##### Table of Contents



U.S. SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-QSB
  þ
    
    QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended June 30, 2005
 OR
 o
    
    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
 FLORIDA CHOICE BANKSHARES, INC.
 (Exact Name of Small Business Issuer as Specified in Its Charter)
 Florida
    
    20-1990219(State or Other Jurisdiction
    
    (I.R.S. Employerof Incorporation or Organization)
    
    Identification No.)
 18055 U.S. Highway 441, Mt. Dora, Florida
    
    
    32757(Address of Principal Executive Offices)
    
    (Zip Code)
 Registrants Telephone Number, Including Area Code (352) 735-6161
 Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report.
 þ o
  Common stock, par value $5 per share
  
  2,565,615 shares outstanding at August 5,2005
 o þ




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FLORIDA CHOICE BANKSHARES, INC.
   
 PagePart I. FINANCIAL INFORMATIONItem 1. Financial StatementsCondensed Consolidated Balance Sheets 
at June 30, 2005 (Unaudited) and at December 31, 2004
    
    
    2Condensed
Consolidated Statements of Earnings (Unaudited) 
Three and Six months ended June 30, 2005 and 2004
    
    
    3Condensed
Consolidated Statements of Stockholders Equity (Unaudited) 
Six months ended June 30, 2005 and 2004
    
    
    4Condensed Consolidated Statements of Cash Flows (Unaudited) 
Six months ended June 30, 2005 and 2004
    
    
    5Notes to Condensed Consolidated Financial Statements (Unaudited)
    
    
    6-10Review by Independent Registered Public Accounting Firm
    
    
    11Report of Independent Registered Public Accounting Firm
    
    
    12Item 2. Managements Discussion and Analysis
    
    
    13-20Item 3. Controls and Procedures
    
    
    21Part II. OTHER INFORMATIONItem 1. Legal Proceedings
    
    
    21Item 2. Unregistered Sales of Equity Securities, Use of Proceeds and Issuer
Purchases of Equity Securities
    
    
    21Item 3. Defaults upon Senior Securities
    
    
    21Item 4. Submission of Matters to a Vote of Security Holders
    
    
    22Item 5. Other Information
    
    
    22Item 6. Exhibits
    
    
    23SIGNATURES
    
    
    24Ex-31.1 Section 302 CEO CertificationEx-31.2 Section 302 CFO CertificationEx-32.1 Section 906 CEO CertificationEx-32.2 Section 906 CFO Certification




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
 
 Part I. FINANCIAL INFORMATION
 
 Item 1. Financial Statements
 
 Condensed Consolidated Balance Sheets
($ in thousands, except per share amounts)
 At
    
    AtJune 30,
    
    December 31,2005
    
    2004(unaudited)AssetsCash and due from banks
    
    $
    7,495
    
    
    
    2,816Interest-earning deposits
    
    
    72
    
    
    
    75Federal funds sold
    
    
    1,351
    
    
    
    2,146Cash and cash equivalents
    
    
    8,918
    
    
    
    5,037Securities available for sale
    
    
    11,312
    
    
    
    8,146Securities held to maturity
    
    
    17,283
    
    
    
    13,295Loans, net of allowance for loan losses of $2,806 and $1,741
    
    
    241,015
    
    
    
    153,158Premises and equipment, net
    
    
    7,662
    
    
    
    5,261Federal Home Loan Bank stock
    
    
    1,907
    
    
    
    1,108Bank-owned life insurance
    
    
    3,917
    
    
    
    1,371Deferred tax asset
    
    
    507
    
    
    
    479Other assets
    
    
    1,363
    
    
    
    781Total assets
    
    $
    293,884
    
    
    
    188,636Liabilities and Stockholders EquityLiabilities:Noninterest-bearing demand deposits
    
    
    47,761
    
    
    
    24,075Savings, NOW and money-market deposits
    
    
    89,674
    
    
    
    50,282Time deposits
    
    
    79,488
    
    
    
    78,075Total deposits
    
    
    216,923
    
    
    
    152,432Federal Home Loan Bank advances
    
    
    34,000
    
    
    
    18,000Other borrowings
    
    
    3,853
    
    
    
    580Other liabilities
    
    
    1,016
    
    
    
    623Total liabilities
    
    
    255,792
    
    
    
    171,635Stockholders equity:Preferred stock, $.01 par value, 1,000,000 shares authorized,
no shares issued or outstanding
    
    
    
    
    
