FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

         (Mark One)
  X      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
-----    EXCHANGE ACT OF 1934

                  For the quarterly period ended March 31, 2000

                                       OR

         TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

         For the transition period from _____ to _____

                         Commission File Number 0-24683

                               FLORIDA BANKS, INC.

             (Exact name of registrant as specified in its charter)

           FLORIDA                                         58-2364573
(State or other jurisdiction of                          (I.R.S. Employer
 incorporation or organization)                           Identification No.)

                          5210 BELFORT ROAD, SUITE 310
                                JACKSONVILLE, FL
                                      32256
                    (Address of principal executive offices)

                                 (904) 332-7772
              (Registrant's telephone number, including area code)


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes X No ___

Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date.

         Title                                  Outstanding
         COMMON STOCK, $.01 PAR VALUE           OUTSTANDING AT MARCH 31, 2000
         PER SHARE                              5,644,137


<PAGE>
<TABLE>
ITEM 1. FINANCIAL STATEMENTS
FLORIDA BANKS, INC.

CONDENSED BALANCE SHEETS  (Unaudited)
----------------------------------------------------------------------------------------------------------------------
                                                                                         March 31,       December 31,
                                                                                           2000              1999
ASSETS

<S>                                                                                     <C>                <C>
CASH AND DUE FROM BANKS                                                                 $10,121,809        $6,088,628
FEDERAL FUNDS SOLD AND REPURCHASE AGREEMENTS PURCHASED                                   28,632,000        19,870,000
                                                                                     ---------------   ---------------
           Total cash and cash equivalents                                               38,753,809        25,958,628

INVESTMENT SECURITIES:
  Available for sale, at fair value (cost $33,843,378 and $28,681,760
    at March 31, 2000, and December 31, 1999, respectively)                              32,675,524        27,609,601
  Held to maturity, at cost (fair value $2,023,880)                                       2,027,806
  Other investments                                                                         901,800           901,800

LOANS:

  Commercial real estate                                                                 82,919,438        69,260,661
  Commercial                                                                             86,124,607        68,991,516
  Residential mortgage                                                                   15,410,835        10,845,841
  Consumer                                                                                6,601,089         7,245,919
  Credit card and other loans                                                             1,263,097         1,244,256
                                                                                     ---------------   ---------------
           Total loans                                                                  192,319,066       157,588,193
  Allowance for loan losses                                                              (2,259,787)       (1,858,040)
  Net deferred loan fees                                                                    (57,021)          (71,341)
                                                                                     ---------------   ---------------
           Net loans                                                                    190,002,258       155,658,812

PREMISES AND EQUIPMENT, NET                                                               2.460.359         2,440,818

ACCRUED INTEREST RECEIVABLE                                                               1,294,925         1,021,175

DEFERRED INCOME TAXES, NET                                                                4,660,619         4,365,270

OTHER ASSETS                                                                                195,769           185,497
                                                                                     ---------------   ---------------

TOTAL ASSETS                                                                           $272,972,869      $218,141,571
                                                                                     ===============   ===============

LIABILITIES AND SHAREHOLDERS' EQUITY

DEPOSITS:

  Noninterest-bearing demand                                                            $29,976,207       $22,035,567
  Interest-bearing demand                                                                 8,604,171        11,211,366
  Regular savings                                                                        34,803,447        38,954,093
  Money market accounts                                                                   1,576,406         1,593,930
  Time $100,000 and over                                                                 74,272,577        51,538,664
  Other time                                                                             62,509,864        33,772,060
                                                                                     ---------------   ---------------
          Total deposits                                                                211,742,672       159,105,680

REPURCHASE AGREEMENTS SOLD                                                               13,994,366        11,037,111

OTHER BORROWED FUNDS                                                                      7,228,891         7,242,352

ACCRUED INTEREST PAYABLE                                                                  1,227,298           615,549

ACCOUNTS PAYABLE AND ACCRUED EXPENSES                                                       508,095           905,024
                                                                                     ---------------   ---------------
          Total liabilities                                                             234,701,322       178,906,716
                                                                                     ---------------   ---------------

