UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

              [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                  For the Quarterly Period Ended March 31, 2005

                                       OR

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

                   For the Transition Period from            to
                                                  ----------    ----------

                        Commission file number 000-24139

                         Decatur First Bank Group, Inc.
                         ------------------------------
             (Exact name of registrant as specified in its charter)


     Georgia                                          58-2254289
----------------------------------------  ------------------------------------
(State of Incorporation)                  (I.R.S. Employer Identification No.)

1120 Commerce Drive
Decatur, Georgia                                          30030
----------------------------------------  ------------------------------------
(Address of principal executive offices)               (Zip Code)


                                  404-373-1000
                               ------------------
                               (Telephone Number)


     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  XX      NO
                                    ----        ----

               Common stock, par value $5 per share 924,496 shares
                         outstanding as of May 10, 2005

                  Transitional Small Business Disclosure Format
                                   (check one)

                                Yes          No  XX
                                    ----        ----


<PAGE>
<TABLE>
<CAPTION>
                              DECATUR FIRST BANK GROUP, INC.

                                          INDEX



                                                                                   Page No.
                                                                                   --------
<S>        <C>                                                                     <C>
PART I       FINANCIAL INFORMATION

    Item 1.  Financial Statements

             Consolidated Balance Sheet (unaudited) at March 31, 2005                    3

             Consolidated Statements of Earnings (unaudited) for the Three
               Months Ended March 31, 2005 and 2004                                      4

             Consolidated Statements of Comprehensive Income (unaudited) for the
               Three Months Ended March 31, 2005 and 2004                                5

             Consolidated Statements of Cash Flows (unaudited) for the Three
               Months Ended March 31, 2005 and 2004                                      6

             Notes to Consolidated Financial Statements (unaudited)                      7

    Item 2.  Management's Discussion and Analysis of Financial Condition
               and Results of Operations                                                 9

    Item 3.  Controls and Procedures                                                     14


PART II.     OTHER INFORMATION

    Item 1.  Legal Proceedings                                                           15

    Item 2.  Changes in Securities and Purchases of Equity Securities                    15

    Item 3.  Defaults Upon Senior Securities                                             15

    Item 4.  Submission of Matters to a Vote of Security Holders                         15

    Item 5.  Other Information                                                           15

    Item 6.  Exhibits and Reports on Form 8-K                                            15
</TABLE>


This  Report  contains  statements  which  constitute forward-looking statements
within  the meaning of Section 27A of the Securities Act of 1933 and Section 21E
of  the  Securities Exchange Act of 1934. These statements appear in a number of
places in this Report and include all statements regarding the intent, belief or
current  expectations of the Company, its directors or its officers with respect
to, among other things: (i) the Company's financing plans; (ii) trends affecting
the  Company's financial condition or results of operations; (iii) the Company's
growth  strategy and operating strategy; and (iv) the declaration and payment of
dividends.  Investors are cautioned that any such forward-looking statements are
not  guarantees  of  future performance and involve risks and uncertainties, and
that  actual  results  may  differ  materially  from  those  projected  in  the
forward-looking  statements  as a result of various factors discussed herein and
those  factors  discussed in detail in the Company's filings with the Securities
and  Exchange  Commission.


                                      -2-
<PAGE>
                          PART I. FINANCIAL INFORMATION

Item 1.   Financial Statements

<TABLE>
<CAPTION>
                         DECATUR FIRST BANK GROUP, INC.
                           Consolidated Balance Sheet
                                 March 31, 2005
                                   (Unaudited)


                                     Assets
                                     ------
<S>                                                           <C>
Cash and due from banks                                        $3,602,489
Federal funds sold                                               6,516,000
                                                              -------------

        Cash and cash equivalents                               10,118,489

Interest-bearing deposits in banks                               2,365,952
Investment securities available-for-sale                        15,436,217
Loans, net                                                     104,382,328
Premises and equipment, net                                      3,457,046
Accrued interest receivable and other assets                     4,627,325
                                                              -------------

                                                              $140,387,357
                                                              =============

                      Liabilities and Stockholders' Equity
                      ------------------------------------

Liabilities:
      Deposits:
        Noninterest-bearing                                   $ 23,445,959
        Interest-bearing                                        93,027,426
                                                              -------------

        Total deposits                                         116,473,385

      FHLB Advances                                             11,980,000
      Accrued interest payable and other liabilities               629,214
                                                              -------------