    
    Common stock, $5 par value, 5,000,000 shares authorized,
2,565,615 and 1,303,233 shares issued and outstanding
    
    
    12,828
    
    
    
    6,516Additional paid-in capital
    
    
    22,166
    
    
    
    8,335Retained earnings
    
    
    3,168
    
    
    
    2,214Accumulated other comprehensive loss
    
    
    (70
    )
    
    
    (64
    )Total stockholders equity
    
    
    38,092
    
    
    
    17,001Total liabilities and stockholders equity
    
    $
    293,884
    
    
    
    188,636
 
 2




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
 
 Condensed Consolidated Statements of Earnings (Unaudited)
(In thousands, except per share amounts)
 Three Months Ended
    
    Six Months EndedJune 30,
    
    June 30,2005
    
    2004
    
    2005
    
    2004Interest income:Loans
    
    $
    3,694
    
    
    
    2,025
    
    
    
    6,544
    
    
    
    3,905Securities
    
    
    258
    
    
    
    222
    
    
    
    460
    
    
    
    397Other
    
    
    63
    
    
    
    6
    
    
    
    99
    
    
    
    13Total interest income
    
    
    4,015
    
    
    
    2,253
    
    
    
    7,103
    
    
    
    4,315Interest expense:Deposits
    
    
    1,068
    
    
    
    520
    
    
    
    1,877
    
    
    
    1,027Borrowings
    
    
    143
    
    
    
    91
    
    
    
    265
    
    
    
    166Total interest expense
    
    
    1,211
    
    
    
    611
    
    
    
    2,142
    
    
    
    1,193Net interest income
    
    
    2,804
    
    
    
    1,642
    
    
    
    4,961
    
    
    
    3,122Provision for loan losses
    
    
    635
    
    
    
    69
    
    
    
    1,060
    
    
    
    202Net interest income after provision
for loan losses
    
    
    2,169
    
    
    
    1,573
    
    
    
    3,901
    
    
    
    2,920Noninterest income:Service charges and fees on deposit accounts
    
    
    154
    
    
    
    134
    
    
    
    288
    
    
    
    266Gain on sale of securities available for sale
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    27Net earnings on bank-owned life insurance
    
    
    32
    
    
    
    14
    
    
    
    46
    
    
    
    29Other
    
    
    76
    
    
    
    69
    
    
    
    122
    
    
    
    224Total noninterest income
    
    
    262
    
    
    
    217
    
    
    
    456
    
    
    
    546Noninterest expense:Salaries and employee benefits
    
    
    811
    
    
    
    610
    
    
    
    1,607
    
    
    
    1,272Occupancy and equipment
    
    
    188
    
    
    
    139
    
    
    
    361
    
    
    
    292Data processing
    
    
    135
    
    
    
    87
    
    
    
    252
    
    
    
    168Marketing and business development
    
    
    68
    
    
    
    74
    
    
    
    136
    
    
    
    138Printing and office supplies
    
    
    65
    
    
    
    52
    
    
    
    131
    
    
    
    105Other
    
    
    244
    
    
    
    192
    
    
    
    471
    
    
    
    337Total noninterest expense
    
    
    1,511
    
    
    
    1,154
    
    
    
    2,958
    
    
    
    2,312Earnings before income taxes
    
    
    920
    
    
    
    636
    
    
    
    1,399
    
    
    
    1,154Income taxes
    
    
    299
    
    
    
    221
    
    
    
    445
    
    
    
    411Net earnings
    
    $
    621
    
    
    
    415
    
    
    
    954
    
    
    
    743Earnings per share:Basic
    
    $
    .27
    
    
    
    .32
    
    
    
    .53
    
    
    
    .58Diluted
    
    $
    .26
    
    
    
    .31
    
    
    
    .51
    
    
    
    .57Dividends per share
    
    $
    
    
    
    
    
    
    
    
    
    
    
    
    
  3




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
 
 Condensed Consolidated Statements of Stockholders Equity (Unaudited)
 Six Months Ended June 30, 2005 and 2004
($ in thousands)
 AccumulatedOtherCompre-Common Stock
    
    Additional
    
    
    
    
    
    hensive
    
    TotalNumber of
    
    
    
    
    
    Paid-In
    
    Retained
    
    Income
    
    StockholdersShares
    
    Amount
    
    Capital
    
    Earnings
    
    (Loss)
    
    EquityBalance at December 31, 2003
    
    
    1,033,225
    
    
    $
    5,166
    
    
    