SHAREHOLDERS' EQUITY:
  Common stock, $.01 par value; 30,000,000 shares authorized;
    5,885,237 and 5,853,756 shares issued, respectively                                      58,852            58,538
  Additional paid-in capital                                                             46,380,287        46,219,104
  Warrants                                                                                  164,832           164,832
  Accumulated deficit (deficit of $8,434,037
     eliminated upon quasi-reorganization on December 31, 1995)                          (6,096,847)       (5,680,069)
  Treasury Stock, 241,100 and 135,100 shares at cost                                     (1,506,836)         (858,844)
  Accumulated other comprehensive loss, net of tax                                         (728,741)         (668,706)
                                                                                     ---------------   ---------------
          Total shareholders' equity                                                     38,271,547        39,234,855
                                                                                     ---------------   ---------------

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                                             $272,972,869      $218,141,571
                                                                                     ===============   ===============

</TABLE>

                                       2
<PAGE>
<TABLE>


FLORIDA BANKS, INC.

CONDENSED STATEMENTS OF OPERATIONS (Unaudited)
------------------------------------------------------------------------------------------

                                                              Three-Month Period Ended
                                                                      March 31,

                                                            ------------------------------
                                                                2000            1999
                                                            ------------------------------

INTEREST INCOME:
<S>                                                            <C>
  Loans, including fees                                        $3,708,671
  Investment securities                                           555,507     431,526
  Federal funds sold                                              215,833      84,774
                                                                ---------   ---------
          Total interest income                                 4,480,011   2,126,761
                                                                ---------   ---------
INTEREST EXPENSE:
  Deposits                                                      2,103,493     700,364
  Repurchase agreements                                           171,559     112,730
  Borrowed funds                                                   99,475      19,109
                                                                   ------   ---------

          Total interest expense                                2,374,527     832,203
                                                                ---------   ---------

NET INTEREST INCOME                                             2,105,484   1,294,558

PROVISION FOR LOAN LOSSES                                         370,128      65,000
                                                                ---------   ---------

NET INTEREST INCOME AFTER
   PROVISION FOR LOAN LOSSES                                    1,735,356   1,229,558
                                                                ---------   ---------
NONINTEREST INCOME:
  Service fees                                                    124,114      97,035
  Loss on sale of available for sale investment                   (6,225)
  Other noninterest income                                         32,687      18,669
                                                                ---------   ---------

                                                                  150,576     115,704
                                                                ---------   ---------
NONINTEREST EXPENSES:
  Salaries and benefits                                         1,685,341   1,141,682
  Occupancy and equipment                                         353,676     146,937
  Data processing                                                  75,965      39,997
  Other                                                           447,416     378,783
                                                                ---------   ---------

                                                                2,562,398   1,707,399
                                                                ---------   ---------
LOSS BEFORE BENEFIT
  FOR INCOME TAXES                                               (676,466)   (362,137)

BENEFIT FOR INCOME TAX                                           (259,688)   (137,383)
                                                                ---------   ---------

NET LOSS                                                       $ (416,778)  $(224,754)
                                                                =========   =========
LOSS PER SHARE:
  Basic                                                        $    (0.07)  $   (0.04)
                                                               ==========   =========
  Diluted                                                      $    (0.07)  $   (0.04)
                                                               ==========   =========

</TABLE>



                                       3
<PAGE>
<TABLE>

FLORIDA BANKS, INC.

