SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

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

For Quarterly Period Ended June 30, 1999           Commission File No. 000-29640


                         COMMUNITY FIRST BANCORPORATION
 -------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)


         South Carolina                                58-2322486
---------------------------                    --------------------------------
  (State or other jurisdiction of              (IRS Employer Identification No.)
  incorporation or organization)


                            3685 BLUE RIDGE BOULEVARD
                         WALHALLA, SOUTH CAROLINA 29691
--------------------------------------------------------------------------------
                    (Address of principal executive offices)


                                 (864) 638-2105
--------------------------------------------------------------------------------
                           (Issuer's telephone number)

         Check whether the issuer (1) filed all reports  required to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 12 months (or for such
shorter period that the  registrant was required to file such reports),  and has
been subject to such filing requirements for the past 90 days.

         Yes   X   No _____

         State the number of shares  outstanding of each of the issuer's classes
of common equity,  as of the latest  practicable  date:  Common Stock, no par or
stated value, 1,800,898 Shares Outstanding on July 31, 1999.

Transitional Small Business Format (Check one):  Yes _______  No    X


<PAGE>


                         COMMUNITY FIRST BANCORPORATION

                                   FORM 10-QSB

                                      Index
<TABLE>
<CAPTION>

                                                                                                                       Page
PART I -          FINANCIAL INFORMATION

Item 1.           Financial Statements

<S>                                                                                                                   <C>
                  Consolidated Balance Sheet ......................................................................      3
                  Consolidated Statement of Income ................................................................      4
                  Consolidated Statement of Comprehensive Income ..................................................      5
                  Consolidated Statement of Changes in Shareholders' Equity .......................................      6
                  Consolidated Statement of Cash Flows ............................................................      7
                  Notes to Unaudited Consolidated Financial Statements ............................................      8

Item 2.           Management's Discussion and Analysis ............................................................   9-12

PART II -         OTHER INFORMATION

Item 4.           Submission of Matters to a Vote of Security Holders .............................................     13

Item 6.           Exhibits and Reports on Form 8-K ................................................................     13

SIGNATURE .........................................................................................................     14
</TABLE>




                                       2
<PAGE>



                         PART I - FINANCIAL INFORMATION

Item 1. - Financial Statements

COMMUNITY FIRST BANCORPORATION
Consolidated Balance Sheet
<TABLE>
<CAPTION>
                                                                                                   (Unaudited)
                                                                                                     June 30,           December 31,
                                                                                                       1999                   1998
                                                                                                       ----                   ----
                                                                                                        (Dollars in thousands)
Assets
<S>                                                                                                 <C>                   <C>
     Cash and due from banks ...........................................................            $   2,791             $   3,320
     Federal funds sold ................................................................               18,810                14,150
     Securities available-for-sale .....................................................               51,108                38,284
     Other investments .................................................................                  382                   345
     Loans .............................................................................               71,304                67,893
        Allowance for loan losses ......................................................                 (964)                 (955)
                                                                                                    ---------             ---------
            Loans - net ................................................................               70,340                66,938
     Premises and equipment - net ......................................................                3,120                 2,871
     Accrued interest receivable .......................................................                1,102                   830
     Other assets ......................................................................                  949                   389
                                                                                                    ---------             ---------

            Total assets ...............................................................            $ 148,602             $ 127,127
                                                                                                    =========             =========

Liabilities
     Deposits
        Noninterest bearing ............................................................            $  15,512             $  14,798
        Interest bearing ...............................................................              118,440                97,698
                                                                                                    ---------             ---------
            Total deposits .............................................................              133,952               112,496
     Accrued interest payable ..........................................................                1,090                   966
     Other liabilities .................................................................                   61                    62
                                                                                                    ---------             ---------
            Total liabilities ..........................................................              135,103               113,524
                                                                                                    ---------             ---------

Shareholders' equity
     Common stock - no par  value; 10,000,000 shares authorized;
        issued  and outstanding - 1,800,898 for 1999 and
        1,793,792 for 1998 .............................................................               10,624                10,569
     Retained earnings .................................................................                3,837                 3,051
     Accumulated other comprehensive income ............................................                 (962)                  (17)
                                                                                                    ---------             ---------
            Total shareholders' equity .................................................               13,499                13,603
                                                                                                    ---------             ---------

            Total liabilities and shareholders' equity .................................            $ 148,602             $ 127,127
                                                                                                    =========             =========
</TABLE>








See accompanying notes to unaudited consolidated financial statements.