    6,090
    
    
    
    407
    
    
    
    (52
    )
    
    
    11,611Comprehensive income:Net earnings (unaudited)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    743
    
    
    
    
    
    
    
    743Net change in unrealized loss on securities
available for sale, net of tax (unaudited)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (101
    )
    
    
    (101
    )Comprehensive income (unaudited)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    642Proceeds from exercise of stock options (unaudited)
    
    
    1,800
    
    
    
    9
    
    
    
    11
    
    
    
    
    
    
    
    
    
    
    
    20Proceeds from sale of common stock, net
of offering costs of $45 (unaudited)
    
    
    268,208
    
    
    
    1,341
    
    
    
    2,234
    
    
    
    
    
    
    
    
    
    
    
    3,575Balance at June 30, 2004 (unaudited)
    
    
    1,303,233
    
    
    $
    6,516
    
    
    
    8,335
    
    
    
    1,150
    
    
    
    (153
    )
    
    
    15,848Balance at December 31, 2004
    
    
    1,303,233
    
    
    
    6,516
    
    
    
    8,335
    
    
    
    2,214
    
    
    
    (64
    )
    
    
    17,001Comprehensive income:Net earnings (unaudited)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    954
    
    
    
    
    
    
    
    954Net change in unrealized loss on securities
available for sale, net of tax (unaudited)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (6
    )
    
    
    (6
    )Comprehensive income (unaudited)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    948Proceeds from the sale of common stock,
net of offering costs of $55 (unaudited)
    
    
    1,262,382
    
    
    
    6,312
    
    
    
    13,831
    
    
    
    
    
    
    
    
    
    
    
    20,143Balance at June 30, 2005 (unaudited)
    
    
    2,565,615
    
    
    $
    12,828
    
    
    
    22,166
    
    
    
    3,168
    
    
    
    (70
    )
    
    
    38,092
 
 4




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
 
 Condensed Consolidated Statements of Cash Flows (Unaudited)
(In thousands)
 Six Months EndedJune 30,2005
    
    2004Cash flows from operating activities:Net earnings
    
    $
    954
    
    
    
    743Adjustments to reconcile net earnings to net cash
provided by operating activities:Provision for loan losses
    
    
    1,060
    
    
    
    202Depreciation and amortization
    
    
    199
    
    
    
    218Deferred income tax benefit
    
    
    (23
    )
    
    
    (77
    )Net amortization of premiums and discounts on securities
    
    
    16
    
    
    
    32Gain on sale of securities available for sale
    
    
    
    
    
    
    (27
    )Gain on sale of SBA loan
    
    
    
    
    
    
    (98
    )Net earnings on bank-owned life insurance
    
    
    (46
    )
    
    
    (29
    )Net (increase) decrease in other assets
    
    
    (582
    )
    
    
    54Net increase (decrease) in other liabilities
    
    
    393
    
    
    
    (312
    )Net cash provided by operating activities
    
    
    1,971
    
    
    
    706Cash flows from investing activities:Purchase of securities
    
    
    (8,484
    )
    
    
    (11,310
    )Maturities, calls and principal repayments of securities
    
    
    1,303
    
    
    
    1,367Proceeds from sale of securities available for sale
    
    
    
    
    
    
    645Net increase in loans
    
    
    (88,917
    )
    
    
    (15,163
    )Purchase of premises and equipment
    
    
    (2,600
    )
    
    
    (984
    )Purchase of Federal Home Loan Bank stock
    
    
    (799
    )
    
    
    (450
    )Purchase of bank owned life insurance
    
    
    (2,500
    )
    
    
    Net cash used in investing activities
    
    
    (101,997
    )
    
    
    (25,895
    )Cash flows from financing activities:Net increase in deposits
    
    
    64,491
    
    
    
    11,369Net increase in Federal Home Loan Bank advances
and other borrowings
    
    
    19,273
    
    
    
    9,299Net proceeds from sale of common stock
    
    
    20,143
    
    
    
    3,595Net cash provided by financing activities
    
    
    103,907
    
    
    
    24,263Net increase (decrease) in cash and cash equivalents
    
    
    3,881
    
    
    
    (926
    )Cash and cash equivalents at beginning of period
    
    
    5,037
    
    
    
    7,203Cash and cash equivalents at end of period
    
    $
    8,918
    
    
    
    6,277Supplemental disclosures of cash flow information:Cash paid during the period for:Interest
    
    $
    2,103
    
    
    
