<PAGE>1

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    Form 10-Q


[ X ]  QUARTERLY  REPORT  PURSUANT  TO  SECTION  13 OR 15(d)  OF THE  SECURITIES
       EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2002

[   ]  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR 15(d) OF THE  SECURITIES
       EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM _____ TO _____


                        Commission File Number: 000-24853


                          FRONTIER NATIONAL CORPORATION
             (Exact name of registrant as specified in its charter)


        Alabama                                            72-1355228
(State of Incorporation)                       (IRS Employer Identification No.)



                                 43 N. Broadway
                               Sylacauga, AL 35150
                     (Address of Principal Executive Office)

                                  256-249-0341
                (Issuer's telephone number, including area code)


(Former name,former address and former fiscal year,if changed since last report)


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  issuer's  classes of
common stock, as of the latest practicable date.

Class A, Common Stock, $.001 par         Outstanding at May 12, 2002:  3,440,005

<PAGE>2
                          FRONTIER NATIONAL CORPORATION

                            March 31, 2002 Form 10-Q


                                TABLE OF CONTENTS

<TABLE>
<CAPTION>

                                                                                                              Page No.
Part 1.   Financial Information
<S>           <C>                                                                                             <C>

   Item 1.    Financial Statements (Unaudited)

              Consolidated Statements of Financial Condition........................................              2

              Consolidated Statements of Income.....................................................              3

              Consolidated Statements of Comprehensive Income.......................................              4

              Consolidated Statements of Cash Flows.................................................              5

              Consolidated Statement of Shareholders' Equity........................................              6

              Notes to Consolidated Financial Statements............................................              7

   Item 2.    Management's Discussion and Analysis of
                 Financial Condition and Results of Operations......................................             10

   Item 3.    Quantitative and Qualitative Disclosures About Market Risk............................             16

Part 2.   Other Information

   Item 1.    Legal Proceedings.....................................................................             17

   Item 6.    Exhibits and Reports on Form 8-K......................................................             17

</TABLE>






<PAGE>3

PART 1. FINANCIAL INFORMATION

Item 1. Financial Statements

                 FRONTIER NATIONAL CORPORATION AND SUBSIDIARIES

                 CONSOLIDATED Statements of Financial Condition
<TABLE>
<CAPTION>

                                                                                    March 31,
                                                                                      2002             December 31,
                                                                                   (Unaudited)             2001
<S>                                                                             <C>                 <C>
Assets
   Cash and due from banks...................................................   $      9,068,286    $     9,980,614
   Interest bearing deposits with other banks................................            274,459            185,445
   Federal funds sold........................................................          2,949,000          8,860,000
       Cash and Cash Equivalents.............................................         12,291,745         19,026,059
   Securities held-to-maturity, fair value of $100,455.......................            100,455                 --
   Securities available-for-sale.............................................         35,699,591         36,185,416
   Loans, net of unearned income.............................................        205,997,831        204,095,286
   Allowance for loan losses.................................................         (2,045,710)        (2,095,895)
       Net Loans.............................................................        203,952,121        201,999,391
   Premises and equipment, net...............................................         11,275,392         11,120,087
   Accrued interest receivable...............................................          1,878,301          1,919,294
   Cash surrender value on life insurance....................................          5,669,447          5,601,096
   Intangible assets, net....................................................          1,962,888          1,962,888
   Foreclosed real estate....................................................          2,193,087            117,807
   Other assets..............................................................          1,336,668          1,507,663
       Total Assets..........................................................   $    276,359,695    $   279,439,701

Liabilities and Shareholders' Equity

Liabilities
   Deposits:
     Noninterest-bearing deposits............................................   $     32,500,519    $    31,178,483
     Interest-bearing deposits...............................................        178,641,269        183,846,971
       Total Deposits........................................................        211,141,788        215,025,454
   Accrued interest payable..................................................            945,377          1,207,945
   Short-term borrowings.....................................................          5,378,489          4,418,266
   Long-term debt............................................................         33,592,000         33,592,000
   Other liabilities.........................................................          1,099,686          1,121,172
       Total Liabilities.....................................................        252,157,340        255,364,837
Shareholders' Equity
   Common stock, $.001 par value; 10,000,000 shares authorized,
     3,503,497 issued of which 3,440,005 were outstanding at
     March 31, 2002, and 3,502,497 issued of which 3,437,724 were
     outstanding at December 31, 2001........................................              3,504              3,503
   Series A preferred stock, par value $.001 per share, 200,000 shares
     authorized, 58,667 shares issued and outstanding at December 31,
     2001; minimum stated value of $12.00 per share..........................            704,000            704,000
   Paid-in capital...........................................................         14,238,535         14,233,965
   Retained earnings.........................................................         10,094,017          9,842,754
   Accumulated other comprehensive income: net unrealized holding
     gains on securities available-for-sale, net of deferred income tax......             26,069            173,307
   Treasury stock, at cost, 63,492 shares at March 31, 2002,
     and 64,773 shares at December 31, 2001..................................           (863,770)          (882,665)
       Total Shareholders' Equity............................................         24,202,355         24,074,864

       Total Liabilities and Shareholders' Equity............................   $    276,359,695    $   279,439,701

</TABLE>

                 See notes to consolidated financial statements

                                      2
<PAGE>4

                 FRONTIER NATIONAL CORPORATION AND SUBSIDIARIES

                        CONSOLIDATED STATEMENTS OF INCOME

                   Three Months Ended March 31, 2002 and 2001
                                   (Unaudited)