                                       3
<PAGE>

COMMUNITY FIRST BANCORPORATION
Consolidated Statement of Income
<TABLE>
<CAPTION>
                                                                                                   (Unaudited)
                                                                                              Period Ended June 30,
                                                                                 Three Months                       Six Months
                                                                             1999            1998             1999             1998
                                                                             ----            ----             ----             ----
                                                                                     (Dollars in thousands, except per share)

Interest income
<S>                                                                        <C>              <C>              <C>              <C>
     Loans, including fees .....................................           $1,565           $1,538           $3,096           $3,020
     Securities - taxable
     U. S. Treasury ............................................               13                5               13               29
     U. S. Agency ..............................................              692              441            1,341              801
     Other investments .........................................                6                6               13                8
     Federal funds sold ........................................              289              257              560              540
                                                                           ------           ------           ------           ------
        Total interest income ..................................            2,565            2,247            5,023            4,398
                                                                           ------           ------           ------           ------

Interest expense
     Time deposits $100,000 and over ...........................              510              338              945              652
     Other deposits ............................................              920              804            1,846            1,555
                                                                           ------           ------           ------           ------
        Total interest expense .................................            1,430            1,142            2,791            2,207
                                                                           ------           ------           ------           ------

Net interest income ............................................            1,135            1,105            2,232            2,191
Provision for loan losses ......................................               70               60               95              125
                                                                           ------           ------           ------           ------
Net interest income after provision ............................            1,065            1,045            2,137            2,066
                                                                           ------           ------           ------           ------

Other income
     Service charges on deposit accounts .......................              106               89              189              173
     Credit life insurance commissions .........................                7               13               17               21
     Other income ..............................................               55               40               99               78
                                                                           ------           ------           ------           ------
        Total other income .....................................              168              142              305              272
                                                                           ------           ------           ------           ------

Other expenses
     Salaries and employee benefits ............................              354              280              664              532
     Net occupancy expense .....................................               27               24               54               47
     Furniture and equipment expense ...........................               55               46              113              100
     Other expense .............................................              187              169              396              325
                                                                           ------           ------           ------           ------
        Total other expenses ...................................              623              519            1,227            1,004
                                                                           ------           ------           ------           ------

Income before income taxes .....................................              610              668            1,215            1,334
Income tax expense .............................................              214              238              429              475
                                                                           ------           ------           ------           ------
Net income .....................................................           $  396           $  430           $  786           $  859
                                                                           ======           ======           ======           ======

Per share*
     Net income ................................................           $ 0.22           $ 0.24           $ 0.44           $ 0.48
     Net income, assuming dilution .............................             0.20             0.23             0.40             0.46
</TABLE>

------------------
* Per share information has been retroactively adjusted to reflect a two-for-one
stock split effective July 31, 1998.



See accompanying notes to unaudited consolidated financial statements.


                                       4
<PAGE>

COMMUNITY FIRST BANCORPORATION
Consolidated Statement of Comprehensive Income
<TABLE>
<CAPTION>
                                                                                                  (Unaudited)
                                                                                             Period Ended June 30,
                                                                                  Three Months                   Six Months
                                                                                  ------------                   ----------
                                                                              1999            1998           1999             1998
                                                                              ----            ----           ----             ----
                                                                                             (Dollars in thousands)

<S>                                                                         <C>             <C>             <C>             <C>
Net income .........................................................        $   396         $   430         $   786         $   859
                                                                            -------         -------         -------         -------
Other comprehensive income (loss):
     Change in unrealized holding gains and
        losses on available-for-sale securities ....................         (1,099)            (55)         (1,529)            (21)
     Income tax expense (benefit) on other
        comprehensive income (loss) ................................           (429)            (19)           (584)             (7)
                                                                            -------         -------         -------         -------
            Total other comprehensive income (loss) ................           (670)            (36)           (945)            (14)
                                                                            -------         -------         -------         -------
Comprehensive income (loss) ........................................        $  (274)        $   394         $  (159)        $   845
                                                                            =======         =======         =======         =======
</TABLE>





































See accompanying notes to unaudited consolidated financial statements.