CONDENSED STATEMENTS OF SHAREHOLDERS' EQUITY (Unaudited)
-----------------------------------------------------------------------------------------------------------------------------------

                                                                                                Accumulated
                                                                       Warrants                   Other
                                                         Additional   to Acquire                Comprehensive
                                      Common Stock         Paid-In      Common    Accumulated   Income (loss)  Treasury
                                   Shares     Par Value    Capital      Stock       Deficit     Net of Tax     Stock      Total

<S>              <C>               <C>          <C>      <C>           <C>        <C>             <C>                    <C>
BALANCE, JANUARY 1, 1999           5,852,756    58,528   46,709,114    164,832    (3,832,909)    (11,716)                42,587,849

Comprehensive loss:
   Net Loss                                                                       (1,847,160)                            (1,847,160)
   Unrealized gain on available
   for sale investment securities,
   net of tax of $396,270                                                                       (656,990)                  (656,990)

     Comprehensive loss                                                                                                  (2,504,150)

   Exercise of stock options           1,000        10        9,990                                                          10,000

   Purchase of treasury stock                                                                                (858,844)     (858,844)

BALANCE, DECEMBER 31, 1999         5,853,756    58,538   46,219,104    164,832    (5,680,069)   (668,706)    (858,844)   39,234,855

Comprehensive loss:
   Net loss                                                                         (416,778)                              (416,778)
   Unrealized gain on available
    for sale investment securities,
     net of tax of $36,796                                                                       (60,035)                   (60,035)

      Comprehensive loss                                                                                                   (476,813)
   Issuance of common stock to
     Employee Stock Purchase Plan     31,481       314      161,183                                                         161,497
   Purchase of treasury stock                                                                                (647,992)     (647,992)
                                   ---------    ------   ----------   --------   -----------    --------    ---------    ----------
BALANCE, MARCH 31, 2000(Unaudited) 5,885,237   $58,852  $46,380,287   $164,832   ($6,096,847)  ($728,741) $(1,506,836)  $38,271,547
                                   =========    ======   ==========   ========   ===========    ========    =========    ==========
</TABLE>


                                       4
<PAGE>
<TABLE>

FLORIDA BANKS, INC.

CONDENSED STATEMENTS OF CASH FLOWS (Unaudited)

                                                                                              Three Month Period Ended
                                                                                                     March 31,
                                                                                                2000             1999
                                                                                              ------             ----
OPERATING ACTIVITIES:
<S>                                                                                      <C>                 <C>
   Net loss                                                                              $   (416,778)       $   (224,754)
   Adjustments to reconcile net loss to net cash
     used in operating activities:
       Depreciation and amortization                                                          146,648              55,570
       Deferred income tax benefit                                                           (259,688)           (137,383)
       Loss on sale of securities                                                               6,225
       Amortization of premiums on investments, net                                           (10,566)            (22,359)
       Provision for loan losses                                                              370,128              65,000
       Increase in accrued interest receivable                                               (273,750)           (221,881)
       Increase (decrease) in accrued interest payable                                        610,749              71,718
       Decrease in other assets                                                               (10,302)            (35,522)
       Decrease in other liabilities                                                         (396,929)           (236,332)
                                                                                           ----------         -----------
             Net case used in operating activities                                           (234,263)           (685,943)
                                                                                           ----------         -----------
INVESTING ACTIVITIES:
   Proceeds from sales, paydowns and maturities
     of available for sale investment securities                                            3,396,509           6,061,096
   Purchase of investment securities:
     Available for sale                                                                    (8,557,038)        (15,500,000)
     Held to maturity                                                                      (2,024,555)
     Other investments                                                                                           (446,800)
   Net increase in loans                                                                  (34,713,574)        (16,572,224)
   Purchases of premises and equipment                                                       (166,189)           (137,357)
                                                                                           ----------          ----------
             Net cash used in investing activities                                        (42,064,847)        (26,595,285)
                                                                                           ----------          ----------
FINANCING ACTIVITIES:
   Net increase in demand deposits,
     money market accounts and savings accounts                                             1,165,275           5,053,048
   Net increase in time deposits                                                           51,471,717          13,764,623
   Increase in repurchase agreements                                                        2,957,255          12,890,845
   Decrease in borrowed funds                                                                 (13,461)            241,424
   Purchase of treasury stock                                                                (647,992)
   Proceeds from sale of common stock                                                         161,497
                                                                                           ----------          ----------
             Net cash provided by financing activities                                     55,094,291          31,949,940
                                                                                           ----------          ----------
NET DECREASE IN CASH AND
  CASH EQUIVALENTS                                                                         12,795,181           4,668,712

