# UNITED STATES
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

# FORM 10-QSB

(Mark One)

|X | QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ---------------------------------------------------------------------------------

| | For the Quarterly Period Ended June 30, 2007
| | --------------------------------------------

| | 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
333-140768

SEMORAN FINANCIAL CORPORATION(Exact name of small business issuer as specified in its charter)

|FLORIDA                      |  | 20-3622467         
|---------------------------- |  | -------------------
|(State or other jurisdiction |  | (I.R.S. Employer   
|of incorporation)            |  | Identification No.)

237 FERNWOOD BOULEVARD, SUITE 109FERN PARK, FLORIDA 32730
(Address of principal executive offices)

(407) 401-8295(Issuer's telephone number) ______________________________

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

Indicate by check mark whether the registrant is shell company
as defined in Rule 12b-2 of the Exchange Act.  Yes          No   
X

State the number of shares
outstanding of each of the issuers classes of common equity, as of the latest
practicable date: 10 shares of common stock, par value $.01 per share, outstanding as of
June 30, 2007.

Transitional Small Business Disclosure Format (check one):    
  Yes          No   
X

---

# SEMORAN FINANCIAL
CORPORATION(A Development Stage Company)

# INDEX

|                                                                                                         | 
|-------------------------------------------------------------------------------------------------------- | 
|PART I - FINANCIAL INFORMATION                                                                           | 
|                                                                                                         | 
|Item 1.   Financial Statements                                                                           | 
|                                                                                                         | 
|Condensed Balance Sheets - June 30, 2007 (unaudited) and December 31, 2006                               | 
|                                                                                                         | 
|Condensed Statements of Operations  For the three months and six months ended June 30, 2007
and 2006    | 
|and for the cumulative period from October 11, 2005 (Date of Incorporation) to
June 30, 2007 (unaudited) | 
|                                                                                                         | 
|Condensed Statements of Changes in Stockholders Equity (Deficit)  For the six months ended             | 
|June 30, 2007 and 2006 (unaudited)                                                                       | 
|                                                                                                         | 
|Condensed Statements of Cash Flows  For the six months ended June 30, 2007 and 2006 and                 | 
|for the cumulative period from October 11, 2005 (Date of Incorporation) to June 30, 2007 (unaudited)     | 
|                                                                                                         | 
|Notes to Condensed Financial Statements (unaudited)                                                      | 
|                                                                                                         | 
|Item 2.   Managements Discussion and Analysis or Plan of Operation                                      | 
|                                                                                                         | 
|Item 3.   Controls and Procedures                                                                        | 
|                                                                                                         | 
|PART II  OTHER INFORMATION                                                                              | 
|                                                                                                         | 
|Item 1.   Legal Proceedings                                                                              | 
|                                                                                                         | 
|Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds                                    | 
|                                                                                                         | 
|Item 3.   Defaults Upon Senior Securities                                                                | 
|                                                                                                         | 
|Item 4.   Submission of Matters to a Vote of Security Holders                                            | 
|                                                                                                         | 
|Item 5.   Other Information                                                                              | 
|                                                                                                         | 
|Item 6.   Exhibits                                                                                       | 