                                       5
<PAGE>

COMMUNITY FIRST BANCORPORATION
Consolidated Statement of Changes in Shareholder's Equity
<TABLE>
<CAPTION>

                                                                (Unaudited)

                                                                Common Stock
                                                                ------------                            Accumulated
                                                         Number of                        Retained   Other Comprehensive
                                                          Shares*         Amount          Earnings         Income            Total
                                                          -------         ------          --------         ------            -----
                                                                                   (Dollars in thousands)

<S>                                                      <C>             <C>             <C>             <C>              <C>
Balance, January 1, 1998 .........................       1,772,280       $  10,479       $   1,387       $     (16)       $  11,850
Exercise of employee stock options ...............           6,116              30               -               -               30
Change in unrealized holding gains
   and losses on available-for-sale
   securities, net of income taxes ...............               -               -               -             (14)             (14)
Net income .......................................               -               -             859               -              859
                                                         ---------       ---------       ---------       ---------        ---------
Balance, June 30, 1998 ...........................       1,778,396       $  10,509       $   2,246       $     (30)       $  12,725
                                                         =========       =========       =========       =========        =========



Balance, January 1, 1999 .........................       1,793,792       $  10,569       $   3,051       $     (17)       $  13,603
Exercise of employee stock options ...............           7,106              55               -               -               55
Change in unrealized holding gains
   and losses on available-for-sale ..............
   securities, net of income taxes ...............               -               -               -            (945)            (945)
Net income .......................................               -               -             786               -              786
                                                         ---------       ---------       ---------       ---------        ---------
Balance, June 30, 1999 ...........................       1,800,898       $  10,624       $   3,837       $    (962)       $  13,499
                                                         =========       =========       =========       =========        =========
</TABLE>


* Adjusted for a two-for-one stock split effective July 31, 1998.

































See accompanying notes to unaudited consolidated financial statements.


                                       6
<PAGE>

COMMUNITY FIRST BANCORPORATION
Consolidated Statement of Cash Flows
<TABLE>
<CAPTION>

                                                                                                               (Unaudited)
                                                                                                             Six Months Ended
                                                                                                                 June 30,
                                                                                                      1999                    1998
                                                                                                      ----                    ----
                                                                                                         (Dollars in thousands)
Operating Activities
<S>                                                                                                 <C>                    <C>
     Net income ......................................................................              $    786               $    859
     Adjustments to reconcile net income to net
        cash provided by operating activities
            Provision for loan losses ................................................                    95                    125
            Depreciation .............................................................                    82                     74
            Amortization of net loan fees and costs ..................................                    32                     24
            Securities accretion and premium amortization ............................                   (15)                   (53)
            Increase in interest receivable ..........................................                  (272)                  (112)
            Increase in interest payable .............................................                   124                      3
            Decrease in prepaid expenses .............................................                    24                     13
            (Decrease) increase in other accrued expenses ............................                    (1)                    88
            Disposals of premises and equipment ......................................                     9                      -
            Gain on sale of other real estate ........................................                   (10)                     -
                                                                                                    --------               --------
                Net cash provided by operating activities ............................                   854                  1,021
                                                                                                    --------               --------

Investing activities
     Purchases of available-for-sale securities ......................................               (21,022)               (29,913)
     Maturities of available-for-sale securities .....................................                 6,684                 15,454
     Purchases of other investments ..................................................                   (37)                   (10)
     Net increase in loans made to customers .........................................                (3,529)                (2,850)
     Purchases of premises and equipment .............................................                  (340)                   (88)
     Proceeds from sale of other real estate .........................................                    10                      -
                                                                                                    --------               --------
                Net cash used by investing activities ................................               (18,234)               (17,407)
                                                                                                    --------               --------

Financing activities
     Net increase in demand deposits, interest
        bearing transaction accounts and savings accounts ............................                 1,643                 10,558
     Net increase in certificates of deposit and other
        time deposits ................................................................                19,813                  3,460
     Exercise of employee stock options ..............................................                    55                     30
                                                                                                    --------               --------
                Net cash provided by financing activities ............................                21,511                 14,048
                                                                                                    --------               --------
Increase (decrease) in cash and cash equivalents .....................................                 4,131                 (2,338)
Cash and cash equivalents, beginning .................................................                17,470                 11,344
                                                                                                    --------               --------
Cash and cash equivalents, ending ....................................................              $ 21,601               $  9,006
                                                                                                    ========               ========
</TABLE>










See accompanying notes to unaudited consolidated financial statements.