<TABLE>
<CAPTION>


                                                                                      2002                2001
<S>                                                                             <C>                 <C>
Interest Income
   Interest and fees on loans................................................   $      3,821,808    $     3,704,736
   Interest and dividends on securities:
     Taxable securities......................................................            371,775            397,286
     Nontaxable securities...................................................            123,550            260,160
   Interest earned on deposits with other banks..............................              1,153             10,119
   Interest earned on federal funds sold.....................................             36,804            103,347
     Total Interest Income...................................................          4,355,090          4,475,648

Interest Expense
   Interest on deposits......................................................          1,414,071          1,891,445
   Interest on borrowed funds................................................            467,484            416,096
     Total Interest Expense..................................................          1,881,555          2,307,541

Net Interest Income..........................................................          2,473,535          2,168,107
Provision for loan losses....................................................                 --            (50,707)

Net Interest Income After Provision for Loan Losses..........................          2,473,535          2,117,400

Noninterest Income
   Customer service fees.....................................................            305,539            304,754
   Commission income.........................................................            334,065            316,144
   Other operating income....................................................            210,769            121,349
   Securities gains..........................................................                 --             83,940
     Total Noninterest Income................................................            850,373            826,187

Noninterest Expense
   Salaries and employee benefits............................................          1,269,602          1,238,935
   Net occupancy expense.....................................................            431,556            350,078
   Other operating expenses..................................................            812,015            745,427
     Total Noninterest Expense...............................................          2,513,173          2,334,440

Income before income taxes...................................................            810,735            609,147
Provision for income taxes...................................................           (236,056)          (143,739)

Net Income...................................................................   $        574,679    $       465,408

Earnings Per Common Share
   Basic.....................................................................   $           0.17    $          0.14
   Diluted...................................................................               0.16               0.13

Weighted Average Shares Outstanding
   Basic.....................................................................          3,437,910          3,422,191
   Diluted...................................................................          3,506,211          3,519,332

</TABLE>
                 See notes to consolidated financial statements
                                       3
<PAGE>5

                 FRONTIER NATIONAL CORPORATION AND SUBSIDIARIES

                 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

                   Three Months Ended March 31, 2002 and 2001
                                   (Unaudited)

<TABLE>
<CAPTION>


                                                                                      2002                2001
<S>                                                                             <C>               <C>
Net Income....................................................................  $      574,679    $      465,408

Other Comprehensive Income, Net of Tax:
  Unrealized gains (losses) on securities
     Unrealized holding gains (losses) arising during the period..............         (237,154)         510,442
     Reclassification adjustments for (gains)
       losses included in net income..........................................               --          (83,940)
     Net unrealized gains (losses)............................................          237,154)         426,502
  Income tax related to items of other comprehensive income...................           89,916         (160,796)

Other Comprehensive Income (Loss).............................................         (147,238)         265,706

Comprehensive Income..........................................................  $       427,441    $     731,114
</TABLE>
                 See notes to consolidated financial statements

                                        4
<PAGE>6

                 FRONTIER NATIONAL CORPORATION AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                   Three Months Ended March 31, 2002 and 2001
                                   (Unaudited)
<TABLE>
<CAPTION>


                                                                                      2002               2001
<S>                                                                             <C>                 <C>
Operating Activities
   Net cash provided by operating activities..................................  $        755,985    $       208,220

Investing Activities
   Proceeds from sales of securities available-for-sale.......................         4,285,675          7,039,516
   Purchases of securities available-for-sale.................................        (4,038,780)        (6,448,755)
   Purchase of securities held-to-maturity....................................          (100,455)                --
   Net (increase) decrease in loans to customers..............................        (4,028,010)         3,601,008
   Purchases of premises and equipment........................................          (390,165)          (249,239)
   Proceeds from sale of fixed assets.........................................             4,829                 --
   Proceeds from sale of foreclosed real estate...............................                --             76,672
     Net Cash Provided By (Used In) Investing Activities......................        (4,266,906)         4,019,202

Financing Activities
   Net increase (decrease) in deposits........................................        (3,883,666)         3,837,288
   Net increase (decrease) in short-term borrowings...........................           960,223         (3,868,484)
   Dividends paid.............................................................          (323,416)          (821,269)
   Proceeds from sale of treasury stock.......................................            14,091             30,889
   Repayments of debt.........................................................                --         (7,350,000)
   Proceeds from issuance of debt.............................................                --         12,500,000
   Issuance of common stock...................................................             9,375                 --
     Net Cash Provided By (Used In) Investing Activities......................        (3,223,393)         4,328,424

Net Increase (Decrease) in Cash and Cash Equivalents..........................        (6,734,314)         8,555,846

Cash and Cash Equivalents at Beginning of Period..............................        19,026,059         11,298,747


Cash and Cash Equivalents at End of Period....................................  $     12,291,745    $    19,854,593
</TABLE>

                 See notes to consolidated financial statements

                                      5
<PAGE>7

                 FRONTIER NATIONAL CORPORATION AND SUBSIDIARIES

                 CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

                        Three Months Ended March 31, 2002
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                                  Accumulated
                                                                                     Other
                                Common     Preferred      Paid-In     Retained   Comprehensive   Treasury
                                 Stock       Stock        Capital     Earnings   Income (Loss)    Stock        Total
<S>                           <C>          <C>         <C>           <C>           <C>          <C>         <C>
Balance at
   December 31, 2001.......   $   3,503    $704,000    $14,233,965   $9,842,754    $173,307     $(882,665)  $24,074,864