-1-

---

# SEMORAN FINANCIAL
CORPORATION(A Development Stage Company)

# Part I - Financial
Information

# PART I - FINANCIAL INFORMATION

# Item 1.   Financial
Statements

# Condensed Balance
Sheets

|                                                                  | June 30, | December 31,
|----------------------------------------------------------------- | -------- | ------------
|
|
|Assets                                                            |          |             
|Cash                                                              |          |             
|Equipment                                                         |          |             
|Land                                                              |          |             
|Other assets                                                      |          |             
|                                                                  |          |             
|Total assets                                                      |          |             
|                                                                  |          |             
|Liabilities and Stockholders Equity                              |          |             
|Liabilities:                                                      |          |             
|Line of credit                                                    |          |             
|Other liabilities                                                 |          |             
|Organizer advances                                                |          |             
|Borrowings                                                        |          |             
|                                                                  |          |             
|Total liabilities                                                 |          |             
|                                                                  |          |             
|Stockholders Equity (Deficit):                                   |          |             
|Preferred stock, no par value; 4,725,000 shares                   |          |             
|authorized; none issued and outstanding                           |          |             
|Series A preferred stock, no par value; 375,000 shares            |          |             
|authorized; 81,000 shares issued and outstanding at June 30, 2007 |          |             
|Common stock, $.01 par value; 25,000,000 shares                   |          |             
|authorized; 10 shares issued and outstanding                      |          |             
|Additional paid in capital                                        |          |             
|Deficit accumulated during the development stage                  |          |             
|Stock subscription receivable                                     |          |             
|Total stockholders' equity (deficit)                              |          |             
|                                                                  |          |             
|Total liabilities and stockholders' equity (deficit)              |          |             
|                                                                  |          |             

-2-

---

# SEMORAN FINANCIAL
CORPORATION(A Development Stage Company)

# Condensed Statements of
Operations(Unaudited)

|                                |  |  |   |         | For the
|------------------------------- |  |  | - | ------- | -------
|
|
|
|
|
|
|
|Income                         |  |  |   |         |        
|Interest Income                 |  |  | $ | 520     |        
|                                |  |  |   |         |        
|Expenses                       |  |  |   |         |        
|Organizational expenses:        |  |  |   |         |        
|Travel expense                  |  |  |   | 1,118   |        
|Application fees                |  |  |   | -       |        
|Consulting fees                 |  |  |   | 1,358   |        
|Interest expense                |  |  |   | 1,901   |        
|Lodging                         |  |  |   | 2,871   |        
|Marketing and design            |  |  |   | 559     |        
|Meals and entertainment         |  |  |   | 2,012   |        
|Office supplies                 |  |  |   | 509     |        
|Professional fees               |  |  |   | 5,000   |        
|Salaries and employee benefits  |  |  |   | 75,721  |        
|Telephone expense               |  |  |   | 1,742   |        
|Miscellaneous                   |  |  |   | 4,424   |        
|                                |  |  |   |         |        
|Total organizational expenses   |  |  |   | 97,215  |        
|                                |  |  |   |         |        
|Net loss accumulated during the |  |  |   |         |        
|development stage               |  |  | $ | (96,695 | )      
|                                |  |  |   |         |        

See Accompanying Notes
to Condensed Financial Statements.

-3-

---

# SEMORAN FINANCIAL
CORPORATION(A Development Stage Company)

# Statements of Changes
in Stockholders Equity (Deficit)

|                                     |  |  |   | Deficit |  | 
|------------------------------------ |  |  | - | ------- |  | 
|
|
|
|
|
|Balance at December 31, 2005         |  |  | $ | -       |  | 
|Sale of Common Stock                 |  |  |   | -       |  | 
|                                     |  |  |   |         |  | 
|Net loss accumulated during          |  |  |   |         |  | 
|the development stage for            |  |  |   |         |  | 
|the six months ended June            |  |  |   |         |  | 
|30, 2006 (unaudited)                 |  |  |   | -       |  | 
|                                     |  |  |   |         |  | 
|Balance at June 30, 2006 (unaudited) |  |  |   | -       |  | 
|                                     |  |  |   |         |  | 
|Balance at December 31, 2006         |  |  | $ | -       |  | 
|                                     |  |  |   |         |  | 
|Net loss accumulated during          |  |  |   |         |  | 
|the development stage for            |  |  |   |         |  | 
|the six months ended June            |  |  |   |         |  | 
|30, 2007 (unaudited)                 |  |  |   | -       |  | 
|Sale of Series A Preferred Stock     |  |  |   |         |  | 
|(unaudited)                          |  |  |   | -       |  | 
|                                     |  |  |   |         |  | 
|Balance at June 30, 2007 (unaudited) |  |  | $ | -       |  | 
|                                     |  |  |   |         |  | 

See Accompanying Notes
to Condensed Financial Statements.