CASH AND CASH EQUIVALENTS:
   Beginning of period                                                                     25,958,628          20,945,139
                                                                                           ----------          ----------
   End of period                                                                           38,753,809          25,613,851
                                                                                           ==========          ==========
SUPPLEMENTAL DISCLOSURES
  OF CASH FLOW INFORMATION:
   Cash paid for interest                                                               $   1,763,778        $    760,485
                                                                                           ==========          ==========
See notes to condensed financial statements.
</TABLE>

                                       5
<PAGE>


FLORIDA BANKS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTH PERIODS ENDED
MARCH 31, 2000 AND 1999 (UNAUDITED)

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


1.    BASIS OF PRESENTATION

      Florida Banks,  Inc. (the "Company") was  incorporated on October 15, 1997
      for the purpose of becoming a bank  holding  company and  acquiring  First
      National  Bank of Tampa  (the  "Bank").  On August 4,  1998,  the  Company
      completed its initial  public  offering and its merger (the "Merger") with
      the Bank  pursuant to which the Bank was merged with and into Florida Bank
      No. 1, N.A., a wholly-owned subsidiary of the Company, and renamed Florida
      Bank, N.A.  Shareholders of the Bank received  1,375,000  shares of common
      stock of the Company  valued at  $13,750,000.  The Merger was considered a
      reverse acquisition for accounting  purposes,  with the Bank identified as
      the accounting acquiror.  The Merger has been accounted for as a purchase,
      but no  goodwill  has  been  recorded  in the  Merger  and  the  financial
      statements of the Bank have become the historical  financial statements of
      the Company.

      The condensed  financial  statements have been prepared in accordance with
      the  rules and  regulations  of the  Securities  and  Exchange  Commission
      related  to  interim  financial  statements.   These  unaudited  condensed
      financial statements do not include all disclosures provided in the annual
      financial statements. The condensed financial statements should be read in
      conjunction with the financial  statements and notes thereto  contained in
      the  Company's  Registration  Statement  on Form  S-1 as  filed  with  the
      Securities and Exchange Commission.  All adjustments of a normal recurring
      nature  which,  in the  opinion of  management,  are  necessary  to fairly
      present  the  results of the interim  periods  have been made.  Results of
      operations  for the three  month  period  ended  March 31,  2000,  are not
      necessarily indicative of the results to be expected for the full year.

      The consolidated  financial statements include the accounts of the Company
      and the Bank. All significant  intercompany balances and transactions have
      been eliminated in consolidation.

2.    EARNINGS PER SHARE

      The  following  is  a  reconciliation  of  the  denominator  used  in  the
computation of basic and diluted earnings per common share.

                                                     Three Month Period Ended
                                                            March 31,
                                                     ------------------------
                                                        2000          1999
                                                     ------------------------

        Weighted average number of common
          shares outstanding - Basic                 5,692,689       5,858,756

        Incremental shares from the assumed
          conversion of stock options                     -               -
                                                     ---------       ---------
        Total - Diluted                              5,692,689       5,858,756
                                                     =========       =========

                                       6
<PAGE>


FLORIDA BANKS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTH PERIODS ENDED
MARCH 31, 2000 AND 1999 (UNAUDITED)  (Continued)

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


      The  exercise  prices of stock  options  outstanding  in the  three  month
      periods  ended March 31, 2000 and 1999 were above the fair market value of
      the stock  during  those  periods,  therefore  the options are  considered
      anti-dilutive for purposes of calculating the loss per share.



















