The Company's single most critical accounting policy relates to the Company's
allowance for loan losses, which reflects the estimated losses resulting from
the inability of the Company's borrowers to make required loan payments. If the
financial condition of the Company's borrowers were to deteriorate, resulting in
an impairment of their ability to make payments, the Company's estimates would
be updated, and additional provisions for loan losses may be required. Further
discussion of the estimates used in determining the allowance for loan losses is
contained in the discussion on "Allowance for Loan Losses" on page 14 and "Loans
and Allowance for Loan Losses" on page 28 of the 2001 Annual Report to
Shareholders.

Item 7.  Financial Statements.
-------  ---------------------

     The consolidated financial statements of the Company and its subsidiary and
independent auditors' report thereon, contained on pages 22 through 50 of the
2001 Annual Report to Shareholders, are incorporated herein by reference.

Item 8.  Changes in and Disagreements with Accountants on Accounting
-------  -----------------------------------------------------------
         and Financial Disclosure.
         -------------------------

         None.

                                    PART III

     Except as otherwise indicated, information called for by the following
items under Part III is contained in the Proxy Statement for the Company's 2002
Annual Meeting of Shareholders ("Proxy Statement") mailed to Shareholders on or
about March 11, 2002.

Item 9.  Directors, Executive Officers, Promoters and Control Persons;
-------  -------------------------------------------------------------
         Compliance with Section 16(a) of the Exchange Act.
         --------------------------------------------------

     In response to this item, the Company hereby incorporates by reference the
section entitled "Election of Directors," at pages 3 through 6 of the Proxy
Statement for the Annual Meeting of Shareholders to be held on April 9, 2002.
The Company hereby incorporates by reference the section entitled
"Officers-Pinnacle Bankshares Corporation,"

                                       8

<PAGE>

on page 51 of the 2001 Annual Report to Shareholders. The Company hereby
incorporates by reference the section entitled "Section 16(a) Beneficial
Ownership Reporting Compliance" on page 9 of the Proxy Statement.

Item 10.   Executive Compensation.
--------   -----------------------

        Information on Executive Compensation is contained on pages 6 through 9
of the Proxy Statement and is incorporated herein by reference.

Item 11.   Security Ownership of Certain Beneficial Owners and Management.
--------   ---------------------------------------------------------------

        Information on Security Ownership of Certain Beneficial Owners and
Management is contained on pages 2 and 3 of the Proxy Statement and is
incorporated herein by reference.

Item 12.   Certain Relationships and Related Transactions.
--------   -----------------------------------------------

        Information on Certain Relationships and Related Transactions is
contained on pages 5 and 6 of the Proxy Statement and is incorporated herein by
reference.

Item 13.   Exhibits and Reports on Form 8-K
--------   --------------------------------

      (a)  Exhibits Index

Exhibit Number                              Description
--------------                              -----------

   3.1                     Amended and Restated Articles of Incorporation
                           (incorporated by reference to Appendix 1 to
                           registrant's amended registration statement on Form
                           S-4 (File No. 333-20399) filed on January 30, 1997)

   3.2                     Bylaws (incorporated by reference to Exhibit 3.2 to
                           registrant's registration statement on Form S-4 (File
                           No. 333-20399) filed on January 24, 1997)

   13                      2001 Annual Report to Shareholders

   21                      Subsidiaries

   23                      Consent of KPMG LLP


      (b)  Reports on Form 8-K

           No reports on Form 8-K were filed during the fourth quarter of the
           Company's fiscal  year  ended  December 31, 2001.

                                       9

<PAGE>

                                   SIGNATURES

In accordance with Section 13 or 15(d) of the Securities Exchange Act, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                     PINNACLE BANKSHARES CORPORATION


MARCH 12, 2002                   /s/ Robert H. Gilliam, Jr.
--------------------            ------------------------------------
Date                            Robert H. Gilliam Jr., President and
                                Chief Executive Officer


MARCH 12, 2002                   /s/ Bryan M. Lemley
--------------------            --------------------------------
Date                            Bryan M. Lemley, Secretary,
                                Treasurer and Chief Financial Officer

         In accordance with the Securities Exchange Act, this report has been
signed below by the following persons on behalf of the registrant and in the
capacities and on the dates indicated.

Signature                        Title                             Date
---------                        -----                             ----

/s/A. Willard Arthur       Director                           March 12, 2002
--------------------------
A. Willard Arthur

/s/Alvah P. Bohannon, III  Director                           March 12, 2002
--------------------------
Alvah P. Bohannon, III

/s/James E. Burton, IV     Director                           March 12, 2002
--------------------------
James E. Burton, IV

/s/John P. Erb             Director                           March 12, 2002
--------------------------
John P. Erb

/s/Robert H. Gilliam, Jr.  President, Chief Executive         March 12, 2002
-------------------------- Officer and Director
Robert H. Gilliam, Jr.

/s/R.B. Hancock, Jr.       Director                           March 12, 2002
--------------------------
R.B. Hancock, Jr.

/s/James P. Kent, Jr.      Director                           March 12, 2002
--------------------------
James P. Kent, Jr.

/s/Warren G. Lowder        Director                           March 12, 2002
------------------------
Warren G. Lowder

/s/Percy O. Moore          Director                           March 12, 2002
--------------------------
Percy O. Moore

/s/Herman P. Rogers, Jr.   Director                           March 12, 2002
--------------------------
Herman P. Rogers, Jr.

/s/Carroll E. Shelton      Vice President and Director        March 12, 2002
--------------------------
Carroll E. Shelton

/s/John L. Waller          Director                           March 12, 2002
--------------------------
John L. Waller

                                       10