-4-

---

# SEMORAN FINANCIAL
CORPORATION(A Development Stage Company)

# Condensed Statements
of Cash Flows(Unaudited)

|                                                        |  |  | Cumulative
|------------------------------------------------------- |  |  | ----------
|
|
|
|
|
|Cash flows used in organizational activities during the |  |  |           
|development stage:                                      |  |  |           
|Net loss accumulated during the development stage       |  |  |           
|Decrease (increase) in other assets                     |  |  |           
|Decrease in other liabilities                           |  |  |           
|                                                        |  |  |           
|Cash flows used in organizational activities during the |  |  |           
|development stage                                       |  |  |           
|                                                        |  |  |           
|Cash flows used in investing activities:                |  |  |           
|Purchase of equipment                                   |  |  |           
|Purchase of land                                        |  |  |           
|                                                        |  |  |           
|Cash flows used in investing activities                 |  |  |           
|                                                        |  |  |           
|Cash flows from financing activities:                   |  |  |           
|Proceeds received from Organizers                       |  |  |           
|Proceeds from line of credit                            |  |  |           
|Proceeds received from borrowing                        |  |  |           
|                                                        |  |  |           
|Cash flows from financing activities                    |  |  |           
|                                                        |  |  |           
|Net increase in cash                                    |  |  |           
|Cash at beginning of period                             |  |  |           
|                                                        |  |  |           
|Cash at end of period                                   |  |  |           
|                                                        |  |  |           
|Supplemental disclosures of cash flow information:      |  |  |           
|Cash paid during periods for:                           |  |  |           
|Interest                                                |  |  |           
|                                                        |  |  |           
|Income taxes                                            |  |  |           
|                                                        |  |  |           
|Noncash financing activities:                           |  |  |           
|Receivable recorded from sale of common stock           |  |  |           
|                                                        |  |  |           
|Organizer advances exchanged for preferred stock        |  |  |           
|                                                        |  |  |           

See Accompanying Notes
to Condensed Financial Statements.

-5-

---

# SEMORAN FINANCIAL
CORPORATION(A Development Stage Company)

# Notes to Condensed
Financial Statements (Unaudited)

At June 30, 2007 and for the Six Month Periods Ended June 30, 2007 and 2006

# (1)    Basis of Presentation

The
accompanying condensed financial statements for Semoran Financial Corporation (the
Company) do not include all disclosures necessary for a complete presentation
of financial condition, results of operations, and cash flows in conformity with generally
accepted accounting principles. All adjustments, consisting only of normal recurring
accruals, which are, in the opinion of management, necessary for fair presentation of the
interim financial statements have been included. The results of operations for the six
month period ended June 30, 2007 are not necessarily indicative of the results that may be
expected for the entire year. These financial statements do not include all disclosures
required by generally accepted accounting principles and should be read in conjunction
with the Companys audited financial statements and related notes for the year ended
December 31, 2006, which was filed in our Registration Statement on Form SB-2.

# (2)     Summary of
Significant Activities

The
Company, a Florida corporation, was established for the purpose of organizing Community
Bank of Central Florida, in organization (the Bank). The Bank is a proposed
state bank being organized under the laws of the State of Florida with the purpose of
becoming a community bank to be principally located in Seminole County, Florida with a
temporary office in Fern Park, Florida. We intend to construct our main office in
Casselberry, Florida. The Banks organizers have filed applications with the Office
of Financial Regulations Division of Financial Institutions for the State of Florida
(the OFR) to obtain a state bank charter and with the Federal Deposit
Insurance Corporation (the FDIC) to obtain insurance for the Banks
deposits.

The
Company is a development stage enterprise as defined by Statement of Financial Accounting
Standards No. 7, Accounting and Reporting by Development Stage Enterprises, as
it devotes substantially all its efforts to establishing a new business. The
Companys planned principal operations have not commenced and revenue has not been
recognized from the planned principal operations.