                                       7
<PAGE>


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

The  following  discussion  should  be read in  conjunction  with the  financial
statements and related notes appearing elsewhere in this Form 10-Q.

RESULTS OF OPERATIONS

Three Months Ended March 31, 2000 Compared to Three Months Ended March 31, 1999

The  Company's  net loss for the first  quarter of 2000  increased  $192,000  to
$417,000  for the three month period  ending  March 31,  2000,  from net loss of
$225,000 for the three month  period ended March 31, 1999.  Basic loss per share
for the first  quarter of 2000 was $.07 compared to basic loss per share of $.04
for the  first  quarter  of 1999.  The  increase  in the  loss can be  primarily
attributed  to costs  associated  with the  opening of the  Pinellas  County and
Broward county banking offices.

The  increase in net interest  income of $811,000 or 62.6%,  to $2.1 million for
the first  quarter of 2000  compared to $1.3 million the first  quarter in 1999,
consists of an increase in interest  income of $2.4 million,  or 110.6%,  and an
increase  in  interest  expense of $1.5  million,  or 185.3%.  The  increase  in
interest  income of $2.4  million  in the  first  quarter  of 2000 is  primarily
attributable  to an  increase  of $2.1  million  in  interest  and fees on loans
resulting from the growth in the loan portfolio.

The  provision  for loan  losses  charged to  operations  increased  $305,000 to
$370,000  for the first  quarter of 2000 from  $65,000  in the first  quarter of
1999. This increase  represents the additional  reserves resulting from new loan
growth.

Non-interest  income increased 30.1% or $35,000 to $151,000 for the three months
ended March 31, 2000 from  $116,000  for the three  months ended March 31, 1999.
The  increase in  non-interest  income  primarily  resulted  from an increase in
service fees to $124,000 at March 31, 2000 from  $97,000 at March 31, 1999.  The
increase in service fees resulted primarily from an increase in deposits.

Non-interest  expense increased  $855,000 or 50.0% to $2.6 million for the three
month period  ended March 31, 2000  compared to $1.7 million for the three month
period  ended March 31,  1999.  The increase in  non-interest  expense  resulted
primarily from increases in salaries and benefits,  occupancy and equipment, and
other  expenses.  Salaries  and  benefits  expenses  increased  $544,000 to $1.7
million for the first  quarter of 2000  compared  to $1.1  million for the first
quarter of 1999. This increase is the result of additional staff associated with
the new banking  offices.  The increase in occupancy  and  equipment  expense of
$207,000,  or  140.7%,  resulted  from  the  additional  leased  space  for  the
Jacksonville  banking  office and the  Company,  startup  costs for the Pinellas
County and Broward County banking offices, and from additional  depreciation and
maintenance  expenses  resulting  from the purchase of additional  furniture and
computer  equipment.  Data  processing  expenses  increased  $36,000 or 89.9% to
$76,000 for the three months ended March 31, 2000 as compared to $40,000 for the
same  period in 1999.  This  increase  resulted  primarily  from the  additional
processing  expenses for the Pinellas County and Broward County banking offices.
Other expenses increased $69,000,  or 18.1% to $447,000 for the first quarter of
2000  compared  to  $379,000  for the first  quarter of 1999.  This  increase is
primarily attributed to the additional operating expenses of the Pinellas County
and Broward  County  banking  offices and the  supporting  operations.  Specific
operational expenses which increased were communications, travel, stationery and
supplies, and consulting expenses.

                                       8
<PAGE>

A benefit for income taxes of $260,000 was recognized for the three month period
ended March 31, 2000 as compared to a benefit for income  taxes of $137,000  for
the same period ended March 31, 1999.  These benefits for income taxes represent
an estimated effective annual tax rate of 38%.