        Total liabilities                                      129,082,599
                                                              -------------

Commitments

Stockholders' equity:
      Preferred stock, no par value; 2,000,000 authorized;
        no shares issued and outstanding
      Common stock, $5 par value; authorized
        10,000,000 shares; 950,310 shares issued                 4,751,550
      Additional paid-in capital                                 4,749,900
      Retained earnings                                          2,304,116
      Treasury stock (20,600 shares), at cost                     (259,950)
      Accumulated other comprehensive loss                        (240,858)
                                                              -------------

        Total stockholders' equity                              11,304,758
                                                              -------------

                                                              $140,387,357
                                                              =============
</TABLE>

See accompanying notes to unaudited consolidated financial statements.


                                      -3-
<PAGE>
<TABLE>
<CAPTION>
                          DECATUR FIRST BANK GROUP, INC.

                        Consolidated Statements of Earnings

                For the Three Months Ended March 31, 2005 and 2004
                                    (Unaudited)


                                                                2005       2004
                                                             ----------  ---------
<S>                                                          <C>         <C>
Interest income:
        Interest and fees on loans                           $1,640,064  1,186,048
        Interest on investment securities:
          Taxable                                               121,987    109,610
          Nontaxable                                             18,624     40,903
        Other interest income                                    37,083     18,555
                                                             ----------  ---------

        Total interest income                                 1,817,758  1,355,116
                                                             ----------  ---------

Interest expense on deposits                                    501,916    290,387
Interest expense on borrowings                                  114,335     89,279
                                                             ----------  ---------

        Total interest expense                                  616,251    379,666
                                                             ----------  ---------

        Net interest income                                   1,201,507    975,450

Provision for loan losses                                        90,000     65,000
                                                             ----------  ---------

        Net interest income after provision for loan losses   1,111,507    910,450
                                                             ----------  ---------

Other income:
        Service charges on deposit accounts                     178,792    121,124
        Securities gains                                          3,160     23,568
        Other operating income                                   79,697     38,208
                                                             ----------  ---------

            Total other income                                  261,649    182,900
                                                             ----------  ---------

Other expense:
        Salaries and other personnel expense                    599,660    502,620
        Net occupancy and equipment expense                      91,988     77,567
        Other operating expense                                 353,970    316,144
                                                             ----------  ---------

            Total other expense                               1,045,618    896,331
                                                             ----------  ---------

            Earnings before income taxes                        327,538    197,019

Income tax expense                                              102,559     53,355
                                                             ----------  ---------

            Net earnings                                     $  224,979    143,664
                                                             ==========  =========

            Basic earnings per share                         $      .24        .16
                                                             ==========  =========

            Diluted earnings per share                       $      .23        .15
                                                             ==========  =========
</TABLE>

See accompanying notes to unaudited consolidated financial statements.


                                      -4-
<PAGE>
<TABLE>
<CAPTION>
                                     DECATUR FIRST BANK GROUP, INC.

                             Consolidated Statements of Comprehensive Income

                           For the Three Months Ended March 31, 2005 and 2004
                                               (Unaudited)



                                                                                      2005        2004
                                                                                   -----------  --------
<S>                                                                                <C>          <C>
Net earnings                                                                       $  224,979   143,664
                                                                                   -----------  --------
Other comprehensive income (loss), net of tax:
  Unrealized gains (losses) on investment securities available-for-sale
    arising during the period, net of taxes (benefits) of $(94,371) and $68,162,
    respectively                                                                     (153,974)  111,211
      Realized gains on sales of investment securities available-for-sale,
        net of income tax expense of $1,201and $8,955,respectively                     (1,959)  (14,613)
                                                                                   -----------  --------

Other comprehensive income (loss)                                                    (155,933)   96,598
                                                                                   -----------  --------

Comprehensive income                                                               $   69,046   240,262
                                                                                   ===========  ========
</TABLE>

See accompanying notes to unaudited consolidated financial statements.


                                      -5-
<PAGE>
<TABLE>
<CAPTION>
                                 DECATUR FIRST BANK GROUP, INC.