On
March 24, 2007, when the total organizer advances were $810,000, the Company
authorized for issuance 100,000 shares of Series A Preferred Stock
(Series A Stock) and on March 30, 2007, all of the organizers
exchanged their right to be reimbursed for advances once the bank opens for business for
81,000 shares of the Series A Stock. In May 2007, the Company rescinded the
Series A Stock and amended the terms of the Series A Stock to increase the
amount of authorized shares of Series A Stock to 375,000 and to provide for an
automatic conversion on a one-for-one share basis to shares of common stock to occur on
April 1, 2009. Subsequently, on May 29, 2007, the Company issued 81,000 shares
of Series A Stock and warrants to purchase 121,500 shares of Series A Stock to
the organizers, of which 81,000 represent Preferred Risk Warrants and 40,500 represent
Preferred Share Warrants.

The
Company filed a registration statement on Form SB-2 to register the issuance of up to
2,000,000 shares including 1,000,000 warrants to be sold in a public offering. The
offering commenced July 17, 2007. As of July 31, 2007, the Company had received
subscriptions of $1,050,000. As of August 15, 2007, escrow has not been broken and the
Company has not yet issued any shares or received any proceeds from the offering.

The
offering is expected to raise up to $12,340,000 net of estimated offering expenses. The
directors and executive officers of the Company plan to purchase approximately 301,500
shares of common stock at $10 per share, for a total investment of approximately
$3,015,000. Upon the opening of the Bank, the Company will issue stock warrants to the
directors and executive officers to purchase one share of common stock for $11.50 per
share for every two shares they purchase in the offering and to the directors only to
purchase one share of common stock for $10 per share for every share they purchase in the
offering, which we currently anticipate to be an aggregate of warrants to purchase 432,250
shares of common stock, of which 150,750 represent Shareholder Warrants and 281,500
represent Common Risk and Director Warrants. The Company plans to use at least $10,750,000
of the proceeds to capitalize the proposed Bank. The Company anticipates the offering will
be completed by September 30, 2007.

The
Company was established and commenced activities on October 11, 2005. The Company has
prepared financial statements to include financial information from the date of inception.
Activities since inception have consisted primarily of the Companys organizers
engaging in organizational and pre-opening activities necessary to prepare the
applications for regulatory approvals and to prepare to commence business as a financial
institution.

-6-

---

# SEMORAN FINANCIAL
CORPORATION(A Development Stage Company)

# (3)     Commitments and
Related Party Transactions

The
Company entered into amended and restated consulting agreements with each of Lloyd J.
Weber and Malcom S. MacDiarmid on March 30, 2007. The agreements call for a monthly
salary of $8,000, reimbursement of business-related expenses, including use of automobile,
meals, supplies, and similar items, and medical insurance up to $750 per month. The
agreements are to expire on the earlier of (i) September 30, 2007; (ii) the
date the bank opens for business; (iii) the date the Company abandons its efforts to
obtain a charter; (iv) the date the Company terminates the agreement for cause; or
(v) death or disability.

The
Company will enter into employment agreements with each of Lloyd J. Weber and Malcom S.
MacDiarmid when the Bank opens for business, which provide for an annual base salary of
$150,000 and $140,000, respectively. The proposed employment agreements provide for a
bonus of not less than 10% of base salary if certain performance criteria are met,
reimbursement of business-related expenses, including use of automobile, meals, travel
expenses, and similar items, term life insurance coverage of at least $200,000
for each employee and at least $200,000 for their spouse, and options to purchase up
to 40,000 shares of common stock at $10 per share, vesting ratably
over three years plus options to purchase 2,000 shares of common stock at each anniversary
of the effective date of the employment.

# (4)     Borrowings

On June 7, 2007, the Company borrowed $1,476,000 at the rate of prime to fund the
purchase of a 1.1 acre lot located at 380 State Road 436, Casselberry, FL 32707, which will be the location of
the Company's main office. The Company closed on the property on June 7, 2007.

# (5)     Line of Credit

In
April 2007, the Company obtained a line of credit of up to $750,000 with Nexity Bank
at the rate of prime minus 1.00%. At June 30, 2007, $160,000 was outstanding under the
line of credit.