Net income -
   March 31, 2002..........          --          --             --      574,679          --            --       574,679

Unrealized losses on
   securities available-for-
   sale, net of
reclassification
   adjustment, net of
   tax of ($89,916)........          --          --             --           --    (147,238)           --      (147,238)

Comprehensive income.......          --          --             --           --          --            --       427,427

Cash dividends - common....          --          --             --     (323,416)         --            --      (323,416)

Stock options - exercise.......       1                      9,374                                                9,375

Issuance of treasury stock.          --          --         (4,804)          --          --        18,895        14,091

Balance at
   March 31, 2002..........     $ 3,504    $704,000    $14,238,535  $10,094,017    $ 26,069     $(863,770)  $24,202,355
</TABLE>
                 See notes to consolidated financial statements

                                        6
<PAGE>8



                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                 FRONTIER NATIONAL CORPORATION AND SUBSIDIARIES

                                 March 31, 2002
                                   (Unaudited)


                 FRONTIER NATIONAL CORPORATION AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                 March 31, 2002
                                   (Unaudited)


Note A - Basis of Presentation

The consolidated  financial statements include the accounts of Frontier National
Corporation (the "Company") and its wholly-owned subsidiaries, Frontier National
Bank, Sylacauga,  Alabama and Frontier National Bank, Lanett, Alabama,  Frontier
Acquisition  Corporation,  Frontier Finance Company,  Inc.,  Frontier  Financial
Services,  Inc. and Frontier  Reinsurance,  Inc.,  collectively,  the Bank.  The
accompanying  unaudited  consolidated financial statements have been prepared in
accordance with generally accepted  accounting  principles for interim financial
information and with the  instructions to Form 10-Q and Article 10 of Regulation
S-X.  Accordingly,  they do not include  all of the  information  and  footnotes
required by generally  accepted  accounting  principles  for complete  financial
statements. In the opinion of management,  all adjustments (consisting of normal
recurring  accruals)  considered  necessary  for a fair  presentation  have been
included. Operating results for the three-month period ended March 31, 2002, are
not  necessarily  indicative  of the results  that may be expected  for the year
ending  December 31, 2002. For further  information,  refer to the  consolidated
financial statements and footnotes thereto for Frontier National Corporation and
subsidiaries  for the year ended December 31, 2001,  included in Form 10-K filed
in March 2002.


Note B - Income Taxes

The effective tax rates of approximately 29 percent and 24 percent for the three
months ended March 31, 2002 and 2001, respectively,  are less than the statutory
rate principally because of the effect of tax-exempt interest income.


Note C - Securities

The Company  applies the accounting and reporting  requirements  of Statement of
Financial   Accounting  Standards  ("SFAS")  No.  115,  Accounting  for  Certain
Investments in Debt and Equity Securities.  This pronouncement requires that all
investments  in debt  securities  be  classified  as  either  "held-to-maturity"
securities,  which are reported at amortized cost; "trading"  securities,  which
are  reported  at fair  value,  with  unrealized  gains and losses  included  in
earnings; or "available-for-sale"  securities, which are reported at fair value,
with  unrealized  gains and losses  excluded  from  earnings  and  reported in a
separate component of shareholders' equity (net of deferred tax effect).

At  March  31,  2002,  the  Company  had net  unrealized  gains  of  $24,257  in
available-for-sale  securities  that are reflected in the  presented  assets and
resulted  in an  increase  in  shareholders'  equity of $26,069  net of deferred
taxes. There were no trading securities.

The net  decrease  in  shareholders'  equity  as a result  of the  SFAS No.  115
adjustment from December 31, 2001 to March 31, 2002 was $147,238.  See also Note
D - Shareholders' Equity.

                                       7

<PAGE>9

Note D - Shareholders' Equity

During the first three months of 2002,  cash  dividends of $323,416 were charged
against  equity.  Equity  was  decreased  by  $147,238  due to a fall in the net
unrealized holding gains on securities.  Treasury stock was reissued  increasing
shareholders' equity $14,091. See also Note E - Treasury Stock. Common stock was
issued, pursuant to the exercise of stock options, increasing equity $9,375.


Note E - Treasury Stock

During the first  quarter,  1,281 shares were  reissued and  accounted  for on a
first-in-first-out  method.  The treasury stock balance represents 64,773 shares
at December 31, 2001 and 63,492 shares at March 31, 2002.


Note F - Segment Reporting

The Company's segment information is presented by line of business. Each line of
business is a distinct  unit that offers  products  and  services  unique to its
operations  and  customers.  The  Company's  reportable  operating  segments are
commercial banking and insurance  services.  The segment results include certain
overhead allocations and intercompany transactions.

The following  table reflects the  approximate  amounts of revenue,  expense and
assets for the  Company's  segments as of and for the  quarterly  periods  ended
March 31, 2002 and 2001.