    1,202Income taxes
    
    $
    593
    
    
    
    763Noncash transaction-Accumulated other comprehensive loss, net change in
unrealized loss on securities available for sale, net of tax
    
    $
    (6
    )
    
    
    (101
    )
 
 5




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
 
 Notes to Condensed Consolidated Financial Statements (Unaudited)
 1. Basis of Presentation.
   Reorganization and Merger.
 2. Loans .
 At
    
    AtJune 30,
    
    December 31,2005
    
    2004Real estate  mortgage
    
    $
    206,529
    
    
    
    130,024Commercial
    
    
    30,028
    
    
    
    18,981Consumer and home equity
    
    
    7,960
    
    
    
    6,188Total loans
    
    
    244,517
    
    
    
    155,193Allowance for loan losses
    
    
    (2,806
    )
    
    
    (1,741
    )Deferred loan fees, net
    
    
    (696
    )
    
    
    (294
    )Loans, net
    
    $
    241,015
    
    
    
    153,158
  6




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
 Notes to Condensed Consolidated Financial Statements (Unaudited), Continued
 3. Loan Impairment and Loan Losses .
 Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2005
    
    
    2004
    
    
    2005
    
    
    2004Balance at beginning of period
    
    $
    2,169
    
    
    
    1,696
    
    
    
    1,741
    
    
    
    1,562Provision for loan losses
    
    
    635
    
    
    
    69
    
    
    
    1,060
    
    
    
    202Net recoveries
    
    
    2
    
    
    
    
    
    
    
    5
    
    
    
    1Balance at June 30
    
    $
    2,806
    
    
    
    1,765
    
    
    
    2,806
    
    
    
    1,765
  4. Earnings Per Share.
 Three Months Ended
    
    Six Months EndedJune 30,
    
    June 30,2005
    
    2004
    
    2005
    
    2004Weighted-average number of common
shares outstanding used to calculate
basic earnings per common share
    
    
    2,304,626
    
    
    
    1,303,233
    
    
    
    1,811,568
    
    
    
    1,276,707Effect of dilutive stock options
    
    
    43,085
    
    
    
    36,021
    
    
    
    43,089
    
    
    
    36,021Weighted-average number of common
shares outstanding used to calculate
diluted earnings per common share
    
    
    2,347,711
    
    
    
    1,339,254
    
    
    
    1,854,657
    
    
    
    1,312,728
  7




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
 Notes to Condensed Consolidated Financial Statements (Unaudited), Continued
 5. Stock Option Plans.
 Number
    
    Range of
    
    Weighted-
    
    Aggregateof
    
    Option
    
    Average
    
    OptionOptions
    
    Price
    
    Price
    
    PriceOutstanding at December 31, 2003
    
    
    141,500
    
    
    $
    10.00-13.10
    
    
    
    10.37
    
    
    $
    1,467Options granted
    
    
    2,000
    
    
    
    13.50
    
    
    
    13.50
    
    
    
    27Options exercised
    
    
    (1,800
    )
    
    
    10.00-12.50
    
    
    
    11.25
    
    
    
    (20
    )Options forfeited
    
    
    (3,250
    )
    
    
    10.00-12.50
    
    
    
    12.00
    
    
    
    (39
    )Outstanding at June 30, 2004
    
    
    138,450
    
    
    $
    10.00-13.50
    
    
    $
    10.36
    
    
    $
    1,435Outstanding at December 31, 2004
    
    
    213,535
    
    
    
    10.00-13.50
    
    
    
    11.49
    
    
    
    2,453Options granted
    
    
    160,000
    
    
    
    16.00
    
    
    
    16.00
    
    
    
    2,560Options forfeited
    
    
    (1,100
    )
    
    
    13.50
    
    
    
    13.50
    
    
    
    (15
    )Outstanding at June 30, 2005
    
    
    372,435
    
    
    $
    10.00-16.00
    
    
    $
    13.42
    
    
    $
    4,998
 Accounting for Stock-Based
Compensation, Accounting for Stock-Based Compensation Transition
and Disclosure, Accounting for Stock
Issued to Employees
  8




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
 Notes to Condensed Consolidated Financial Statements (Unaudited), Continued
 5. Stock Option Plans, Continued.
 Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2005
    
    
    2004
    
    
    2005
    
    
    2004Net earnings, as reported
    
    $
    621
    
    
    
    415
    
    
    
    954
    
    
    