                                       7
<PAGE>

COMMUNITY FIRST BANCORPORATION
Notes to Unaudited Consolidated Financial Statements

Accounting  Policies - A summary of significant  accounting policies is included
in the  Company's  Annual  Report for the year ended  December  31, 1998 on Form
10-KSB filed with the Securities and Exchange Commission.

Management  Opinion - In the opinion of management,  the accompanying  unaudited
consolidated  financial statements of Community First Bancorporation reflect all
adjustments  necessary  for a fair  presentation  of the  results of the periods
presented. Such adjustments were of a normal, recurring nature.

Statement  of Cash  Flows -  Interest  paid on  deposits  and  other  borrowings
amounted  to  $2,667,000  for  the six  months  ended  June  30,  1999,  and was
$2,204,000  for the six months  ended June 30,  1998.  Income  tax  payments  of
$369,000 were made during the first six months of 1999,  and income tax payments
of $415,000 were made in the 1998 period. Non-cash investment security valuation
adjustments  decreased  available-for-sale  securities by $1,529,000  during the
1999 period, a related  shareholders'  equity account  decreased by $945,000 and
the  associated  deferred  income  taxes  changed by  $584,000.  During the 1998
period, non-cash valuation adjustments decreased  available-for-sale  securities
by $21,000,  decreased  shareholders'  equity by $14,000  and  changed  deferred
income taxes by $7,000.

Nonperforming  Loans - As of June 30, 1999,  there were  $286,000 in  nonaccrual
loans and no loans 90 days or more past due and still accruing.

Earnings Per Share - Basic earnings per common share is computed by dividing net
income  applicable  to common  shares by the weighted  average  number of common
shares  outstanding.   Diluted  earnings  per  share  is  computed  by  dividing
applicable  net  income  by  the  weighted   average  number  of  common  shares
outstanding and any dilutive potential common shares and dilutive stock options.
It is assumed that all dilutive  stock options are exercised at the beginning of
each period and that the proceeds are used to purchase  shares of the  Company's
common  stock at the  average  market  price  during the  period.  All per share
information  has been  retroactively  adjusted to give effect to stock dividends
and stock  splits.  Net income  per share and net  income  per  share,  assuming
dilution, were computed as follows:

<TABLE>
<CAPTION>
                                                                                               (Unaudited)
                                                                                           Period Ended June 30,
                                                                              Three Months                       Six Months
                                                                              ------------                       ----------
                                                                        1999               1998             1999               1998
                                                                        ----               ----             ----               ----
                                                                     (Dollars in thousands, except per share amounts)

Net income per share, basic
<S>                                                                 <C>               <C>               <C>               <C>
Numerator - net income .....................................        $      396        $      430        $      786        $      859
                                                                    ==========        ==========        ==========        ==========
Denominator
Weighted average common shares
issued and outstanding .....................................         1,798,019         1,776,986         1,795,955         1,776,160
                                                                    ==========        ==========        ==========        ==========

              Net income per share, basic ..................        $      .22        $      .24        $      .44        $      .48
                                                                    ==========        ==========        ==========        ==========

Net income per share, assuming dilution
Numerator - net income .....................................        $      396        $      430        $      786        $      859
                                                                    ==========        ==========        ==========        ==========
Denominator
Weighted average common shares
issued and outstanding .....................................         1,798,019         1,776,986         1,795,955         1,776,160
Effect of dilutive stock options ...........................           150,608            78,664           147,453            76,140
                                                                    ----------        ----------        ----------        ----------
              Total shares .................................         1,948,627         1,855,650         1,943,408         1,852,300
                                                                    ==========        ==========        ==========        ==========

              Net income per share,
              assuming dilution ............................        $      .20        $      .23        $      .40        $      .46
                                                                    ==========        ==========        ==========        ==========
</TABLE>

                                       8
<PAGE>

Item 2. - Management's Discussion and Analysis

Forward Looking Statements

         Statements  included in Management's  Discussion and Analysis which are
not  historical  in nature are  intended  to be, and are  hereby  identified  as
"forward looking statements" for purposes of the safe harbor provided by Section
21E of the  Securities  Exchange Act of 1934, as amended.  The Company  cautions
readers that forward looking  statements,  including without  limitation,  those
relating to the  Company's  new office,  its response to the Year 2000  problem,
future business prospects,  revenues, working capital, liquidity, capital needs,
interest costs, and income,  are subject to certain risks and uncertainties that
could cause  actual  results to differ  materially  from those  indicated in the
forward looking statements,  due to several important factors herein identified,
among others,  and other risks and factors  identified  from time to time in the
Company's reports filed with the Securities and Exchange Commission.