-7-

---

# SEMORAN FINANCIAL
CORPORATION(A Development Stage Company)

# Item 2.   
Managements Discussion and Analysis or Plan of Operation

The following is our discussion and
analysis of certain significant factors that have affected our financial position and
operating results and those of our subsidiary, Community Bank of Central Florida (in
organization), during the periods included in the accompanying financial statements. This
commentary should be read in conjunction with the financial statements and the related
notes and the other statistical information included in this report.

This report contains
forward-looking statements relating to, without limitation, future economic
performance, plans and objectives of management for future operations, and projections of
revenues and other financial items that are based on the beliefs of management, as well as
assumptions made by and information currently available to management. The words
may, will, anticipate, should,
would, believe, contemplate, expect,
estimate, continue, may, and intend, as
well as other similar words and expressions of the future, are intended to identify
forward-looking statements. Our actual results may differ materially from the results
discussed in the forward-looking statements, and our operating performance each quarter is
subject to various risks and uncertainties that are discussed in detail in our filings
with the Securities and Exchange Commission, including, without limitation:

| |  | our lack of operating history;
| | - | ------------------------------

| |  | potential delays in the opening date of the bank;
| | - | -------------------------------------------------

| |  | significant increases in competitive pressure in the banking and financial services
industries;
| | - | -----------------------------------------------------------------------------------------------

| |  | changes in the interest rate environment which could reduce anticipated or
actual margins;
| | - | ------------------------------------------------------------------------------------------

| |  | changes in political conditions or the legislative or regulatory
environment;
| | - | -----------------------------------------------------------------------------

| |  | general economic conditions, either nationally or regionally and especially
in primary service area, becoming less favorable
than expected resulting in, among other things, a deterioration in credit quality;
| | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  | changes occurring in business conditions and inflation;
| | - | -------------------------------------------------------

| |  | changes in technology;
| | - | ----------------------

| |  | the level of allowance for loan loss and the lack of seasoning of our loan portfolio, once we
open;
| | - | ---------------------------------------------------------------------------------------------------

| |  | the rate of delinquencies and amounts of charge-offs, once we open;
| | - | -------------------------------------------------------------------

| |  | the rates of loan growth, once we open;
| | - | ---------------------------------------

| |  | adverse changes in asset quality and resulting credit risk-related losses and expenses;
| | - | ---------------------------------------------------------------------------------------

| |  | changes in monetary and tax policies;
| | - | -------------------------------------

| |  | loss of consumer confidence and economic disruptions resulting from terrorist activities;
| | - | -----------------------------------------------------------------------------------------

| |  | changes in the securities markets; and
| | - | --------------------------------------

| |  | other risks and uncertainties detailed from time
to time in our filings with the Securities and Exchange Commission.
| | - | --------------------------------------------------------------------------------------------------------------------

# General

We
are in the development stage and will remain in that stage until our initial public
offering is completed. Semoran was incorporated in Florida on October 11, 2005 to
serve as a holding company for the Bank. Throughout our organization, our main activities
have been:

| |  | seeking, interviewing and selecting our officers;
| | - | -------------------------------------------------

| |  | preparing our business plan;
| | - | ----------------------------

| |  | applying for a state bank charter under the laws of the State of Florida;
| | - | -------------------------------------------------------------------------

| |  | applying for FDIC deposit insurance;
| | - | ------------------------------------

| |  | applying to become a bank holding company;
| | - | ------------------------------------------

| |  | identifying the sites for our banking facilities; and
| | - | -----------------------------------------------------

| |  | raising equity capital through our private placement and initial public offering.
| | - | ---------------------------------------------------------------------------------

-8-

---

SEMORAN FINANCIAL
CORPORATION

(A Company in the Development
Stage)