<TABLE>
<CAPTION>
                                                                          Commercial      Insurance
                                                                           Banking         Services       Total
                                                                                       (In Thousands)
<S>                                                                  <C>             <C>             <C>
March 31, 2002
  Total interest income............................................. $     4,355     $         --    $    4,355
  Total interest expense............................................       1,882               --         1,882
  Provision for loan losses.........................................          --               --            --
  Noninterest income................................................         506              345           851
  Noninterest expense...............................................       2,277              236         2,513
  Income before income tax..........................................         702              109           811
  Income tax expense................................................         194               42           236
  Net income........................................................         508               67           575

  Total assets...................................................... $   274,717     $      1,643    $  276,360

March 31, 2001
  Total interest income............................................. $     4,475     $          1    $    4,476
  Total interest expense............................................       2,308               --         2,308
  Provision for loan losses.........................................          51               --            51
  Noninterest income................................................         508              318           826
  Noninterest expense...............................................       2,087              247         2,334
  Income before income tax..........................................         538               71           609
  Income tax expense................................................         113               31           144
  Net income........................................................         425               40           465

  Total assets...................................................... $   236,399     $      1,127    $  237,526
</TABLE>

                                       8

<PAGE>10

Note G - Stock Options

The Company has issued incentive stock options to certain key employees of which
237,000 are outstanding at March 31, 2002, at exercise prices ranging from $6.67
to $13.00 per share (the fair market values on the grant  dates).  These options
vest over a five-year  time period at 20% on each  anniversary of the grant date
and expire ten years from the grant date.

The Company has also issued nonqualified stock options primarily to directors of
the  Company of which  52,000 are  outstanding  at March 31,  2002,  at exercise
prices  ranging  from $9.375 to $13.00 per share (the fair market  values on the
grant  dates).  These options are fully  exercisable  and expire on the one-year
anniversary  date of the  director's  termination  of service  to the Board,  if
applicable, or ten years from the grant date, whichever is earlier.

Note H - Subsequent Events

On April 16, 2002,  the Board  declared a regular  dividend of $0.0925 per share
payable to  stockholders  of record as of April 16, 2002, and to be paid on June
26, 2002.

                 See notes to consolidated financial statements

                                       9

<PAGE>11

                 FRONTIER NATIONAL CORPORATION AND SUBSIDIARIES

                                 March 31, 2002
                                   (Unaudited)

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

This  discussion is intended to assist an  understanding  of the Company and its
Subsidiaries' financial condition and results of operations.  Unless the context
otherwise   indicates,   "the  Company"   shall  include  the  Company  and  its
Subsidiaries.  This analysis should be read in conjunction with the consolidated
financial  statements  and related  notes  appearing  in Item 1 of the March 31,
2002, Form 10-Q.

Forward-Looking Statements

Certain  statements  contained in this Quarterly  Report on Form 10-Q, which are
not historical  facts,  are  forward-looking  in nature and relate to trends and
events that may affect the  Company's  future  financial  position and operating
results. In addition, the Company,  through its senior management,  from time to
time makes  forward-looking  public  statements  concerning its expected  future
operations  and  performance  and  other   developments.   All   forward-looking
statements  are made  pursuant  to the safe  harbor  provisions  of the  Private
Securities  Litigation  Reform Act of 1995. The terms  "expect,"  "anticipates,"
"intend" and "project" and similar words or expression  are intended to identify
forward-looking  statements.  In  addition to risks and  uncertainties  that may
affect  operations,  performance,  growth  projections  and the  results  of the
Company's business,  which include,  but are not limited to, fluctuations in the
economy,  the  relative  strength and  weakness in the  commercial  and consumer
sector and in the real estate market,  the actions taken by the Federal  Reserve
Board for the purpose of managing  the economy,  interest  rate  movements,  the
impact of competitive products,  services and pricing, timely development by the
Company of  technology  enhancements  for its  products and  operating  systems,
legislation and similar matters,  the Company's future operations,  performance,
growth  projections  and  results  will  depend on its ability to respond to the
challenges  associated  with a weakening  economy.  Although  management  of the
Company  believes  that  the  expectations  reflected  in  such  forward-looking
statements are reasonable,  it can give no assurance that such expectations will
prove  to  be  correct.  Prospective  investors  are  cautioned  that  any  such
forward-looking  statements  are not guaranties of future  performance,  involve
risks and  uncertainties,  and that actual  results may differ  materially  from
those  contemplated  by such  forward-looking  statements.  The Company makes no
commitment  to update any  forward-looking  statement  or to disclose any facts,
events or  circumstances  that may affect the  accuracy  of any  forward-looking
statement.

FINANCIAL CONDITION

March 31, 2002 compared to December 31, 2001

Loans

Loans comprised the largest single  category of the Company's  earning assets on
March 31, 2002. Loans, net of unearned income and reserve for loan losses,  were
73.8% of total assets at March 31,  2002,  and 72.3% of total assets at December
31, 2001.  Total net loans were  $203,952,121 at March 31, 2002,  representing a
0.97% increase from the December 31, 2001, total of $201,999,391.

Investment Securities and Other Earning Assets

The investment securities portfolio is used to make various term investments, to
provide a source  of  liquidity  and to serve as  collateral  to secure  certain
government  deposits.  Federal  funds sold are a tool in managing the daily cash
position of the Company.  Investment securities and federal funds sold decreased
$6,296,370 from December 31, 2001 to March 31, 2002.  Investment  securities and
federal funds sold at

                                       10

<PAGE>12

March 31, 2002, were $38,749,046 compared with $45,045,416 at December 31, 2001,
reflecting a 14% decrease.

Asset Quality

Between  December  31,  2001 and March 31,  2002,  the  Company  experienced  an
increase in nonperforming assets (defined as nonaccrual loans, loans past due 90
days or more, restructured loans, nonaccruing securities, and other real estate)
from $5.664 million to $7.571 million. The ratio of loan loss allowance to total
nonperforming assets decreased from .370 to .270, and the ratio of nonperforming
loans to total loans decreased from .027 to .026.