Results of Operations

         Community First  Bancorporation (the "Company")  recorded  consolidated
net income of $396,000,  or $.22 per share,  for the second  quarter of 1999 and
$786,000,  or $.44 per share, for the first six months of 1999. During 1998, the
Company  recorded  net  income of  $430,000  or $.24 per  share  for the  second
quarter,  and $859,000,  or $.48 per share, for the first six months. Net income
per share, assuming dilution, for the three and six month periods ended June 30,
1999 was $.20 and $.40,  respectively.  For the  comparable  1998  periods,  net
income per share, assuming dilution, was $.23 and $.46, respectively. Net income
per share  figures  have been  retroactively  adjusted to reflect a  two-for-one
stock split effective July 31, 1998.

         Comprehensive  income  incorporates into one measure all changes in the
Company's  equity  resulting  from  recognized  transactions  and other economic
events of the period other than  transactions with owners in their capacities as
owners. The major components of the Company's  comprehensive  income include net
income   (amounts   stated   above)   and   unrealized   gains  and   losses  on
available-for-sale investment securities. Changes in unrealized gains and losses
on investment  securities primarily are a function of three variables:  the size
of the investment portfolio, fluctuations in the levels of market interest rates
and the remaining  maturity  structure of the securities  held. As the levels of
market interest rates change, the market values of investment securities move in
an inverse  direction.  If interest  rates rise, the market values of securities
would be expected to decline.  Conversely, if interest rates fall, market values
of  securities  would be expected to increase.  Generally,  the market values of
securities  with  longer  remaining  maturities  rise or fall more,  in absolute
dollar terms, than do securities with shorter remaining terms.

         During the first six months of 1999,  the Company  invested  heavily in
available-for-sale  securities,  market interest rates increased and the average
remaining maturity of the investment portfolio increased.  The Company purchased
longer term  instruments  during the period in response to  significant  deposit
growth. As a result,  the market values of the Company's  investment  securities
declined   significantly   thus  far  in  1999  and  comprehensive   income  was
consequently  decreased  by  $945,000  during the 1999  six-month  period and by
$670,000  during  the  1999  three-month  period  ended  June  30.  These  other
comprehensive  losses  were more than  sufficient  to offset  net income in both
periods.  During the previous year, other comprehensive losses were much smaller
in amount due to a relatively more stable interest rate  environment and totaled
$14,000 for the six months and $36,000 for the three months ended June 30, 1998.

Net Interest Income

         Net interest income is the principal source of the Company's  earnings.
For the second quarter of 1999, net interest income was $1,135,000,  an increase
of $30,000 or 2.7% over the comparable 1998 period.  For the first six months of
1999, net interest  income was  $2,232,000,  an increase of $41,000 or 1.9% over
the first six months of 1998. The nominal  increases in net interest income were
attributable  to the  offsetting  of the positive  effects of higher  amounts of
interest  earning assets in 1999 by the negative effects of lower interest rates
earned on those assets and increased  amounts of interest  bearing  liabilities.
Average   interest   earning  assets  during  the  1999  six-month  period  were
$138,972,000,  an increase of $23,921,000 or 20.8% over the comparable period of
1998.  Average  investment   securities  for  the  1999  six-month  period  were
$43,805,000,  an increase of $16,292,000 or 59.2% over the average amount in the
same  period of 1998.  Average  interest  bearing  liabilities  during  the 1999
six-month period were  $116,070,000,  representing an increase of $28,927,000 or

                                       9
<PAGE>

33.2% over the amount for the same  period of 1998.  Average  time  deposits  of
$100,000 and over  increased to $34,078,000  for the 1999 six-month  period from
$23,289,000 in the year earlier  period.  Average other time deposits  increased
significantly,   also,  to  $39,502,000  in  the  1999  period,   compared  with
$28,267,000 in the 1998 period.  The average interest rate spread (average yield
on  interest  earning  assets less the  average  rate paid on  interest  bearing
liabilities)  for the first six months of 1999 was 2.44%, a decrease of 16 basis
points from the 2.60%  noted for the same  period of 1998.  Net yield on earning
assets (net interest  income  divided by average  interest  earning  assets) was
3.24% for the first six months of 1999,  a decrease of 60 basis  points from the
3.84% for the first six months of 1998.