# Financial Results and
Plan of Operation

From
October 11, 2005, the date we began our organizational activities, through June 30,
2007, our net loss amounted to $797,299. Our estimated net loss for the period from
October 11, 2005 through our anticipated closing date of our public offering of
September 30, 2007 is $840,000. The losses set forth above are attributable to the
following estimated expenses:

|                                               | October 11, 2005 | October 11, 2005 -
|---------------------------------------------- | ---------------- | ------------------
|
|Employee compensation and benefits             |                  |                   
|Consulting & professional fees & costs         |                  |                   
|Lodging, travel, meals & entertainment expense |                  |                   
|Telephone expenses and supplies                |                  |                   
|Marketing and printing expense                 |                  |                   
|Application fees                               |                  |                   
|Other pre-opening expenses(1)                  |                  |                   
|Interest income                                |                  |                   
|                                               |                  |                   
|Total                                          |                  |                   
|                                               |                  |                   

____________________(1)    
          Includes interest expense, rent and other miscellaneous expenses.

Our
financial statements and related notes, which are included in this report, provide
additional information relating to the discussion of our financial condition.

We
expect to complete our organizational activities and begin banking operations in the
fourth quarter of 2007. Our current plans consist of operating the bank from a 4,000
square foot leased facility in Fern Park, Florida until the first quarter of 2009 and then
relocating to the newly constructed 5,000 square foot building with a three-lane
drive-through facility, in Casselberry, Florida. The bank plans to open a branch office
sometime within the second year of operation.

We
will incur substantial expenses in establishing the Bank as a going concern. Typically new
banks are not profitable in their first year of banking operations and, in some cases are
not profitable for several years. Once we begin banking operations, our future results
will be determined primarily by our ability to manage effectively interest income and
expense, to minimize loan and investment losses, to generate non-interest income, and to
control non-interest expenses. Since interest rates will be determined by market forces
and economic conditions beyond our control, our ability to generate net interest income
will be dependent upon our ability to maintain an adequate spread between the rate earned
on earning assets, such as loans and investment securities, and the rate paid on
interest-bearing liabilities, such as deposits and borrowing.

# Liquidity and Interest
Rate Sensitivity

Organizational
Period.During our organizational period, our cash requirements have
consisted principally of funding our pre-opening expenses, described above, as well as
capital expenditures for the acquisition of the site for our initial main office facility.

Since
October 11, 2005, our pre-opening expenses have been funded through cash advances
from the directors and draws from a line of credit. We initially funded our operations
through advances totaling $810,000 made to us from our directors. These advances were
exchanged for 81,000 shares of Series A Preferred Stock in May 2007. Additionally, in
April 2007, we entered into a line of credit, guaranteed by our directors, with Nexity
Bank in the amount of $750,000 at prime minus 1.00% (which was 7.25% as of June 30, 2007).
As of June 30, 2007, $160,000 was outstanding under the line of credit. We believe that
our organizational expenses will continue to be funded through the proceeds obtained from
the sale of Series A Preferred Stock to our directors and this line of credit through our
Banks opening date. The shares of Series A Preferred Stock will remain outstanding
after the completion of our initial public offering. We plan to repay the line of credit,
after the close of our initial public offering, by using a portion of the proceeds. After
all of the conditions to the offering have been satisfied, Nexity Bank will have released
funds from the subscription escrow account to us so that we can capitalize the Bank and
commence operations.

We
expect to complete our organizational activities and begin banking operations in the
fourth quarter of 2007. Any delay in beginning our banking operations will increase our
pre-opening expenses and postpone our realization of potential revenues. Such a delay may
occur as a result of, among other things, delays in receiving requisite regulatory
approvals or our inability to achieve the minimum offering of $12,500,000. In the event we
experience an extended delay in beginning our banking operations, we may be required to
exhaust the entire $750,000 available under the line of credit and even to seek

-9-

---

# SEMORAN FINANCIAL
CORPORATION(A Development Stage Company)

additional borrowings or equity
investments. There can be no assurance that we will be able to obtain such additional
financing on satisfactory terms.