Deposits

Total deposits were $211,141,788 at March 31, 2002, which represented a decrease
of  $3,883,666  (1.8%) from total  deposits of  $215,025,454  at year-end  2001.
Deposits  are the  Company's  primary  source of funds with which to support its
earning assets.  Non-interest bearing deposits increased $1,322,036 or 4.2% from
year-end  2001 to March  31,  2002,  and  interest  bearing  deposits  decreased
$5,205,702 (2.8%) from year-end 2001.

Long-term Debt

At March 31, 2002 and December 31, 2001, the Company had notes payable  totaling
$33,592,000.

Maturities of long-term debt for the years ending December 31 are as follows:
<TABLE>
<CAPTION>

                                                     Maturities of Long-term Debt
                                                            (In thousands)

                                             2002           2003           2004            2005           2006
<S>                                     <C>            <C>             <C>            <C>            <C>
Interest on indebtedness..............  $      1,751   $        1,620  $       1,559  $       1,419  $        1,385
Repayment of principal................            --            2,500            500          2,500              --

                                        $      1,751   $        4,120  $       2,059  $       3,919  $        1,385
</TABLE>


Shareholders' Equity

Company  shareholders' equity increased $127,491 from December 31, 2001 to March
31, 2002,  due to net income of $574,679,  the  declaration of cash dividends of
$323,416,  the decrease of  unrealized  gains on  securities  available-for-sale
totaling $147,238 net of deferred tax asset, the reissuance of treasury stock of
$14,091, and the issuance of common stock of $9,375.

Liquidity Management

Liquidity is defined as the ability of a company to convert  assets into cash or
cash  equivalents  without  significant  loss.   Liquidity  management  involves
maintaining the Banks' ability to meet the day-to-day cash flow  requirements of
its  customers,  whether  they  are  depositors  wishing  to  withdraw  funds or
borrowers  requiring funds to meet their credit needs.  Without proper liquidity
management,  the Bank would not be able to perform  the  primary  function  of a
financial intermediary and would, therefore,  not be able to meet the production
and growth needs of the communities it serves. The primary function of asset

                 See notes to consolidated financial statements

                                       11

<PAGE>13

and liability  management is not only to assure adequate  liquidity in order for
the Bank to meet the needs of its customer  base, but to maintain an appropriate
balance between interest-sensitive assets and interest-sensitive  liabilities so
that the Bank can also meet the  investment  requirements  of its  shareholders.
Daily  monitoring  of the sources and uses of funds is  necessary to maintain an
acceptable  cash  position  that  meets  both   requirements.   In  the  banking
environment,  both assets and  liabilities  are considered  sources of liquidity
funding and both are, therefore, monitored on a daily basis.

The asset portion of the balance sheet provides liquidity primarily through loan
principal  repayments  and sales of investment and trading  account  securities.
Loans that mature in one year or less  equaled  approximately  $69.4  million or
33.7% of the total loan  portfolio at March 31, 2002, and there are $2.2 million
of investment  securities  maturing within one year.  Other sources of liquidity
include short-term investments such as federal funds sold.

The liability  portion of the balance sheet provides  liquidity  through various
customers' interest bearing and non-interest bearing deposit accounts.  At March
31, 2002,  funds were also available  through the purchase of federal funds from
correspondent  commercial  banks from  available  lines of up to an aggregate of
$14,300,000.  Each of the Company's  subsidiary banks is a member of the Federal
Home Loan Bank of Atlanta. Membership provides the Company with additional lines
of credit for liquidity needs. The Company has also established a line of credit
under the parent company for $5,000,000 of which $1,500,000 is available.

Capital Resources

A strong capital position is vital to the continued profitability of the Company
because it promotes  depositor  and  investor  confidence  and  provides a solid
foundation for future growth of the  organization.  The Company has provided the
majority of its capital requirements through the retention of earnings.

Bank regulatory authorities are placing increased emphasis on the maintenance of
adequate capital. In 1990, new risk-based capital requirements became effective.
The guidelines take into consideration  risk factors,  as defined by regulators,
associated with various categories of assets, both on and off the balance sheet.
Under the guidelines,  capital  strength is measured in two tiers which are used
in conjunction  with  risk-adjusted  assets to determine the risk-based  capital
ratios.  The  Company's  Tier I capital,  which  consists of common  equity less
goodwill,  amounted to  approximately  $22,213,398  at March 31,  2002.  Tier II
capital  components include  supplemental  capital components such as qualifying
allowance for loan losses and qualifying  subordinated debt. Tier I capital plus
the Tier II capital  components are referred to as Total Risk-Based  capital and
was approximately $24,259,108 at March 31, 2002.

The  Company's  current  capital  positions  exceed the  regulatory  guidelines.
Management has reviewed and will continue to monitor the Company's asset mix and
product pricing, and the loan loss allowance,  which are the areas determined to
be most affected by these requirements.

RESULTS OF OPERATIONS

Three months ended March 31, 2002 and 2001

Summary

Net  earnings of the Company for the three  months  ended March 31,  2002,  were
$574,679 compared to $465,408 for the same period in 2001,  representing a 23.5%
increase. This increase was primarily due to

                 See notes to consolidated financial statements

                                       12


<PAGE>14

a $356,135 or 16.8%  increase in net interest  income after  provision  for loan
losses over the same period in 2001.  The  increase  in net  interest  income is
direct  result of lower  interest  rates paid on  interest  bearing  liabilities
compared to the same period in 2001.

