<PAGE>
                    U. S. 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 SEPTEMBER 30, 2003

[ ]      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: 000-50265

                                GBC Bancorp, Inc.
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

           Georgia                                               58-2265327
-------------------------------                              -------------------
(State or other jurisdiction of                                (IRS Employer
 incorporation or organization)                              Identification No.)

                  165 NASH STREET, LAWRENCEVILLE, GEORGIA 30045
                  ---------------------------------------------
                    (Address of principal executive offices)

                                 (770) 995-0000
                           ---------------------------
                           (Issuer's telephone number)

                                       N/A
              ----------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)

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 (2) 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 November 1, 2003: 1,712,408; $1 par value

Transitional Small Business Disclosure Format   Yes [ ]   No [X]

<PAGE>

                        GBC BANCORP, INC. AND SUBSIDIARY

                                      INDEX

<TABLE>
<CAPTION>
                                                                                                               PAGE
                                                                                                               ----
<S>      <C>                                                                                                   <C>
PART I.  FINANCIAL INFORMATION

         ITEM 1. FINANCIAL STATEMENTS

           CONSOLIDATED BALANCE SHEET - SEPTEMBER 30, 2003.......................................................3

           CONSOLIDATED STATEMENTS OF INCOME AND
             COMPREHENSIVE INCOME - THREE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002
             AND NINE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002...................................................4

           CONSOLIDATED STATEMENTS OF CASH FLOWS - NINE
             MONTHS ENDED SEPTEMBER 30, 2003 AND 2002............................................................5

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS............................................................6

         ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS......................................9

         ITEM 3. CONTROLS AND PROCEDURES........................................................................16

PART II. OTHER INFORMATION

         ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K..............................................................17

         SIGNATURES.............................................................................................18
</TABLE>

<PAGE>

                         PART I - FINANCIAL INFORMATION
ITEM I -                      FINANCIAL STATEMENTS

                        GBC BANCORP, INC. AND SUBSIDIARY

                           CONSOLIDATED BALANCE SHEET
                               SEPTEMBER 30, 2003
                                   (Unaudited)

<TABLE>
<S>                                                                     <C>
                                 ASSETS

Cash and due from banks                                                 $  6,784,494
Federal funds sold                                                        12,628,000
Securities available-for-sale, at fair value                              18,873,507

Loans                                                                    195,903,486
Less allowance for loan losses                                             2,764,105
                                                                        ------------
          Loans, net                                                     193,139,381

Premises and equipment                                                       534,328
Other assets                                                               7,836,125
                                                                        ------------

          TOTAL ASSETS                                                  $239,795,835
                                                                        ============


                  LIABILITIES AND STOCKHOLDERS' EQUITY

DEPOSITS
    Noninterest-bearing                                                 $ 25,146,109
    Interest-bearing                                                     189,236,549
                                                                        ------------
          TOTAL DEPOSITS                                                 214,382,658
Securities sold under repurchase agreements                                  566,826
Other liabilities                                                          2,115,653
                                                                        ------------
          TOTAL LIABILITIES                                              217,065,137
                                                                        ------------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY
    Common stock, par value $1; 3,000,000 shares authorized;
      1,712,408 shares issued and outstanding                              1,712,408
    Capital surplus                                                       18,083,005
    Retained earnings                                                      2,909,872
    Accumulated other comprehensive income                                    25,413
                                                                        ------------
          TOTAL STOCKHOLDERS' EQUITY                                      22,730,698
                                                                        ------------

          TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                    $239,795,835
                                                                        ============
</TABLE>

SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.


                                       3

<PAGE>

                        GBC BANCORP, INC. AND SUBSIDIARY

           CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
               THREE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002 AND
                  NINE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                       THREE MONTHS ENDED                 NINE MONTHS ENDED
                                                                          SEPTEMBER 30,                      SEPTEMBER 30,
                                                                 -----------------------------       -----------------------------
                                                                     2003              2002             2003               2002
                                                                 -----------        ----------       -----------        ----------
<S>                                                              <C>                <C>              <C>                <C>
INTEREST INCOME
    Loans                                                        $ 3,092,463        $2,798,064       $ 8,998,450        $7,803,507
    Taxable securities                                               116,857           157,651           426,115           461,130
    Nontaxable securities                                             37,382                --            90,848                --
    Federal funds sold                                                18,231            39,842            59,902           134,599
                                                                 -----------        ----------       -----------        ----------
              TOTAL INTEREST INCOME                                3,264,933         2,995,557         9,575,315         8,399,236
                                                                 -----------        ----------       -----------        ----------

INTEREST EXPENSE
    Deposits                                                       1,184,018         1,241,311         3,606,351         3,723,059
    Repurchase agreements                                              2,207             4,237             9,163             9,676
                                                                 -----------        ----------       -----------        ----------
              TOTAL INTEREST EXPENSE                               1,186,225         1,245,548         3,615,514         3,732,735
                                                                 -----------        ----------       -----------        ----------

              NET INTEREST INCOME                                  2,078,708         1,750,009         5,959,801         4,666,501
PROVISION FOR LOAN LOSSES                                            244,786           145,090           767,715           511,312
                                                                 -----------        ----------       -----------        ----------
              NET INTEREST INCOME AFTER
                PROVISION FOR LOAN LOSSES                          1,833,922         1,604,919         5,192,086         4,155,189
                                                                 -----------        ----------       -----------        ----------