FINANCIAL CONDITION

Total assets at March 31, 2000 were $272.9 million, an increase of $54.8 million
or 25.1%, from $218.1 million at December 31, 1999. The increase in total assets
primarily  resulted from the investment of new deposit growth and other borrowed
funds in loans and  investment  securities.  Federal Funds sold  increased  $8.8
million or 44.1% to $28.6 million at March 31, 2000 as compared to $19.9 million
at December 31,  1999.  These assets  represent  short term  reserves for future
funding of loan growth. Investment securities increased $7.1 million or 24.9% to
$35.6  million  from  $28.5  million at  December  31,  1999.  The  increase  in
investment  securities  reflects  investment  of the proceeds of deposit  growth
during the first quarter in excess of loan growth.

Total loans  increased  $34.7 million,  or 22.0%, to $192.3 million at March 31,
2000,  from $157.6 million at December 31, 1999. The increase in total loans was
funded by  increases  in  depository  accounts.  The  allowance  for loan losses
increased $402,000 or 21.6% for the first quarter of 2000. The increase resulted
from  recoveries  of  previously  charged-off  loans of $31,000  and  additional
provisions of $370,000,  during the three month period ended March 31, 2000. The
allowance  for loan losses as a percent of total loans was 1.18% at December 31,
1999 and 1.18% at March 31, 2000.  Management  believes that such  allowance for
loan  losses  is  sufficient  to  cover  estimated  losses  in the  Bank's  loan
portfolio.

Deposits increased $52.6 million,  or 33.1%, to $211.7 million at March 31, 2000
from $159.1  million at  December  31,  1999.  The  increase  in total  deposits
resulted from an increase of $7.9 million or 36.0% in non-interest deposits, and
an increase of $51.5 million or 60.3% in time deposits,  offset by a decrease of
$2.6 million or 23.2% in interest-bearing  demand, a decrease of $4.2 million or
10.7% in savings  deposits,  and a decrease  of $18,000 or 1.1% in money  market
deposits. Time deposits often fluctuate in response to interest rate changes and
can vary  rather  significantly  on a  quarterly  basis.  The  increase  in time
deposits resulted primarily from an increase in brokered deposits, together with
an  increase  in time  deposits  issued  through  the  Bank's  internet  banking
activities.

Shareholders'  equity  decreased by $963,000 to $38.3  million at March 31 2000,
from $39.2  million at December 31, 1999.  This decrease is primarily the result
of operating  losses from the opening of the Broward County and Pinellas  County
banking offices,  and the purchase of 106,000 shares of treasury stock at a cost
of $648,000.

Non-accrual loans increased $75,000 to $1,175,000 at March 31, 2000, compared to
$1,100,000 at December 31, 2000. The increase is the result of three  additional
loans being changed from accrual to non-accrual  status during the first quarter
of 2000.

LIQUIDITY

The Company,  through its  subsidiary,  the Bank, has  traditionally  maintained
levels of liquidity above levels required by regulatory authorities.  The Bank's
operational needs, demand for loan disbursements, and savings withdrawals can be
met by loan principal and interest payments received,  new deposits,  and excess
liquid  assets.   Significant  loan  demand,   deposit   withdrawal,   increased
delinquencies  and increased  real estate  acquired in settlement of loans could
alter this  condition.  Management  does not foresee any liquidity  problems for
2000.


                                       9

<PAGE>

Liquidity and Sources of Capital

Liquidity is the Company's ability to meet all deposit withdrawals  immediately,
while also  providing  for the credit  needs of  customers.  The March 31,  2000
financial  statements  evidence a satisfactory  liquidity position as total cash
and cash  equivalents  amounted to $38.8  million,  representing  14.2% of total
assets.  Investment securities amounted to $35.6 million,  representing 13.0% of
total assets.  These  securities  provide a secondary  source of liquidity since
they can be converted  into cash in a timely  manner.  The Company's  ability to
maintain  and expand its  deposit  base and  borrowing  capabilities  are also a
source of  liquidity.  For the  three-month  period ended March 31, 2000,  total
deposits  increased from $159.1 million at December 31, 1999 to $211.7  million,
representing  an increase of 33.1%.  There can be no assurance  that the Company
will be able to maintain this level of growth. The Company's  management closely
monitors  and  maintains  appropriate  levels of  interest  earning  assets  and
interest bearing liabilities so that maturities of assets are such that adequate
funds are provided to meet customer  withdrawals  and loan demand.  There are no
trends,  demands,  commitments,  events or uncertainties that will result in, or
are  reasonably  likely to result  in, the  Company's  liquidity  increasing  or
decreasing in any material way.