Net Interest Income

Net interest  income,  the difference  between interest earned on assets and the
cost of interest-bearing  liabilities, is the largest component of the Company's
net income.  Revenue from earning  assets of the Company during the three months
ended March 31, 2002,  decreased  $120,558 or 2.7% from the same period in 2001.
This  decrease  was due to a $228,664 or 30%  decrease  in interest  income from
investment  securities  and  federal  funds sold  compared to the same period of
2001.  This decrease is a result of lower yields due to interest rate reductions
and a  decrease  of  approximately  $14.7  million  or 27.6%  in the  investment
portfolio  and federal funds sold from March 2001.  The loss in interest  income
from the  investment  portfolio and federal funds sold was offset by an increase
of $117,072 or 3.2% in fees and interest income from loans. Interest expense for
the three  months  ended March 31,  2002,  decreased  $425,986 or 18.5% over the
corresponding  period of 2001. As a result of these factors, net interest income
increase $305,428 or 14.1% in the three months ended March 31, 2002, compared to
the same period of 2001.

Provision for Loan Losses

The provision for loan losses  represents  the charge against  current  earnings
necessary  to maintain  the reserve for loan losses at a level which  management
considers  appropriate.  This  level is  determined  based  upon  the  Company's
historical charge-offs,  management's assessment of current economic conditions,
the composition of the loan portfolio and the levels of nonaccruing and past due
loans.  There was no  provision  made for the three months ended March 31, 2002,
compared to $50,707 for the same period of 2001. Charge-offs exceeded recoveries
by $50,185  for the three  months  ended  March 31,  2002.  The reserve for loan
losses as a percent of outstanding  loans, net of unearned income,  was 0.99% at
March 31, 2002, compared to 1.03% at year-end 2001.

Non-interest Income

Non-interest  income for the three  months  ended March 31,  2002,  was $850,373
compared  to  $826,187  for the same  period  of 2001.  This 2.9%  increase  was
primarily due to insurance commissions of $334, 065 in the first three months of
2002 as  compared to  $316,144  in the same  period of 2001.  Other  significant
components  of  non-interest  income and their  changes  are as  follows:  other
operating income increased $89,420 or 73.7%, and gains on the sale of securities
decreased $83,940.

Non-interest Expenses

Non-interest expenses for the three months ended March 31, 2002, were $2,513,172
reflecting a 7.7% increase over the same period of 2001. The primary  components
of non-interest expenses are salaries and employee benefits,  which increased to
$1,269,602  for the three months  ended March 31, 2002,  2.5% higher than in the
same period of 2001.  Occupancy  costs  increased  $81,478  and other  operating
expenses increase $66,587 due to the opening of additional  facilities after the
first quarter of 2001.

                 See notes to consolidated financial statements

                                       13
<PAGE>15

Income Taxes

The Company attempts to maximize its net income through active tax planning. The
provision  for income  taxes of $236,056  for the three  months  ended March 31,
2002, increased $92,317 compared to the same period of 2001, due to the increase
in  income  before  income  taxes  and a  decrease  in  tax  exempt  investments
securities.  Taxes as a percent of earnings  increased from 23.6% to 29.1%.  The
effective  tax rate of  approximately  29.1% is less  than  the  statutory  rate
principally because of the effect of tax-exempt interest income.

Recently Issued Accounting Standards

In September  2000,  the FASB issued SFAS No. 140,  Accounting for Transfers and
Servicing of Financial Assets and Extinguishments of Liabilities - a replacement
of FASB  Statement  No.  125.  While  SFAS  No.  140  carries  over  most of the
provisions of SFAS No. 125,  Accounting for Transfers and Servicing of Financial
Assets and  Extinguishments  of  Liabilities,  it  provides  new  standards  for
reporting  financial assets  transferred as collateral and new standards for the
derecognition of financial assets, in particular  transactions involving the use
of special purpose entities. SFAS No. 140 also prescribes additional disclosures
for collateral transactions and for securitization transactions accounted for as
sales.  The new collateral  standards and disclosure  requirements are effective
for fiscal years ending after December 15, 2000, while the new standards for the
derecognition  of financial  assets are effective for transfers made after March
31, 2001. The adoption of this  statement did not have a material  effect on the
Company's consolidated financial statements.

In May 2001, the Auditing Standards Board issued Statement on Auditing Standards
("SAS")  No.  94,  The  Effect  of  Information   Technology  on  the  Auditor's
Consideration of Internal Control in a Financial Statement Audit. This statement
amends SAS No. 55,  Consideration of Internal  Control in a Financial  Statement
Audit, by providing  additional  guidance  related to the  understanding  by the
auditor of an entity's use of information technology relevant to the audit. This
auditing  standard is effective for audits of financial  statements  for periods
beginning  on or after  June 1, 2001.  The impact on the audit of the  Company's
consolidated  financial  statements resulting from the issuance of this auditing
standard is not expected to be material.