    743Deduct: Total stock-based employee
compensation determined under
the fair value based method for
all awards, net of related tax benefit
    
    
    (359
    )
    
    
    (2
    )
    
    
    (380
    )
    
    
    (5
    )Proforma net earnings
    
    $
    262
    
    
    
    413
    
    
    
    574
    
    
    
    738Basic earnings per share:As reported
    
    $
    .27
    
    
    
    .32
    
    
    
    .53
    
    
    
    .58Proforma
    
    $
    .11
    
    
    
    .32
    
    
    
    .32
    
    
    
    .58Diluted earnings per share:As reported
    
    $
    .26
    
    
    
    .31
    
    
    
    .51
    
    
    
    .57Proforma
    
    $
    .11
    
    
    
    .31
    
    
    
    .31
    
    
    
    .56Assumptions for grants made during
the period:Weighted-average risk free rate
of return
    
    
    4.25
    %
    
    
    N/A
    
    
    
    4.25
    %
    
    
    4.88
    %Annualized dividend yield
    
    
    
    %
    
    
    N/A
    
    
    
    
    %
    
    
    
    %Expected life of options
    
    
    6.5 years
    
    
    
    N/A
    
    
    
    6.5 years
    
    
    
    N/AExpected stock price volatility
    
    
    21.0
    %
    
    
    N/A
    
    
    
    21.0
    %
    
    
    
    %Grant-date fair value per option of
options issued during the period
    
    $
    5.23
    
    
    
    N/A
    
    
    $
    5.23
    
    
    $
    5.03
  9




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
 Notes to Condensed Consolidated Financial Statements (Unaudited), Continued
 5. Stock Option Plans, Continued. Share-Based Payment
 6. Private Placement Offering .
 7. Reclassifications .
 10




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FLORIDA CHOICE BANKSHARES, INC.
 
 Review by Independent Registered Public Accounting Firm
   11




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##### Table of Contents



Report of Independent Registered Public Accounting Firm
 
      
 12




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
 Managements Discussion and Analysis
 General
      13




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
  Capital Resources, Commitments and Capital Requirements
    Contractual Obligations
    
    TotalTime deposit maturities
    
    $
    79,488Federal Home Loan Bank advances
    
    
    34,000Other borrowings
    
    
    3,853Operating leases
    
    
    3,682Loan commitments
    
    
    31,475Standby letters of credit
    
    
    4,939Undisbursed line of credit loans
    
    
    79,305Total
    
    $
    236,742
  14




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
 Regulatory Capital Requirements
    MinimumTo Be WellCapitalized UnderMinimum Capital
    
    Prompt CorrectiveActual
    
    Requirement
    
    Action ProvisionsAmount
    
    %
    
    Amount
    
    %
    
    Amount
    
    %As of June 30, 2005:Total capital to Risk-Weighted assets:Consolidated
    
    $
    40,969
    
    
    
    15.21
    %
    
    $
    21,542
    
    
    
    8.00
    %
    
    
    N/A
    
    
    
    N/ABank
    
    
    41,044
    
    
    
    15.24
    
    
    
    21,549
    
    
    
    8.00
    
    
    $
    26,937
    
    
    
    10.00
    %Tier I Capital to Risk-Weighted Assets:Consolidated
    
    
    38,163
    
    
    
    14.17
    
    
    
    10,771
    
    
    
    4.00
    
    
    
    N/A
    
    
    
    N/ABank
    
    
    38,238
    
    
    
    14.20
    
    
    
    10,775
    
    
    
    4.00
    
    
    
    16,162
    
    
    
    6.00Tier I Capital
to Average Assets:Consolidated
    
    
    38,163
    
    
    
    14.19
    
    
    
    10,761
    
    
    
    4.00
    
    
    
    N/A
    
    
    
    N/ABank
    
    
    38,238
    
    
    
    14.21
    
    
    
    10,764
    
    
    
    4.00
    
    
    
    13,455
    
    
    
    5.00As of December 31, 2004:Total capital to Risk-Weighted assets
    
    
    18,806
    
    
    
    11.40
    
    
    
    13,152
    
    
    
    8.00
    
    
    
    16,439
    
    
    
    10.00Tier I Capital to Risk-Weighted Assets
    
    
    17,065
    
    
    
    10.40
    
    
    
    6,576
    
    
    
    4.00
    
    
    
    9,864
    
    
    
    6.00Tier I Capital
to Adjusted Total Assets
    
    
    17,065
    
    
    