Commencement
of Banking Operations.Since we have been in the development stage, there
are no operating results to present at this time. Nevertheless, once we begin banking
operations, net interest income, our primary source of earnings, will fluctuate with
significant interest rate movements. To lessen the impact of these margin swings, we
intend to structure our balance sheet so we will have regular opportunities to
reprice or change the interest rates on our interest-bearing assets and
liabilities. Imbalance in these repricing opportunities at any point in time constitutes
interest rate sensitivity.

Interest
rate sensitivity refers to the responsiveness of interest-bearing assets and liabilities
to changes in market interest rates. The rate sensitive position, or gap, is the
difference in the volume of rate sensitive assets and liabilities at a given time
interval. The general objective of gap management is to actively manage rate sensitive
assets and liabilities in order to reduce the impact of interest rate fluctuations on the
net interest margin. We will generally attempt to maintain a balance between rate
sensitive assets and liabilities as the exposure period is lengthened to minimize our
overall interest rate risks.

We
will evaluate regularly our balance sheets asset mix in terms of several variables,
including yield, credit quality, appropriate funding sources and liquidity. To effectively
manage our balance sheets liability mix, we plan to focus on expanding our deposit
base and converting assets to cash as necessary.

As
we continue to grow, we will restructure our rate sensitivity position in an effort to
hedge against rapidly rising or falling interest rates. Our Asset/Liability/Investment
Committee will meet on a quarterly basis to develop a strategy for the upcoming period.

For
an operating bank, liquidity represents the ability to provide steady sources of funds for
loan commitments and investment activities, as well as to maintain sufficient funds to
cover deposit withdrawals and payment of debt and operating obligations. Initially, we
expect that a portion of the net proceeds of the public offering will be available for
working capital purposes and will provide funds for these purposes. In addition, we can
obtain these funds by converting assets to cash or by attracting new deposits. Through our
banking operations, our ability to maintain and increase deposits will serve as our
primary source of liquidity. To provide additional sources of liquidity, we plan to
maintain a federal funds borrowed line of credit with one or more correspondent banks and
to apply for membership to the Federal Home Loan Bank of Atlanta.

Other
than our public offering and as discussed above, we know of no trends, demands,
commitments, events or uncertainties that should result in, or are reasonably likely to
result in, our liquidity increasing or decreasing in any material way in the foreseeable
future.

# Capital Adequacy

There
are now two primary measures of capital adequacy for banks and bank holding companies:
(i) risk-based capital guidelines and (ii) the leverage ratio.

The
risk-based capital guidelines measure the amount of a banks required capital in
relation to the degree of risk perceived in its assets and its off-balance sheet items.
Under the risk-based capital guidelines, capital is divided into two tiers.
Tier 1 capital consists of common shareholders equity, noncumulative and cumulative
perpetual preferred stock, and minority interests. Goodwill is subtracted from the total.
Tier 2 capital consists of the allowance for loan losses, hybrid capital instruments, term
subordinated debt and intermediate term preferred stock. Banks are required to maintain a
minimum risk-based capital ratio of 8%, with at least 4% consisting of tier 1 capital. For
the first three years of operation, the bank will be required to maintain an 8% tier 1
capital ratio.

The
second measure of capital adequacy relates to the leverage ratio. The FDIC has established
a 3% minimum leverage ratio requirement. The leverage ratio is computed by dividing tier 1
capital into total assets. In the case of the Bank and other banks that are experiencing
growth or have not received the highest regulatory rating from their primary regulator,
the minimum leverage ratio should be 3% plus an additional cushion of at least 1% to 2%,
depending upon risk profiles and other factors.

We
believe that the net proceeds of our public offering will satisfy our capital requirements
for at least the next 12 months following the opening of the Bank. Currently, we have
3 employees and expect this number to increase to approximately 11 employees by the end of
2007.

-10-

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# SEMORAN FINANCIAL
CORPORATION(A Development Stage Company)

# Item 3.   Controls and
Procedures

As of the end of the period covered
by this report, we carried out an evaluation, under the supervision and with the
participation of our management, including our Chief Executive Officer and Chief Financial
Officer, of the effectiveness of our disclosure controls and procedures as defined in
Exchange Act Rule 15d-15(e). Based upon that evaluation, our Chief Executive Officer and
Chief Financial Officer have concluded that our current disclosure controls and procedures
are effective as of June 30, 2007. There have been no significant changes in our internal
controls over financial reporting during the fiscal quarter ended June 30, 2007 that have
materially affected, or are reasonably likely to materially affect, our internal controls
over financial reporting.