In June  2001,  the  FASB  issued  SFAS No.  141,  Business  Combinations.  This
statement addresses financial accounting and reporting for business combinations
and  supersedes  APB Opinion  No. 16,  Business  Combinations,  and SFAS No. 38,
Accounting  for  Preacquisition  Contingencies  of  Purchased  Enterprises.  All
business combinations in the scope of SFAS No. 141 are to be accounted for using
one method,  the  purchase  method.  Prior to the  issuance  of this  statement,
subject to certain criteria,  business combinations were accounted for using one
of two methods, the pooling-of-interests  method or the purchase method. The two
methods  produce  different  financial  statement  results.   The  single-method
approach  used in SFAS No.  141  reflects  the  conclusion  that  virtually  all
business  combinations are acquisitions and therefore should be accounted for in
the same manner as other asset acquisitions based on the values exchanged.  This
statement  provides  expanded and revised  guidance related to the allocation of
the purchase price to goodwill and other  intangibles  arising from the business
combination.  The provisions of SFAS No. 141 apply to all business  combinations
initiated after June 30, 2001.

In June 2001,  the FASB  issued  SFAS No.  142,  Goodwill  and Other  Intangible
Assets, which addresses financial accounting and reporting for acquired goodwill
and other  intangible  assets and  supersedes  APB  Opinion  No. 17,  Intangible
Assets.  SFAS  No.  142  provides  new  standards  for  accounting  relating  to

                 See notes to consolidated financial statements

                                       14

<PAGE>16

intangible assets after initial  recognition in the financial  statements.  This
statement   proscribes  the  accounting  practice  of  amortizing  or  expensing
intangibles  ratably over a  prescribed  period of time and imposes new guidance
requiring  that goodwill and certain other  intangibles be tested for impairment
at least  annually by comparing  fair values of those assets with their recorded
amounts. Additional disclosure requirements also are provided. The provisions of
SFAS No. 142 are required to be applied in fiscal years beginning after December
15, 2001.

The  adoption  of SFAS  No.  141 and  SFAS No.  142 are not  expected  to have a
material effect on the Company's consolidated financial statements.

In June 2001,  the FASB  issued SFAS No. 143,  Accounting  for Asset  Retirement
Obligations.  This statement  requires that the fair value of a liability for an
asset retirement  obligation be recognized in the period in which it is incurred
if a  reasonable  estimate  of fair  value  can be made.  The  associated  asset
retirement  costs  are  capitalized  as  part  of  the  carrying  amount  of the
long-lived  asset.  This statement is effective for financial  statements issued
for fiscal years  beginning  after June 15, 2002. The adoption of this statement
is not  expected  to  have a  material  effect  on  the  Company's  consolidated
financial statements.

In August 2001,  the FASB issued SFAS No. 144,  Accounting for the Impairment or
Disposal of Long-lived Assets. This statement addresses financial accounting and
reporting for the  impairment or disposal of long-lived  assets.  This statement
supersedes  FASB Statement No. 121,  Accounting for the Impairment of Long-Lived
Assets and for  Long-Lived  Assets to Be  Disposed  Of, and the  accounting  and
reporting   provisions  of  APB  Opinion  No.  30,   Reporting  the  Results  of
Operations--Reporting  the Effects of  Disposal of a Segment of a Business,  and
Extraordinary,  Unusual and Infrequently Occurring Events and Transactions,  for
the disposal of a segment of a business (as previously defined in that opinion).
This statement also amends  Accounting  Research  Bulletin No. 51,  Consolidated
Financial  Statements,  to  eliminate  the  exception  to  consolidation  for  a
subsidiary  for  which  control  is likely to be  temporary.  The major  changes
resulting from this statement relate to the establishment of a single method for
the  recognition of impairment  losses on long-lived  assets to be held and used
whether from  discontinuance of a business segment or otherwise.  This statement
is effective for financial  statements  issued for fiscal years  beginning after
December  15,  2001.  The  adoption of this  statement is not expected to have a
material effect on the Company's consolidated financial statements.

In December 2001, the Accounting  Standards Executive Committee issued Statement
of Position  ("SOP") 01-6,  Accounting by Certain Entities  (Including  Entities
With Trade  Receivables) That Lend to or Finance the Activities of Others.  This
statement  reconciles  and  conforms  the  accounting  and  financial  reporting
provisions for similar  transactions as applied to different entities within the
financial services industry.  It eliminates  differences in disclosure practices
where not  warranted  and should  provide  greater  consistency  in reporting by
entities in the financial  services  industry.  This  statement is effective for
annual and interim financial  statements issued for fiscal years beginning after
December 15,  2001.  The adoption of SOP 01-6 is not expected to have a material
effect on the Company's consolidated financial statements.

In December  2001,  the Auditing  Standards  Board issued SAS No. 95,  Generally
Accepted  Auditing  Standards.  This  statement  supersedes  Generally  Accepted
Auditing  Standards of SAS No. 1 and generally provides  additional  guidance to
the  independent  auditor in the conduct of an audit  engagement,  primarily  by
addressing   authoritative   and   nonauthoritative   publications   for   audit
consideration  and  guidance.  This SAS is  effective  for  audits of  financial
statements for periods beginning on or after December 15, 2001.

                 See notes to consolidated financial statements

                                       15

<PAGE>17

In  January  2002,  the  Auditing  Standards  Board  issued  SAS No.  96,  Audit
Documentation.  This statement  supersedes SAS No. 41, Working Papers and amends
SAS No. 47,  Audit Risk and  Materiality  in  Conducting  an Audit,  SAS No. 56,
Analytical Procedures and SAS No. 59, The Auditor's Consideration of an Entity's
Ability to Continue as a Going Concern. This statement provides revised guidance
to the  independent  auditor as to the type,  purpose and  requirements of audit
documentation.  This SAS is  effective  for audits of financial  statements  for
periods beginning on or after May 15, 2002.