                             Consolidated Statements of Cash Flows

                       For the Three Months Ended March 31, 2005 and 2004
                                          (Unaudited)


                                                                          2005         2004
                                                                      ------------  -----------
<S>                                                                   <C>           <C>
Cash flows from operating activities:
    Net earnings                                                      $   224,979      143,664
      Adjustments to reconcile net earnings to
        net cash provided by operating activities:
          Provision for loan losses                                        90,000       65,000
          Depreciation, amortization and accretion                         64,597       73,283
          Provision for stock awards                                          998        2,261
          Gain on sale of securities                                       (3,160)     (23,568)
          Increase in cash value of life insurance                        (13,500)     (13,500)
          Change in other                                                (294,205)      41,221
                                                                      ------------  -----------

              Net cash provided by operating activities                    69,709      288,361
                                                                      ------------  -----------

Cash flows from investing activities:
    Net change in interest-bearing deposits                               322,100     (234,017)
    Proceeds from maturities and paydowns
      of investment securities available-for-sale                         504,800      861,800
    Proceeds from sales of investment securities available-for-sale       301,338    1,082,266
    Purchases of investment securities available-for-sale                (507,990)    (904,312)
    Net change in loans                                                (3,613,347)  (4,335,198)
    Purchases of premises and equipment                                  (104,642)    (119,034)
                                                                      ------------  -----------

              Net cash used by investing activities                    (3,097,741)  (3,648,495)
                                                                      ------------  -----------

Cash flows from financing activities:
    Net change in deposits                                              5,174,934    2,928,507
    Net change in federal funds purchased                              (2,000,000)           -
    Net change in other borrowings                                      4,000,000            -
    Proceeds from exercise of stock options                                69,555            -
                                                                      ------------  -----------

              Net cash provided by financing activities                 7,244,489    2,928,507
                                                                      ------------  -----------

Net change in cash and cash equivalents                                 4,216,457     (431,627)

Cash and cash equivalents at beginning of the period                    5,902,032    7,981,089
                                                                      ------------  -----------

Cash and cash equivalents at end of the period                        $10,118,489    7,549,462
                                                                      ============  ===========

Supplemental schedule of noncash investing and financing activities:
    Change in unrealized gain/loss on securities
      available-for-sale, net of tax                                  $  (157,134)      96,598
    Transfer of loans to other real estate                                577,950            -
</TABLE>

Need to insert cash paid for taxes and interest here


See accompanying notes to unaudited consolidated financial statements.


                                      -6-
<PAGE>
                         DECATUR FIRST BANK GROUP, INC.

                   Notes to Consolidated Financial Statements
                                   (Unaudited)


(1)  ORGANIZATION AND BASIS OF PRESENTATION

     Decatur  First  Bank  Group,  Inc.  (the  Company), a bank holding company,
     owns 100% of the outstanding common stock of Decatur First Bank (the Bank),
     which  operates  primarily  in  the Decatur, Georgia area. The consolidated
     financial  statements include the accounts of the Company and the Bank. All
     intercompany  accounts  and  transactions  have  been  eliminated  in
     consolidation.

     The  accompanying  financial  statements  have  been prepared in accordance
     with  the  requirements  for interim financial statements and, accordingly,
     they  omit disclosures, which would substantially duplicate those contained
     in  the  most  recent  annual  report  to  shareholders on Form 10-KSB. The
     financial  statements as of March 31, 2005 and for the interim period ended
     March 31, 2004 are unaudited and, in the opinion of management, include all
     adjustments  (consisting of normal recurring accruals) considered necessary
     for  a fair presentation. The financial information as of December 31, 2004
     has been derived from the audited financial statements as of that date. For
     further  information,  refer  to  the  financial  statements  and the notes
     included in the Company's 2004 Form 10-KSB.

(2)  CRITICAL ACCOUNTING POLICIES AND ESTIMATES

     The  Company  has  adopted  various  accounting  policies, which govern the
     application  of  accounting  principles  generally  accepted  in the United
     States  of  America  in  the  preparation  of our financial statements. The
     Company's significant accounting policies are described in the footnotes to
     the  consolidated financial statements at December 31, 2004 as filed on our
     annual report on Form 10-KSB.

     Certain  accounting  policies involve significant estimates and assumptions
     by  the  Company,  which  have  a  material impact on the carrying value of
     certain  assets  and  liabilities.  The  Company considers these accounting
     policies  to be critical accounting policies. The estimates and assumptions
     used  are  based  on  historical  experience  and  other factors, which are
     believed to be reasonable under the circumstances. Because of the nature of
     the  estimates and assumptions made, actual results could differ from these
     estimates  and  assumptions  which could have a material impact on carrying
     values of assets and liabilities and results of operations.