The design of any system of controls
and procedures is based in part upon certain assumptions about the likelihood of future
events. There can be no assurance that any design will succeed in achieving its stated
goals under all potential future conditions, regardless of how remote.

-11-

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# SEMORAN FINANCIAL
CORPORATION(A Development Stage Company)

# PART II  OTHER INFORMATION

# Item 1.   Legal Proceedings

There are no pending legal
proceedings to which we are a party or of which any of our property is the subject.

# Item 2.   Unregistered
Sales of Equity Securities and Use of Proceeds

On May 29, 2007, we issued 81,000
shares of Series A Preferred Stock and warrants to purchase 121,500 shares of Series A
Preferred Stock to our organizers under an exemption contained in Section 4(2) of the
Securities Act of 1933 and Rule 506 of Regulation D under the Securities Act. Our
organizers exchanged their right of repayment of advances made to us for shares of Series
A Preferred Stock at $10.00 per share. The shares of Series A Preferred Stock are
non-voting and will automatically convert into shares of common stock on April 1, 2009. We
have used the proceeds of the private placement to fund a portion of our organizational,
pre-opening, and offering expenses.

Our Registration Statement on Form
SB-2 (File no. 333-140768), which registered the issuance of the shares to be sold in our
initial public offering, was declared effective July 16, 2007. The offering commenced on
July 17, 2007 and is scheduled to close on September 30, 2007, subject to our right to
extend the offering for one or more periods up to March 31, 2008. The maximum offering
size is $20,000,000, or 2,000,000 shares at $10.00 per share. We registered the issuance
of a total of 2,000,000 shares in the offering and 1,557,500 warrants. The warrants will
be issued to each subscriber, including the directors and executive officers of the bank.

We will use at least $10,750,000 of
the proceeds to capitalize the proposed bank. The directors and executive officers plan to
purchase a total of 301,500 shares in the offering at an aggregate purchase price of
approximately $3,015,000.

Through June 30, 2007, we incurred
$60,423 in capitalized expenses in connection with the proposed issuance and distribution
of the common stock in the offering. All of these expenses were paid directly or
indirectly to persons or entities other than directors, officers, persons owning 10% or
more of the companys securities, or affiliates of the company. As of July 31, 2007,
we had received subscriptions for $1,050,000 in the offering. We have not broken escrow
and have not yet issued any shares or received any net proceeds in the offering.

# Item 3.   Default Upon
Senior Securities

Not applicable

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

Not applicable

# Item 5.   Other Information

Not applicable

# Item 6.   Exhibits

31.1        Rule 15d-14(a) Certification of the Principal Executive Officer.

31.2        Rule 15d-14(a) Certification of the Principal Financial Officer.

32          
Section 1350 Certifications.

-12-

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# SEMORAN FINANCIAL
CORPORATION(A Development Stage Company)

# SIGNATURES

In accordance with the requirements
of the Securities Exchange Act of 1934, the Registrant caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.

Date:  August 29, 2007

By:   /s/ Lloyd J. Weber
         Lloyd J. Weber         Chief Executive Officer,
and         Principal Executive Officer

Date:  August 29, 2007

By:   /s/ Donald J. Bugea, Jr.
         Donald J. Bugea, Jr.        
Chief Financial Officer, and         Principal Financial Officer

-13-

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# SEMORAN FINANCIAL
CORPORATION(A Development Stage Company)

# EXHIBIT INDEX

ExhibitNumber                  
    Description

31.1        Rule 15d-14(a) Certification of the Principal Executive Officer.

31.2        Rule 15d-14(a) Certification of the Principal Financial Officer.

32          
Section 1350 Certifications.

-14-