         Increases in interest earning assets and interest  bearing  liabilities
resulted  from the  Company's  continuing  marketing  strategies to increase its
market share in its local service areas in Anderson and Oconee Counties of South
Carolina.   The  Anderson  County,   South  Carolina  market  represents  a  new
undertaking by the Company, which opened a branch office in a temporary facility
in the City of Anderson on January 4, 1999.

         During the first six months of 1999, the majority of business  obtained
from the new  Anderson  County  operation  has been the  acquisition  of deposit
liabilities.  The Company has invested  these  deposits  primarily in investment
securities  because  management   continues  to  utilize  prudent   underwriting
practices in making  credit  decisions.  Therefore,  growth in deposits has been
much  more  rapid  than  has  growth  in the  higher-yielding  loan  categories.
Management  expects to continue to utilize such strategies  during the remainder
of 1999.

         Interest rates  increased  slightly near the end of the 1999 period due
to concerns that  inflationary  pressures may be  re-emerging as a threat to the
country's  economic  stability.  Late in the 1999  second  quarter,  the Federal
Reserve Bank's Open Market Committee  revealed that it has adopted a slight bias
toward  increasing rates as a means to curtail this threat. On this news, market
interest  rates  increased.  The effects of these rate  increases  are not fully
reflected  in the  financial  information  presented  in  this  report,  and the
potential  effects on future operating  results are not readily apparent at this
time.  However,  the potential  effects of the expected small  increases are not
anticipated  to cause  any  significant  positive  or  adverse  results  for the
Company.

Provision and Allowance for Loan Losses

         The  provision  for loan losses  charged to expense was $70,000 for the
second quarter of 1999 compared with $60,000 for the second quarter of 1998, and
totaled  $95,000 for the first six months of 1999 compared with $125,000 for the
comparable  period of 1998. At June 30, 1999,  the allowance for loan losses was
1.35% of loans,  compared  with 1.41% of loans at December 31, 1998.  During the
1999 six-month  period,  net charge-offs  totaled $86,000,  compared with $9,000
charged  off during the same  period of 1998.  As of June 30,  1999,  there were
$286,000 in  nonaccrual  loans and no loans were over 90 days past due and still
accruing  interest.  The amount of nonaccrual loans at June 30, 1999 is $177,000
greater  than the amount noted at June 30, 1998 and $80,000 less than the amount
of  nonaccrual  loans  noted  as of  December  31,  1998.  The  majority  of the
nonaccrual  loans  are  secured  by real  estate or other  collateral.  When the
estimated realizable value of collateral  associated with nonperforming loans is
believed  to  be  insufficient  to  satisfy  the  debt,   management   generally
charges-off the excess amount of the debt.

         Management  believes  that the allowance for loan losses is adequate to
absorb all estimated  future risk of loss  inherent in the loan  portfolio as of
June 30, 1999.


                                       10
<PAGE>

Noninterest Income

         Noninterest  income  totaled  $168,000 for the second  quarter of 1999,
compared with $142,000 for the 1998 quarter. Noninterest income was $305,000 for
the first six months of 1999 and $272,000  for the same 1998 period.  The higher
noninterest income in 1999 was attributable  primarily to increased fees derived
from charges assessed against deposit  accounts,  fees for card-based  services,
including  credit  card fees and fees for ATM usage and a $10,000  gain from the
sale of other real estate.  There were no realized securities gains or losses in
either the 1999 or 1998 periods.