Management is committed to maintaining  capital at a level sufficient to protect
depositors,  provide for reasonable growth, and fully comply with all regulatory
requirements. Management's strategy to achieve this goal is to retain sufficient
earnings while providing a reasonable return on equity.

The table below  illustrates the Bank's  regulatory  capital ratios at March 31,
2000:

                                         March 31,       Regulatory
     Bank                                  2000          Requirement
     ----                               ---------       -----------

     Tier 1 Capital                        9.70%             4.00%
                                           ====              ====

     Total risk-based capital ratio       10.82%             8.00%
                                          =====              ====

     Leverage ratio                        9.07%             4.00%
                                           ====              ====

Note that with respect to the leverage  ratio,  the OCC expects a minimum of 5.0
percent to 6.0 percent  ratio for banks that are not rated CAMEL 1. Although the
Bank is not rated  CAMEL 1, its  leverage  ratio of 9.07% is above the  required
minimum.

                                       10
<PAGE>


CAUTIONARY STATEMENT RELATING TO FORWARD LOOKING STATEMENTS

The foregoing  Management's  Discussion and Analysis  contains  various "forward
looking  statements"  within the meaning of Section 27A of the Securities Act of
1933,  as amended,  and Section 21E of the  Securities  Exchange Act of 1934, as
amended, which represent the Company's expectations or beliefs concerning future
events,  including,  but not limited to, statements regarding growth in sales of
the Company's products, profit margins and the sufficiency of the Company's cash
flow for its future liquidity and capital resource needs.  These forward looking
statements  are further  qualified by important  factors that could cause actual
results to differ materially from those in the forward looking statements.

Item 3.  Qualitative and Quantitative Disclosures About Market Risk

         The Company's  financial  performance  is subject to risk from interest
rate fluctuations. This interest rate risk arises due to differences between the
amount of interest-earning assets and the amount of interest-earning liabilities
subject  to  repricing  over a  specified  period  and the  amount  of change in
individual  interest  rates.  In the  current  interest  rate  environment,  the
liquidity and maturity  structure of the Company's  assets and  liabilities  are
important to the maintenance of acceptable performance levels. A decreasing rate
environment  negatively impacts earnings as the Company's  rate-sensitive assets
generally reprice faster than its rate-sensitive liabilities.  Conversely, in an
increasing   rate   environment,   earnings  are   positively   impacted.   This
asset/liability  mismatch in pricing is referred to as gap ratio and is measured
as rate sensitive  assets divided by rate  sensitive  liabilities  for a defined
time period. A gap ratio of 1.00 means that assets and liabilities are perfectly
matched as to repricing. Management has specified gap ratio guidelines for a one
year time horizon of between .80 and 1.20 years for the Bank. At March 31, 2000,
the Company had cumulative gap ratios of approximately  1.74 for the three month
time period and .92 for the one year period  ending March 31, 2001.  Thus,  over
the next three month  period,  rate-sensitive  assets will  reprice  faster than
rate-sensitive  liabilities,  and for the  following  nine  month  period,  rate
sensitive liabilities will reprice faster than rate-sensitive assets.