    9.20
    
    
    
    7,451
    
    
    
    4.00
    
    
    
    9,314
    
    
    
    5.00
 15




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
  Six Months
    
    
    
    
    
    Six MonthsEnded
    
    Year Ended
    
    EndedJune 30,
    
    December 31,
    
    June 30,2005
    
    2004
    
    2004Average equity as a percentage
of average assets
    
    
    10.81
    %
    
    
    9.00
    %
    
    
    8.46
    %Total equity to total assets at end of period
    
    
    12.96
    %
    
    
    9.00
    %
    
    
    9.12
    %Return on average assets (1)
    
    
    .79
    %
    
    
    1.05
    %
    
    
    .92
    %Return on average equity (1)
    
    
    7.32
    %
    
    
    11.60
    %
    
    
    10.82
    %Noninterest expense to average assets (1)
    
    
    2.45
    %
    
    
    2.73
    %
    
    
    2.82
    %Nonperforming loans to total loans at
end of period (2)
    
    
    .44
    %
    
    
    
    %
    
    
    .42
    %
 
 (1)
    
    Annualized for the six months ended June 30, 2005 and 2004.(2)
    
    Nonperforming loans consist of nonaccrual loans and accruing loans contractually past due
ninety days or more.  Six Months
    
    
    
    
    
    Six MonthsEnded
    
    Year Ended
    
    EndedJune 30,
    
    December 31,
    
    June 30,2005
    
    2004
    
    2004Loans
    
    
    6.66
    %
    
    
    6.31
    %
    
    
    6.05
    %Securities
    
    
    3.88
    %
    
    
    3.69
    %
    
    
    3.65
    %Other interest-earning assets
    
    
    2.93
    %
    
    
    1.75
    %
    
    
    .94
    %All interest-earning assets
    
    
    6.26
    %
    
    
    5.80
    %
    
    
    5.62
    %Interest-bearing deposits
    
    
    2.48
    %
    
    
    1.95
    %
    
    
    1.87
    %Borrowings
    
    
    2.43
    %
    
    
    1.97
    %
    
    
    1.79
    %All interest-bearing liabilities
    
    
    2.47
    %
    
    
    1.96
    %
    
    
    1.86
    %Interest-rate spread
    
    
    3.79
    %
    
    
    3.84
    %
    
    
    3.76
    %
 Changes in Financial Condition
 
 16




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
 Results of Operations
  Three Months Ended June 30,2005
    
    2004Interest
    
    Average
    
    
    
    
    
    Interest
    
    AverageAverage
    
    and
    
    Yield/
    
    Average
    
    and
    
    Yield/Balance
    
    Dividends
    
    Rate
    
    Balance
    
    Dividends
    
    Rate($ in thousands)Interest-earning assets:Loans
    
    $
    218,929
    
    
    
    3,694
    
    
    
    6.75
    %
    
    $
    135,520
    
    
    
    2,025
    
    
    
    6.11
    %Securities
    
    
    26,212
    
    
    
    258
    
    
    
    3.94
    
    
    
    24,311
    
    
    
    222
    
    
    
    3.65Other (1)
    
    
    8,429
    
    
    
    63
    
    
    
    2.99
    
    
    
    2,543
    
    
    
    6
    
    
    
    .94Total interest-earning assets
    
    
    253,570
    
    
    
    4,015
    
    
    
    6.33
    
    
    
    159,374
    
    
    
    2,253
    
    
    
    5.65Noninterest-earning assets
    
    
    15,970
    
    
    
    
    
    
    
    
    
    
    
    8,685Total assets
    
    $
    269,540
    
    
    
    
    
    
    
    
    
    
    $
    168,059Interest-bearing liabilities:Deposits
    
    
    162,885
    
    
    
    1,068
    
    
    
    2.62
    
    
    
    111,556
    
    
    
    520
    
    
    
    1.86Borrowings
    
    
    23,112
    
    
    
    143
    
    
    
    2.47
    
    
    
    21,103
    
    
    
    91
    
    
    
    1.72Total interest-bearing liabilities
    
    
    185,997
    
    
    
    1,211
    
    
    
    2.60
    
    
    
    132,659
    
    
    
    611
    
    
    
    1.84Noninterest-bearing deposits
    
    
    48,410
    
    
    
    
    
    
    
    
    
    
    
    18,930Noninterest-bearing liabilities
    
    
    405
    
    
    
    
    
    
    
    
    
    
    