     The  Company  believes  that  the  allowance  for loan losses is a critical
     accounting  policy  that  requires  the  most  significant  judgments  and
     estimates  used  in  preparation  of its consolidated financial statements.
     Refer  to  the portion of management's discussion and analysis of financial
     condition  and  results of operations that addresses the allowance for loan
     losses  for  a  description  of the Company's processes and methodology for
     determining the allowance for loan losses.

(3)  EARNINGS PER SHARE

     Net  earnings  per  common  share  are based on the weighted average number
     of  common  shares outstanding during each period. The calculation of basic
     and diluted earnings per share is as follows:

<TABLE>
<CAPTION>
                                                      Three Months
                                                     Ended March 31,
                                               -------------------------

                                                   2005         2004
                                               ------------  -----------
<S>                                            <C>           <C>
Basic earnings per share:
Net earnings                                   $    224,979      143,664
Weighted average common shares outstanding          924,800      924,496
Per share amount                               $        .24          .16
                                               ============  ===========

Diluted earnings per share:
Net earnings                                   $    224,979      143,664
Effect of dilutive securities - stock options        42,119       39,957
Diluted earnings per share                     $        .23          .15
                                               ============  ===========
</TABLE>


                                      -7-
<PAGE>
                         DECATUR FIRST BANK GROUP, INC.

              Notes to Consolidated Financial Statements, continued
                                   (Unaudited)

(4)  STOCK-BASED  COMPENSATION
     -------------------------

     The  Company sponsors a stock-based compensation plan. The Company accounts
     for  this  plan  under  the  recognition  and measurement principles of APB
     Opinion  No.  25,  "Accounting  for Stock Issued to Employees", and related
     Interpretations.  No stock-based employee compensation cost is reflected in
     net  earnings,  as all options granted under the plan had an exercise price
     equal  to  the  market  value of the underlying common stock on the date of
     grant.  The  effect  on  net  earnings  and earnings per share would not be
     material  if  the Company had applied the fair value recognition provisions
     of  Statement  of  Financial  Accounting  Standards  ("SFAS")  No.  123,
     "Accounting  for  Stock-Based  Compensation",  to  stock-based  employee
     compensation.


                                      -8-
<PAGE>
Item 2.
                         DECATUR FIRST BANK GROUP, INC.

           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS

               For the Three Months Ended March 31, 2005 and 2004

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,  Decatur First Bank, 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,"  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:

     -    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;
     -    the rate of delinquencies and amounts of charge-offs;
     -    the rates of loan growth;
     -    adverse  changes  in  asset  quality  and  resulting  credit
          risk-related losses and expenses;
     -    changes in monetary and tax policies;
     -    changes in the securities markets; and
     -    other  risks  and  uncertainties  detailed  from  time  to time in our
          filings with the Securities and Exchange Commission.

RESULTS OF OPERATIONS
---------------------

NET INTEREST INCOME
-------------------

For  the  three  months  ended  March  31,  2005,  net  interest  income totaled
$1,201,507  as compared to $975,450 for the same period in 2004. Interest income
from loans, including fees increased $454,016 or 38% to $1,640,064 for the three
months ended March 31, 2005 while income from investment securities decreased by
$9,902 or 7% to $140,611. Interest expense totaled $616,251 for the three months
ended  March 31, 2005 compared to $379,666 in 2004. The increase in net interest
income  is  due  to the bank having a higher percentage of its earning assets in
loans  and  a  lesser  percentage of its earning assets in investment securities
resulting in an overall increase in net interest income. The net interest margin
realized  on  earning  assets and the interest rate spread were 3.83% and 3.36%,
respectively,  for  the  three months ended March 31, 2005. For the three months
ended  March  31,  2004, the net interest margin was 4.09% and the interest rate
spread was 3.58%.

INTEREST RATE SENSITIVITY AND ASSET LIABILITY MANAGEMENT
--------------------------------------------------------

Interest  rate sensitivity measures the timing and magnitude of the repricing of
assets  compared  with  the repricing of liabilities and is an important part of
asset/liability management of a financial institution. The objective of interest
rate sensitivity management is to generate stable growth in net interest income,
and  to  control  the  risks associated with interest rate movements. Management
constantly  reviews  interest  rate risk exposure and the expected interest rate
environment so that adjustments in interest rate sensitivity can be timely made.
Since  the  assets  and  liabilities  of a bank are primarily monetary in nature
(payable  in fixed, determinable amounts), the performance of a bank is affected
more by changes in


                                      -9-
<PAGE>
                         DECATUR FIRST BANK GROUP, INC.