The  impact  of SAS  No.  95  and  SAS  No.  96 on the  audit  of the  Company's
consolidated  financial statements resulting from the issuance of these auditing
standards is not expected to be material.


Item 3.  Quantitative and Qualitative Disclosures About Market Risk

Market  risk is the risk  arising  from  adverse  changes  in the fair  value of
financial  instruments  due to a change in interest  rates,  exchange  rates and
equity prices. Frontiers' primary risk is interest rate risk.

The primary  objective of  Asset/Liability  Management  at Frontier is to manage
interest  rate risk and achieve  reasonable  stability  in net  interest  income
throughout  interest  rate cycles.  This is achieved by  maintaining  the proper
balance of rate sensitive  earning assets and rate  sensitive  liabilities.  The
relationship of rate sensitive  earning assets to rate sensitive  liabilities is
the principal  factor in projecting the effect that  fluctuating  interest rates
will have on future net  interest  income.  Rate  sensitive  earning  assets and
interest-bearing  liabilities  are those that can be repriced to current  market
rates  within a  relatively  short time  period.  Management  monitors  the rate
sensitivity of earning assets and  interest-bearing  liabilities over the entire
life of these instruments,  but places particular emphasis on the first year and
through  three years.  Frontier's  Asset/Liability  Management  policy  requires
cumulative  gap  (the  ratio  of  rate   sensitive   assets  to  rate  sensitive
liabilities) to stay within a +/-20%. At March 31, 2002,  Frontier's  cumulative
gap is well within this range  through a five-year  time frame with the one-year
cumulative gap at 4.24%, the two-year at 6.75% and the three-year at 13.23%.

Frontier has not  experienced a high level of volatility in net interest  income
primarily  because of the  relatively  large base of core  deposits  that do not
reprice on a contractual  basis. These deposit products include regular savings,
interest-bearing   transaction  accounts  and  money  market  savings  accounts.
Balances  for  these  accounts  are  reported  based  on  historical   repricing
experienced  at each bank.  However,  the rates paid are  typically not directly
related to market  interest  rates,  since  management  has some  discretion  in
adjusting these rates as market rates change.

Frontier uses additional tools to monitor and manage interest rate  sensitivity.
One of the primary  tools is  simulation  analysis.  Simulation  analysis is the
primary method of estimating  earnings at risk and capital at risk under varying
interest rate conditions. Simulation analysis is used to test the sensitivity of
Frontier's  net interest  income and  stockholders'  equity to both the level of
interest rates and the slope of the yield curve.  Simulation  analysis  accounts
for the expected  timing and  magnitude of assets and liability  cash flows,  as
well as the expected  timing and  magnitude of deposits that do not reprice on a
contractual basis. In addition, simulation analysis includes adjustments for the
lag between  movements in market  interest  rates on loans and  interest-bearing
deposits.  These adjustments are made to reflect more accurately possible future
cash flows, repricing behavior and ultimately net interest income.  Although net
income is not materially  impacted  during  simulation  analysis under different
rate scenarios,  Frontier is slightly asset sensitive  meaning that net interest
income would increase with an increase in interest rates.

                 See notes to consolidated financial statements

                                       16


<PAGE>18

PART 2.  OTHER INFORMATION

Item 1.  Legal Proceedings

The Company and its subsidiaries are defendants in legal proceedings  arising in
the  ordinary  course of  business.  Some of these  proceedings  which relate to
lending, collections, servicing, investment, insurance and other activities seek
substantial sums as damages.

In the  opinion  of  management,  based on review  and  consultation  with legal
counsel,  the outcome of any litigation  presently pending is not anticipated to
have  a  material  adverse  effect  on  the  Company's   consolidated  financial
statements or results of operations.


Item 6.  Exhibits and Reports on Form 8-K

(a)      Exhibits

          Exhibit 11 - Statement Re: Computation of Earnings per Share

(b)      Reports on Form 8-K

          During the quarter ended March 31, 2002, no reports were filed for
          Frontier National Corporation on Form 8-K.

                 See notes to consolidated financial statements

                                       17
<PAGE>19

                                   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.


                          FRONTIER NATIONAL CORPORATION

             By: /s/ STEVEN R. TOWNSON               May 13, 2002
                  Steven R. Townson
         Chief Executive Officer, President
             and Chief Financial Officer

                 See notes to consolidated financial statements

                                       18


<PAGE>20

                                   Exhibit 11

                 FRONTIER NATIONAL CORPORATION AND SUBSIDIARIES

                 STATEMENT RE: COMPUTATION OF EARNINGS PER SHARE



The following  tabulation presents the calculation of basic and diluted earnings
per common share for the three-month periods ended March 31, 2002 and 2001.

<TABLE>
<CAPTION>

                                                                                            Three Months
                                                                                           Ended March 31,
                                                                                      2002                2001
<S>                                                                             <C>                <C>
Basic Earnings Per Share:
   Net income...............................................................    $       574,679    $        465,408

   Earnings on common shares................................................    $       574,679    $        465,408

   Weighted average common shares
     outstanding - basic....................................................          3,437,910           3,422,191

   Basic earnings per common share..........................................    $          0.17    $           0.14

Diluted Earnings Per Share:
   Net income...............................................................    $       574,679    $        465,408

   Weighted average common shares
     outstanding - diluted..................................................          3,506,211           3,519,332

   Diluted earnings per common share........................................    $          0.16    $           0.13

</TABLE>
                                       19