    2,543Stockholders equity
    
    
    34,728
    
    
    
    
    
    
    
    
    
    
    
    13,927Total liabilities and stockholders equity
    
    $
    269,540
    
    
    
    
    
    
    
    
    
    
    $
    168,059Net interest income
    
    
    
    
    
    $
    2,804
    
    
    
    
    
    
    
    
    
    
    $
    1,642Interest-rate spread
    
    
    
    
    
    
    
    
    
    
    3.73
    %
    
    
    
    
    
    
    
    
    
    
    3.81
    %Net interest margin (2)
    
    
    
    
    
    
    
    
    
    
    4.42
    %
    
    
    
    
    
    
    
    
    
    
    4.12
    %Ratio of interest-earning assets to
interest-bearing liabilities
    
    
    1.36
    
    
    
    
    
    
    
    
    
    
    
    1.20
 
 (1)
    
    Includes interest-earning deposits, federal funds sold and Federal Home Loan Bank stock.(2)
    
    Net interest margin is annualized net interest income divided by average interest-earning
assets. 17




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
  Six Months Ended June 30,2005
    
    2004Interest
    
    Average
    
    
    
    
    
    Interest
    
    AverageAverage
    
    and
    
    Yield/
    
    Average
    
    and
    
    Yield/Balance
    
    Dividends
    
    Rate
    
    Balance
    
    Dividends
    
    Rate($ in thousands)Interest-earning assets:Loans
    
    $
    196,393
    
    
    
    6,544
    
    
    
    6.66
    %
    
    $
    129,014
    
    
    
    3,905
    
    
    
    6.05
    %Securities
    
    
    23,700
    
    
    
    460
    
    
    
    3.88
    
    
    
    21,780
    
    
    
    397
    
    
    
    3.65Other (1)
    
    
    6,763
    
    
    
    99
    
    
    
    2.93
    
    
    
    2,757
    
    
    
    13
    
    
    
    .94Total interest-earning assets
    
    
    226,856
    
    
    
    7,103
    
    
    
    6.26
    
    
    
    153,551
    
    
    
    4,315
    
    
    
    5.62Noninterest-earning assets
    
    
    14,401
    
    
    
    
    
    
    
    
    
    
    
    8,699Total assets
    
    $
    241,257
    
    
    
    
    
    
    
    
    
    
    $
    162,250Interest-bearing liabilities:Deposits
    
    
    151,484
    
    
    
    1,877
    
    
    
    2.48
    
    
    
    109,655
    
    
    
    1,027
    
    
    
    1.87Borrowings
    
    
    21,786
    
    
    
    265
    
    
    
    2.43
    
    
    
    18,595
    
    
    
    166
    
    
    
    1.79Total interest-bearing liabilities
    
    
    173,270
    
    
    
    2,142
    
    
    
    2.47
    
    
    
    128,250
    
    
    
    1,193
    
    
    
    1.86Noninterest-bearing deposits
    
    
    41,199
    
    
    
    
    
    
    
    
    
    
    
    18,421Noninterest-bearing liabilities
    
    
    704
    
    
    
    
    
    
    
    
    
    
    
    1,850Stockholders equity
    
    
    26,084
    
    
    
    
    
    
    
    
    
    
    
    13,729Total liabilities and stockholders equity
    
    $
    241,257
    
    
    
    
    
    
    
    
    
    
    $
    162,250Net interest income
    
    
    
    
    
    $
    4,961
    
    
    
    
    
    
    
    
    
    
    $
    3,122Interest-rate spread
    
    
    
    
    
    
    
    
    
    
    3.79
    %
    
    
    
    
    
    
    
    
    
    
    3.76
    %Net interest margin (2)
    
    
    
    
    
    
    
    
    
    
    4.37
    %
    
    
    
    
    
    
    
    
    
    
    4.07
    %Ratio of interest-earning assets to
interest-bearing liabilities
    
    
    1.31
    
    
    
    
    
    
    
    
    
    
    
    1.20
 
 (1)
    
    Includes interest-earning deposits, federal funds sold and Federal Home Loan Bank stock.(2)
    
    Net interest margin is annualized net interest income divided by average interest-earning
assets. 18




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
 Comparison of the Three-Month Periods Ended June 30, 2005 and 2004
 General Operating Results.
 Interest Income.
 Interest Expense.
 Provision for Loan Losses.
 Noninterest Income.
 Noninterest Expense.
 Income Taxes.
 