ITEM 2.   MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION  AND
--------------------------------------------------------------------------------
          RESULTS OF OPERATIONS -- continued
          ---------------------

INTEREST RATE SENSITIVITY AND ASSET LIABILITY MANAGEMENT, CONTINUED
-------------------------------------------------------------------

interest  rates than by inflation. Interest rates generally increase as the rate
of  inflation increases, but the magnitude of the change in rates may not be the
same.

Net  interest  income  is  the  primary  component  of  net income for financial
institutions.  Net  interest  income  is affected by the timing and magnitude of
repricing  of as well as the mix of interest sensitive and noninterest sensitive
assets  and liabilities. "Gap" is a static measurement of the difference between
the  contractual  maturities or repricing dates of interest sensitive assets and
interest  sensitive  liabilities  within  the following twelve months. Gap is an
attempt  to  predict  the  behavior of the bank's net interest income in general
terms  during  periods of movement in interest rates. In general, if the bank is
asset  sensitive,  more of its interest sensitive assets are expected to reprice
within  twelve  months  than  its  interest  sensitive liabilities over the same
period.  In a rising interest rate environment, assets repricing more quickly is
expected  to  enhance  net  interest  income. Alternatively, decreasing interest
rates would be expected to have the opposite effect on net interest income since
assets  would  theoretically  be  repricing at lower interest rates more quickly
than  interest  sensitive  liabilities.  Although  it  can  be used as a general
predictor,  Gap  as  a  predictor  of  movements  in  net  interest  income  has
limitations  due  to the static nature of its definition and due to its inherent
assumption  that  all  assets  will  reprice  immediately  and  fully  at  the
contractually  designated time. At March 31, 2005, the bank, as measured by Gap,
is  in an asset sensitive position. Management has several tools available to it
to  evaluate  and  affect interest rate risk, including deposit pricing policies
and  changes  in  the  mix  of various types of assets and liabilities. For more
information  on asset-liability management, see the annual report of Form 10-KSB
filed with the Securities and Exchange Commission.

PROVISION AND ALLOWANCE FOR LOAN LOSSES
---------------------------------------

The  provision  for  loan  losses  is  the  charge  to  operating  earnings that
management  believes  is  necessary  to maintain the allowance for possible loan
losses  at  an  adequate level. The provision charged to expense was $90,000 for
the  three  months  ended  March  31,  2005 as compared to $65,000 for the three
months  ended  March  31,  2004.  The  increase  in  the provision was due to an
increase  in loan volume throughout the first quarter of 2005 as compared to the
first quarter of 2004. The allowance for loan losses was 1.21% of gross loans at
March  31,  2005.  There are risks inherent in making all loans, including risks
with  respect  to  the  period  of  time  over  which loans may be repaid, risks
resulting  from  changes  in economic and industry conditions, risks inherent in
dealing  with  individual  borrowers, and, in the case of a collateralized loan,
risks  resulting from uncertainties about the future value of the collateral. We
anticipate  maintaining  an  allowance  for  loan  losses  based on, among other
things, historical experience, an evaluation of economic conditions, and regular
reviews  of  delinquencies  and  loan  portfolio quality. Our judgment about the
adequacy  of  the  allowance  is based upon a number of assumptions about future
events,  which  we  believe  to  be  reasonable,  but  which may not prove to be
accurate.  Thus, there is a risk that charge-offs in future periods could exceed
the  allowance  for  loan losses or that substantial additional increases in the
allowance for loan losses could be required. Additions to the allowance for loan
losses would result in a decrease of our net income and, possibly, our capital.

NONINTEREST INCOME
------------------

Noninterest income for the three months ended March 31, 2005 totaled $261,649 as
compared  to $182,900 for the three months ended March 31, 2004. The increase in
noninterest  income is due to an increase in service charges on deposit accounts
and  an increase in income earned from mortgage origination, partially offset by
a  decrease  in  the  gain  on sale of investment securities available-for-sale,
during the quarter ended March 31, 2005 as compared to the same period in 2004.