Varying interest rate environments can create  unexpected  changes in prepayment
levels  of  assets  and  liabilities  which are not  reflected  in the  interest
sensitivity analysis.  Prepayments may have significant effects on the Company's
net interest  margin.  Because of these  factors and in a static test,  interest
sensitivity  gap reports may not provide a complete  assessment of the Company's
exposure to changes in interest rates. Management utilizes computerized interest
rate simulation  analysis to determine the Company's  interest rate sensitivity.
The Company is in a liability  sensitive  gap position for the first year,  then
moves into a matched position through the five year period.  Overall, due to the
factors cited, current simulations results indicate a relatively low sensitivity
to  parallel  shifts in  interest  rates.  A liability  sensitive  company  will
generally  benefit  from a  falling  interest  rate  environment  as the cost of
interest-bearing  liabilities  falls faster than the yields on  interest-bearing
assets,  thus  creating a widening of the net interest  margin.  Conversely,  an
asset sensitive  company will benefit from a rising interest rate environment as
the yields on earning  assets  rise  faster  than the costs of  interest-bearing
liabilities.  Management  also  evaluates  economic  conditions,  the pattern of
market  interest  rates and  competition  to determine the  appropriate  mix and
repricing  characteristics  of assets  and  liabilities  required  to  produce a
targeted net interest margin.

         In addition to the gap analysis,  management uses rate shock simulation
to measure the rate sensitivity of its balance sheet. Rate shock simulation is a
modeling  technique  used to  estimate  the  impact of  changes  in rates on the
Company's net interest  margin.  The Company  measures its interest rate risk by
estimating the changes in net interest income resulting from  instantaneous  and
sustained  parallel  shifts in interest  rates of plus or minus 200 basis points
over a period of twelve months.  The Company's most recent rate shock simulation
analysis  which was performed as of March 31, 2000,  indicates  that a 200 basis
point  increase  in rates would  cause an  increase  in net  interest  income of
$595,000  over the next  twelve  month  period.  Conversely,  a 200 basis  point
decrease in rates would cause a decrease in net interest income of $666,000 over
a twelve month period.


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<PAGE>

         This simulation is based on management's assumption as to the effect of
interest rate changes on assets and  liabilities and assumes a parallel shift of
the yield curve. It also includes certain  assumptions  about the future pricing
of loans and  deposits in response to changes in  interest  rates.  Further,  it
assumes  that  delinquency  rates  would not  change as a result of  changes  in
interest  rates  although  there can be no assurance that this will be the case.
While this  simulation  is a useful  measure  of the  Company's  sensitivity  to
changing  rates, it is not a forecast of the future results and is based on many
assumptions,  that if changed,  could cause a different outcome. In addition,  a
change in U.S. Treasury rates in the designated amounts  accompanied by a change
in the shape of the  Treasury  yield curve would cause  significantly  different
changes to net interest income than indicated above.

         At March 31, 2000, the Company was not engaged in trading activities or
the use of derivative instruments to manage interest rate risk.

Part II. Other Information

Item 1.  Legal Proceedings

         Not Applicable.

Item 2.  Changes in Securities

         No disclosure required.

Item 3.  Defaults Upon Senior Securities

         No disclosure required.

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

         No disclosure required.

Item 5.  Other Information

         No disclosure required.

Item 6.  Exhibits and Reports on Form 8-K

         (a)  Exhibits.  The following exhibit is filed with this Report.

              Exhibit No.             Description
              ----------              -----------

              27.1                    Financial Data Schedule (for SEC use only)

         (b)  Reports on Form 8-K.    No report on Form 8-K was filed during the
                                      quarter ended March 31, 2000.


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<PAGE>



                                   SIGNATURES

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

                                       Florida Banks, Inc.


Date:  May 15, 2000                    By: /s/ Charles E. Hughes, Jr.
                                          ----------------------------------
                                          Charles E. Hughes, Jr.
                                          President and Chief Executive Officer


Date:  May 15, 2000                    By: /s/ T. Edwin Stinson, Jr.
                                           ---------------------------------
                                           T. Edwin Stinson, Jr.
                                           Chief Financial Officer
















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