 19




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
 Comparison of the Six-Month Periods Ended June 30, 2005 and 2004
 General Operating Results.
 Interest Income.
 Interest Expense.
 Provision for Loan Losses.
 Noninterest Income.
 Noninterest Expense.
 Income Taxes.
 20




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
 
 Item 3. Controls and Procedures
 a.
    
    Evaluation of disclosure controls and procedures. The Company maintains
controls and procedures designed to ensure that information required to be disclosed in the
reports that the Company files or submits under the Securities Exchange Act of 1934 is
recorded, processed, summarized and reported within the time periods specified in the rules
and forms of the Securities and Exchange Commission. Based upon their evaluation of those
controls and procedures performed within 90 days of the filing date of this report, the
Chief Executive and Chief Financial officers of the Company concluded that the Companys
disclosure controls and procedures were adequate.b.
    
    Changes in internal controls. The Company made no significant changes in its
internal controls or in other factors that could significantly affect these controls
subsequent to the date of the evaluation of those controls by the Chief Executive and Chief
Financial officers.
 
 Part II  OTHER INFORMATION
 
 Item 1. Legal Proceedings
  
 Item 2.
    
    Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities
  
 Item 3. Defaults upon Senior Securities
  21




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
 
 Item 4. Submission of Matters to a Vote of Security Holders
   Withheld/For
    
    Against
    
    Abstain821,720
    
    
    
    
    
    
    23,210
  Withheld/For
    
    Against
    
    Abstain772,474
    
    
    54,990
    
    
    
    17,466
  Withheld/For
    
    Against
    
    Abstain794,806
    
    
    32,658
    
    
    
    17,466
 
 Item 5.Other Information
  22




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
 
 Item 6. Exhibits
 (a)
    
    The following exhibits are filed as part of this report.
 3.1
    
    
    Articles of Incorporation of Florida Choice Bankshares, Inc. **3.2
    
    
    Form of Bylaws of Florida Choice Bankshares, Inc. **4.0
    
    
    Form of Common Stock Certificate of Florida Choice Bankshares, Inc. **10.1
    
    
    Employment Agreement, dated February 28, 2005, between Florida Choice Bank and
Kenneth E. LaRoe. **/****10.2

    
    
    Form of Florida Choice Bank Employee Stock Option Plan. * /****10.3
    
    
    Form of Florida Choice Bank Director Stock Option Plan. * /****10.4
    
    
    Employment Agreement, dated February 28, 2005, between Florida Choice Bank and
Robert L. Porter. **/****10.5
    
    
    Employment Agreement, dated February 28, 2005, between Florida Choice Bank and
John R. Warren. **/****10.6
    
    
    Employment Agreement, dated October 18, 2004, between Florida Choice
Bank and Stephen R. Jeuck. **/****10.7
    
    
    Amendment No. 3 to Florida Choice Bankshares, Inc.s Officers and Employees
Stock Option Plan.***10.8
    
    
    Amendment No. 3 to Florida Choice Bankshares, Inc.s Directors Stock Option
Plan.***14.1
    
    
    Code of Ethics **31.1
    
    
    Certification of Chief Executive Officer required by Rule 13a-14(a)/15d-14(a)
under the Exchange Act31.2
    
    
    Certification of Chief Financial Officer required by Rule 13a-14(a)/15d-14(a)
under the Exchange Act32.1
    
    
    Certification of Chief Executive Officer, pursuant to 18 U.S.C. Section 1350,
as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.32.2
    
    
    Certification of Chief Financial Officer, pursuant to 18 U.S.C. Section 1350,
as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 
 *
    
    Incorporated by reference to Florida Choice Banks Registration Statement on Form 10-SB filed
with the FDIC on April 30, 2000.**
    
    Incorporated by reference to the Companys Form 10-KSB filed with the SEC on March 22, 2005.***
    
    Incorporated by reference to the Companys Form 10QSB filed with the SEC on May 10, 2005.****
    
    Constitutes a management contract or compensation arrangement. 23




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##### Table of Contents



FLORIDA CHOICE BANKSHARES, INC.
 
 SIGNATURES
   Florida Choice Bankshares, Inc.By:
    
    /s/ Kenneth E. LaRoeName:
    
    Kenneth E. LaRoe, Chairman andChief Executive OfficerBy:
    
    /s/ Stephen R. JeuckName:
    
    Stephen R. Jeuck, Chief FinancialOfficer (Principal Financial Officer andPrincipal Accounting Officer)
 24