NONINTEREST EXPENSE
-------------------

Total  noninterest  expense  for  the  three  months  ended  March  31, 2005 was
$1,045,618  as  compared  to  $896,331 for the same period in 2004. Salaries and
benefits, the largest component of noninterest expense, totaled $599,660 for the
three  months  ended  March 31, 2004, compared to $502,620 for the same period a
year  ago.  These  increases  were  due  to  the opening of two new full service
branches which opened in the third and fourth quarters of 2004 as well as normal
salary increases for existing bank staff. Other operating expenses were $353,970
for  the three months ended March 31, 2005 as compared to $316,144 for the three
months  ended March 31, 2004. These increases in noninterest expenses are due to
the  continued  growth  of  the  bank as well as expenses associated with branch
openings.


                                      -10-
<PAGE>
                         DECATUR FIRST BANK GROUP, INC.

ITEM 2.   MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION  AND
--------------------------------------------------------------------------------
          RESULTS OF OPERATIONS -- continued
          ---------------------

INCOME TAXES
------------

Income  tax  expense  for  the three months ended March 31, 2005 was $102,559 as
compared  to  $53,355  for  the  same period in 2004. The effective tax rate was
approximately  31%  during  2005  and  27%  during 2004. The bank's tax rate has
increased due to a smaller percentage of its income being earned from tax exempt
investment securities.

NET EARNINGS
------------

The  combination  of  the above factors resulted in net earnings of $224,979 for
the  three  months  ended  March 31, 2005 compared to net earnings for the three
months  ended  March 31, 2004 of $143,664. Basic earnings per share was $.24 for
the  three  months  ended March 31, 2005 compared to basic earnings per share of
$.16  for  the  same  period  in 2004. The increase in earnings during the first
quarter  of  2005  as compared to the same period in 2004 is primarly due to the
growth in the bank's loan portfolio.

ASSETS AND LIABILITIES
----------------------

During  the first three months of 2005, total assets increased 7,331,983, or 6%,
when compared to December 31, 2004. The primary sources of growth in assets were
loans and federal funds sold, which increased $2,945,397, or 3%, and $4,216,457,
or  176%  respectively,  during  the  first  three  months  of  2005. Investment
securities  available-for-sale  decreased  $262,027  from  December  31, 2004 to
$15,436,217  at March 31, 2005. Total deposits increased $5,174,934, or 5%, from
the December 31, 2004 amount of $111,298,451.

INVESTMENT SECURITIES
---------------------

Investment  securities available-for-sale decreased $562,027 from $15,998,000 at
December 31, 2004 to $15,436,217 at March 31, 2005. This decrease was the result
of  funds  being  invested  in  loans.  All  of the Bank's marketable investment
securities were designated as available-for-sale at March 31, 2005.

PREMISES AND EQUIPMENT
----------------------

Premises  and  equipment,  net  of depreciation, totaled $3,457,046 at March 31,
2005.  The  increase  of $53,642 from the December 31, 2004 amount of $3,403,404
was  due  to  the  addition  of  fixed assets to support branch growth and other
scheduled purchases.

LOANS
-----

Gross loans totaled $105,666,203 at March 31, 2005, an increase of $3,025,993 or
3%  since  December 31, 2004. The largest increase in loans was in Real estate -
mortgage,  which  increased  $2,525,664  or 4% to $72,766,427 at March 31, 2005.
Balances  within  the major loans receivable categories as of March 31, 2005 and
December 31, 2004 are as follows:

<TABLE>
<CAPTION>
                                          March 31, 2005    December 31, 2004
                                        ------------------  ------------------
<S>                                     <C>                 <C>
Commercial, financial and agricultural  $        8,921,800  $       10,459,001
Real estate - construction                      20,072,909          18,348,562
Real estate - mortgage                          72,766,427          70,240,763
Consumer                                         3,905,067           3,591,884
                                        ------------------  ------------------
                                               105,666,203         102,640,210
  Less:  Allowance for loan losses               1,283,875           1,203,279
                                        ------------------  ------------------
                                        $      104,382,328  $      101,436,931
                                        ==================  ==================
</TABLE>


                                      -11-
<PAGE>
                         DECATUR FIRST BANK GROUP, INC.