Noninterest Expenses

         Noninterest  expenses  totaled $623,000 for the second quarter of 1999,
compared with $519,000 for the 1998 period, representing an increase of $104,000
or 20.0%.  Noninterest expenses were $1,227,000 for the first six months of 1999
compared  with  $1,004,000  for the first half of 1998.  Salaries  and  employee
benefits for the 1999 quarter totaled $354,000,  an increase of $74,000 or 26.4%
more than in the 1998  three  month  period.  For the first six  months of 1999,
salaries and employee  benefits  totaled  $664,000  representing  an increase of
$132,000 or 24.8% over the same period of 1998. This increase  resulted  largely
from wages,  salaries and employee benefits costs associated with the opening of
the new branch  office in Anderson,  South  Carolina.  However,  during the 1999
six-month period,  only $10,000 was accrued toward year-end  incentive  bonuses,
compared with a $60,000  accrual in 1998.  Occupancy and furniture and equipment
expenses for the second quarter of 1999 totaled $82,000, an increase of $12,000,
or 17.1% compared with the same period of 1998,  primarily resulting from higher
depreciation,  equipment  maintenance  and repair costs.  Other expenses for the
1999 three-month period totaled $187,000 and were $18,000 more than in 1998. For
the 1999 six-month period,  other expenses increased by $71,000,  or 21.8%, over
the 1998 amount to $396,000.  These  expenses  also  increased  primarily due to
expenses incurred to open and operate the new Anderson branch. In addition,  the
Company  recorded the effects  that higher  account  volumes have on  processing
costs  including  credit card and ATM card fees paid and costs  associated  with
obtaining internal operating supplies.  Other increased expenses included higher
fees paid to the Company's Board of Directors (increase of $10,000 over the 1998
six-month  expense amount) and expenses for the Company's Board of Directors and
personnel to attend other meetings and conventions (increase of $12,000 over the
1998 six-month amount).

         Management  anticipates  that the  opening of the new  Anderson  Branch
office will continue to result in higher amounts of noninterest  expenses during
1999, and thus depress earnings performance as compared with 1998.

Liquidity

         Liquidity is the ability to meet current and future obligations through
the  liquidation or maturity of existing assets or the acquisition of additional
liabilities.  The  Company  manages  both  assets  and  liabilities  to  achieve
appropriate  levels  of  liquidity.  Cash  and  short-term  investments  are the
Company's  primary  sources of asset  liquidity.  These funds  provide a cushion
against  short-term  fluctuations  in cash flow from both  deposits  and  loans.
Securities  available-for-sale  are the Company's  principal source of secondary
asset  liquidity.  However,  the  availability  of this source is  influenced by
market conditions.  Individual and commercial deposits are the Company's primary
source of funds for credit activities.

         As of June 30,  1999,  the ratio of loans to total  deposits was 53.2%,
compared  with  60.4% as of  December  31,  1998 and 64.6% as of June 30,  1998.
Deposits  as of June 30, 1999 had  increased  by  $21,456,000  or 19.1% over the
amount at December 31, 1998 and  $27,644,000  or 26.0% greater than their levels
of June 30,  1998.  Approximately  one-half  of the  amount of the  increase  in
deposits  during the 1999 period was  attributable  to the new Anderson  branch,
which had  deposits  of  $11,500,000  as of June 30,  1999.  The  decline in the
loan-to-deposit ratio for 1999 is generally the result of the volume of deposits
growing faster than loans, as expected, in the new office.

         Management  believes that the Company's  liquidity sources are adequate
to meet its operating needs.


                                       11
<PAGE>
Capital Resources

         The Company's  capital base  decreased by $104,000  since  December 31,
1998 as the result of net income of  $786,000  for the first six months of 1999,
$55,000  added from the exercise of employee  stock  options,  less the $945,000
change in unrealized holding gains and losses on available-for-sale  securities,
net of deferred tax effects.

         The  Company  and its banking  subsidiary  (the  "Bank") are subject to
regulatory  risk-based capital adequacy standards.  Under these standards,  bank
holding  companies and banks are required to maintain  certain minimum ratios of
capital to risk-weighted  assets and average total assets.  Under the provisions
of the Federal Deposit Insurance  Corporation  Improvement Act of 1991 (FDICIA),
federal bank regulatory authorities are required to implement prescribed "prompt
corrective actions" upon the deterioration of the capital position of a bank. If
the  capital  position  of an  affected  institution  was to fall below  certain
levels, increasingly stringent regulatory corrective actions are mandated.

         The June 30,  1999 risk based  capital  ratios for the  Company and the
Bank are presented in the following table,  compared with the "well capitalized"
and minimum ratios under the regulatory definitions and guidelines:

<TABLE>
<CAPTION>
                                                                                                            Total
                                                                                          Tier 1           Capital        Leverage
                                                                                          ------           -------        --------
<S>                                                                                       <C>               <C>              <C>
Community First Bancorporation ..........................................                 18.4%             19.6%            9.8%
Community First Bank ....................................................                 17.9%             19.2%            9.5%
Minimum "well-capitalized" requirement ..................................                  6.0%             10.0%            5.0%
Minimum requirement .....................................................                  4.0%              8.0%            3.0%
</TABLE>