ITEM 2.   MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION  AND
--------------------------------------------------------------------------------
          RESULTS OF OPERATIONS - continued
          ---------------------

ALLOWANCE FOR LOAN LOSSES
-------------------------
Activity in the Allowance for Loan Losses is as follows:

<TABLE>
<CAPTION>
                                                                March 31,
                                                                ---------
                                                           2005           2004
                                                       -------------  ------------
<S>                                                    <C>            <C>
Balance, January 1,                                    $  1,203,279   $   899,151
Provision for loan losses for the period                     90,000        65,000
Net loans (charged off) recovered for the period             (9,404)       10,914
                                                       -------------  ------------
Balance, end of period                                 $  1,283,875   $   975,065
                                                       =============  ============
Gross loans outstanding, end of period                 $105,666,203   $76,256,787
                                                       =============  ============
Allowance for loan losses to gross loans outstanding           1.21%         1.28%
                                                       =============  ============
</TABLE>

DEPOSITS
--------

At  March  31,  2005, total deposits increased by $5,174,934 or 5% from December
31,  2004.  Noninterest-bearing  demand deposits increased $2,105,145 or 10% and
interest-bearing deposits increased $3,069,789 or 3%.

Balances  within  the major deposit categories as of March 31, 2005 and December
31, 2004 as follows:

<TABLE>
<CAPTION>
                                             March 31, 2005    December 31, 2004
                                           ------------------  ------------------
<S>                                        <C>                 <C>
Noninterest-bearing demand deposits        $       23,445,959  $       21,340,814
Interest-bearing demand deposits                   26,246,329          24,456,727
Savings deposits                                    2,335,503           2,257,194
Certificates of deposit $100,000 and over          22,110,070          41,161,678
Other time deposits                                42,335,524          22,082,038
                                           ------------------  ------------------
                                           $      116,473,385  $      111,298,451
                                           ==================  ==================
</TABLE>

LIQUIDITY
---------

The  Company's  liquidity  needs  include  the funding of loans and purchases of
operating  assets. Liquidity needs are met by us through scheduled maturities of
loans  and  investments  on  the  asset side and through pricing policies on the
liability  side for interest-bearing deposit accounts. The level of liquidity is
measured by the loan-to-total borrowed funds ratio, which was 82% March 31, 2005
and 85% at December 31, 2004.

The  Company  is a party to financial instruments with off-balance-sheet risk in
the  normal  course  of  business  to meet the financing needs of its customers.
These  financial  instruments  consist of commitments to extend credit and loans
sold  with limited recourse. Commitments to extend credit are agreements to lend
to  a  customer as long as there is no violation of any condition established in
the  contract.  Commitments  generally  have  fixed  expiration  dates  or other
termination  clauses and may require payment of a fee. A commitment involves, to
varying  degrees,  elements  of  credit  and interest rate risk in excess of the
amount  recognized  in the balance sheets. The Company's exposure to credit loss
in  the  event  of  non-performance  by  the  other  party  to the instrument is
represented by the contractual notional amount of the instrument.

Since  certain  commitments are expected to expire without being drawn upon, the
total  commitment amounts do not necessarily represent future cash requirements.
The Company uses the same credit policies in making commitments to extend credit
as it does for on-balance-sheet instruments.

Collateral held for commitments to extend credit varies but may include accounts
receivable,  inventory,  property,  plant,  equipment,  and  income-producing
commercial properties.


                                      -12-
<PAGE>
                         DECATUR FIRST BANK GROUP, INC.

ITEM 2.   MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION  AND
--------------------------------------------------------------------------------
          RESULTS OF OPERATIONS - continued
          ---------------------

The following table summarizes our off-balance-sheet financial instruments whose
contract amounts represent credit risk as of March 31, 2005:

<TABLE>
<CAPTION>
<S>                                <C>
Commitments to extend credit       $16,864,000
Standby letters of credit          $ 1,454,000
</TABLE>

Management is not aware of any significant concentrations of loans to classes of
borrowers or industries that would be affected similarly by economic conditions.
Although  the bank's loan portfolio is diversified, a substantial portion of its
borrowers'  ability  to  honor  the  terms  of  their  loans is dependent on the
economic conditions in DeKalb County and surrounding areas.

We  also  have  obtained  lines  of credit available with correspondent banks to
purchase federal funds for periods from one to fourteen days.

CAPITAL RESOURCES
-----------------

Total  shareholders'  equity  increased from $11,166,360 at December 31, 2004 to
$11,304,758  at  March  31, 2005. This increase was attributable to net earnings
for the period, proceeds from the exercise of stock options, partially offset by
a decrease in accumulated other comprehensive income.

Bank  holding companies, such as us, and their banking subsidiaries are required
by  banking regulators to meet certain minimum levels of capital adequacy, which
are  expressed  in  the form of certain ratios. Capital is separated into Tier 1
capital  (essentially  common  shareholders'  equity less intangible assets) and
Tier  2  capital  (essentially the allowance for loan losses limited to 1.25% of
risk-weighted  assets).  The  first two ratios, which are based on the degree of
credit  risk  in  our  assets, provide the weighting of assets based on assigned
risk  factors  and  include off-balance sheet items such as loan commitments and
stand-by  letters of credit. The ratio of Tier 1 capital to risk-weighted assets
must be at least 4.0% and the ratio of total capital (Tier 1 capital plus Tier 2
capital)  to  risk-weighted  assets  must be at least 8.0%. The capital leverage
ratio supplements the risk-based capital guidelines.

Banks  and  bank  holding  companies are required to maintain a minimum ratio of
Tier 1 capital to adjusted quarterly average total assets of 3.0%.

The  following  table  summarizes  our  consolidated capital ratios at March 31,
2005:

<TABLE>
<CAPTION>
<S>                                       <C>
Tier 1 capital (to risk-weighted assets)  10.29%
Total capital (to risk-weighted assets)   11.39%
Tier 1 capital (to total average assets)   8.50%
</TABLE>

REGULATORY MATTERS
------------------

From  time  to  time, various bills are introduced in the United States Congress
with  respect  to  the  regulation  of  financial institutions. Certain of these
proposals,  if  adopted,  could significantly change the regulation of banks and
the  financial  services  industry.  We  cannot  predict  whether  any  of these
proposals will be adopted or, if adopted, how these proposals would affect us.

RECENT ACCOUNTING PRONOUNCEMENTS
--------------------------------

Accounting  standards  that  have  been  issued  or  proposed  by  the Financial
Accounting  Standards Board that do not require adoption until a future date are
not  expected to have a material impact on the consolidated financial statements
upon adoption.


                                      -13-
<PAGE>
ITEM 3.   CONTROLS AND PROCEDURES
---------------------------------

At  the  end  of  the  period covered by this report, the Company carried out an
evaluation,  under  the  supervision and with the participation of the Company's
management,  including  the  Company's  Chief  Executive  Officer  and Principal
Financial  and  Accounting  Officer,  of  the  effectiveness  of  the design and
operation  of  the  Company's  disclosure  controls  and  procedures pursuant to
Exchange  Act  Rule  13a-14.  Based  upon  that  evaluation, the Company's Chief
Executive  Officer and Principal Financial and Accounting Officer concluded that
the  Company's  disclosure  controls  and  procedures  are  effective  in timely
alerting  them  to  material  information relating to the Company (including its
consolidated  subsidiaries)  that  is  required  to be included in the Company's
periodic filings with the Securities and Exchange Commission. There have been no
changes  in  the Company's internal controls over financial reporting during the
quarter  ended  March,  2005  that  have  materially affected, or are reasonably
likely  to  materially  affect,  the  Company's  internal control over financial
reporting.


                                      -14-
<PAGE>
                           PART II.  OTHER INFORMATION

                         DECATUR FIRST BANK GROUP, INC.


Item 1.   Legal Proceedings
          -----------------
          None

Item 2.   Changes in Securities and Purchases of Equity Securities
          --------------------------------------------------------
          None

Item 3.   Defaults Upon Senior Securities
          -------------------------------
          None

Item 4.   Submission of Matters to a Vote of Security Holders
          ---------------------------------------------------
          None

Item 5.   Other Information
          -----------------
          None

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

     (a)  Reports on Form 8-K:

       On  February  9,  2005, the Company  filed a Form 8-K to report its press
release that announced that the Company's board of directors has approved a plan
of reorganization designed to allow the Company to terminate the registration of
its common stock under the Securities Exchange Act 1934.

     (b)  Exhibits:

          31   Certification  Pursuant  to  Rule  13a  -  14(a),  as  Adopted
               Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

          32   Certification  of  the  Chief  Executive  Officer  and  Principal
               Accounting Officer pursuant to 18 U.S.C. Section 1350, as adopted
               pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.


                                      -15-
<PAGE>
                         DECATUR FIRST BANK GROUP, INC.

                                   SIGNATURES


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

                               DECATUR FIRST BANK GROUP, INC.



                               By:  /s/ JUDY B. TURNER
                                    ---------------------------------
                                    Judy B. Turner
                                    President, Chief Executive Officer and
                                      Principal Financial and Accounting Officer


                               Date:  May 10, 2005


                                      -16-