Year 2000 Readiness Disclosure

         The Company was on schedule and had  substantially  completed  its Year
2000  Preparedness  Plan as of June 30,  1999.  The plan  had five  phases:  (1)
Awareness,   (2)   Assessment,   (3)  Renovation,   (4)   Validation,   and  (5)
Implementation. These phases included the identification of critical systems and
equipment  potentially  vulnerable to the Year 2000 problem.  This also included
identification  of significant loan customers whose businesses could possibly be
adversely  affected  by the  problem  and  communicating  with them about  their
progress  in  addressing  the  Year  2000  changeover.   The  renovation  phase,
consisting of upgrading or replacing  systems and equipment,  had been completed
in large  part  before  the end of the third  quarter  of 1998.  The  validation
portion of the plan calls for the actual  testing of systems and equipment as of
certain critical dates. This testing was completed  successfully,  as scheduled,
by June 30, 1999. Finally,  the implementation  phase, which requires addressing
any problems  encountered in the validation  phase,  along with continued review
and assessment of the Company's systems and equipment, is presently underway and
will continue until the Year 2000 has arrived.

         Through June 30,  1999,  the  Company's  costs to address the Year 2000
Problem,  excluding  the cost of  Company  employees'  time  that may have  been
diverted from other activities, have been immaterial. Likewise excluded from the
Company's  estimate of costs to address  the Year 2000  Problem are the costs of
replacing  or  upgrading   hardware  or  software  items  which  were  otherwise
substantially technologically obsolete.

         The most  reasonably  likely worst case  scenarios  for the Company are
that customers and some service providers may experience Year 2000 problems that
make it difficult for them to meet their  obligations to the Company in a timely
fashion.  Management  of the Company does not believe that such  problems  would
result in more than a temporary inconvenience.

         Management is of the opinion that the  Company's  systems and equipment
are ready for the Year 2000 and  anticipates  no material  adverse effect on the
Company's business.  Management is not aware of any material  expenditures to be
required in connection with its preparedness plan.

         Nevertheless,  the  Company  could be  adversely  affected  by problems
encountered by its vendors,  customers and providers of services in dealing with
their Year 2000 readiness,  by difficulty in identifying all possible effects of
the Year 2000 problem and  interrelationships  between various mission  critical
systems,  and by the  unavailability  of skilled  personnel to address Year 2000
problems that may arise.

                                       12
<PAGE>

                           PART II - OTHER INFORMATION

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

         On  Tuesday,  April 29,  1999,  the  shareholders  of  Community  First
Bancorporation held their regular annual meeting. At the meeting, one matter was
submitted to a vote with results as follows:

1. Election of four directors to hold office for three-year terms:

                                                        SHARES VOTED
                                                        ------------
                                                                      AUTHORITY
         DIRECTORS                                  FOR               WITHHELD
         ---------                                  ---               --------

         R. Theo Harris, Sr.                    1,218,161                 0
         James E. McCoy                         1,218,161                 0
         James E. Turner                        1,218,161                 0
         Charles L. Winchester                  1,218,161                 0


         The following directors continue to serve until the expiration of their
terms at the  annual  meetings  to be held in the years  indicated  and were not
voted on at the 1999 annual meeting:  Larry S. Bowman - 2000, William M. Brown -
2000,  John R.  Hamrick - 2000,  Frederick  D.  Shepherd,  Jr. - 2000,  Blake L.
Griffith - 2001, Robert H. Edwards, Sr. - 2001, Gary V. Thrift - 2001.

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

(a)       Exhibits

         Exhibit No.
         from Item 601 of
         Regulation S-B                     Description
         ---------------                    ----------------------

                  27                        Financial Data Schedule

(b)      Reports on Form 8-K.               None.




                                       13
<PAGE>



SIGNATURE

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


                                    COMMUNITY FIRST BANCORPORATION

August 10, 1999                     /s/ Frederick D. Shepherd, Jr.
-----------------                   --------------------------------------------
    Date                           Frederick D. Shepherd, Jr., President
                                   and Chief Executive Officer (also principal
                                   accounting officer)



























                                       14
<PAGE>



                                  EXHIBIT INDEX


Exhibits

Exhibit No.
from Item 601 of
Regulation S-B                 Description
---------------                ----------------------

         27                    Financial Data Schedule

























                                       15