OTHER INCOME
    Service charges on deposit accounts                               60,499            40,304           146,922           102,362
    Other operating income                                           446,922           175,164         1,069,865           314,019
                                                                 -----------        ----------       -----------        ----------
              TOTAL OTHER INCOME                                     507,421           215,468         1,216,787           416,381
                                                                 -----------        ----------       -----------        ----------

OTHER EXPENSES
    Salaries and employee benefits                                   846,412           788,334         2,540,939         2,215,325
    Equipment and occupancy expenses                                 232,423           229,911           677,800           672,951
    Other operating expenses                                         331,265           252,462         1,022,952           842,203
                                                                 -----------        ----------       -----------        ----------
              TOTAL OTHER EXPENSES                                 1,410,100         1,270,707         4,241,691         3,730,479
                                                                 -----------        ----------       -----------        ----------

              NET INCOME BEFORE INCOME TAXES                         931,243           549,680         2,167,182           841,091

INCOME TAX EXPENSE                                                   304,000           186,999           707,000           272,161
                                                                 -----------        ----------       -----------        ----------

              NET INCOME                                             627,243           362,681         1,460,182           568,930
                                                                 -----------        ----------       -----------        ----------

OTHER COMPREHENSIVE INCOME (LOSS):
    Unrealized gains (losses) on securities
      available-for-sale arising during period, net of tax          (186,420)           34,744          (174,758)           86,126
                                                                 -----------        ----------       -----------        ----------

              COMPREHENSIVE INCOME                               $   440,823        $  397,425       $ 1,285,424        $  655,056
                                                                 ===========        ==========       ===========        ==========

BASIC EARNINGS PER SHARE                                         $      0.37        $     0.21       $      0.85        $     0.34
                                                                 ===========        ==========       ===========        ==========

DILUTED EARNINGS PER SHARE                                       $      0.35        $     0.21       $      0.81        $     0.33
                                                                 ===========        ==========       ===========        ==========

CASH DIVIDENDS PER SHARE                                         $        --        $       --       $        --        $       --
                                                                 ===========        ==========       ===========        ==========
</TABLE>

SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.


                                        4

<PAGE>

                        GBC BANCORP, INC. AND SUBSIDIARY

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                  NINE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                               2003                     2002
                                                                           ------------             ------------
<S>                                                                        <C>                      <C>
OPERATING ACTIVITIES
    Net income                                                             $  1,460,182             $    568,930
    Adjustments to reconcile net income  to net
        cash provided by operating activities:
        Depreciation                                                            197,704                  207,596
        Provision for loan losses                                               767,715                  511,312
        Decrease (Increase) in interest receivable                               40,089                  (36,518)
        Decrease in interest payable                                           (118,205)                (102,716)
        Decrease in taxes payable                                              (413,307)                (184,400)
        Net other operating activities                                           (9,999)                  97,011
                                                                           ------------             ------------

              Net cash provided by  operating activities                      1,924,179                1,061,215
                                                                           ------------             ------------

INVESTING ACTIVITIES
    Purchases of securities available-for-sale                               (8,135,000)             (12,433,612)
    Proceeds from maturities of securities available-for-sale                 9,275,618                5,805,315
    Net decrease in federal funds sold                                       (1,801,000)              (5,399,000)
    Net increase in loans                                                   (35,915,331)             (32,070,122)
    Purchase of life insurance                                               (1,458,000)                      --
    Purchase of premises and equipment                                         (106,484)                 (63,067)
                                                                           ------------             ------------

          Net cash used in investing activities                             (38,140,197)             (44,160,486)
                                                                           ------------             ------------

FINANCING ACTIVITIES
    Net increase in deposits                                                 39,599,205               39,999,584
    Net increase in securities sold under repurchase agreements                  25,612                  219,079
    Net proceeds from sale of common stock                                           --                2,913,693
    Net proceeds from exercise of stock options                                  15,350                       --
                                                                           ------------             ------------

          Net cash provided by financing activities                          39,640,167               43,132,356
                                                                           ------------             ------------

Net increase in cash and due from banks                                       3,424,149                   33,085

Cash and due from banks at beginning of period                                3,360,345                4,347,480
                                                                           ------------             ------------

Cash and due from banks at end of period                                   $  6,784,494             $  4,380,565
                                                                           ============             ============

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

           Cash paid during the period for:

                  Interest                                                 $  3,497,309             $  3,630,019

                  Income taxes                                             $    773,073             $    456,562
</TABLE>

See Notes to Consolidated Financial Statements.


                                        5

<PAGE>


                        GBC BANCORP, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

NOTE 1.  BASIS OF PRESENTATION

         The consolidated financial information for GBC Bancorp, Inc. (the
         "Company") included herein is unaudited; however, such information
         reflects all adjustments (consisting solely of normal recurring
         adjustments) which are, in the opinion of management, necessary for a
         fair statement of results for the interim period.

         The results of operations for the three and nine month periods ended
         September 30, 2003 are not necessarily indicative of the results to be
         expected for the full year.

NOTE 2.  STOCK COMPENSATION PLAN

         At September 30, 2003, the Company has a stock-based employee
         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 income,
         as all options granted under this plan had an exercise price equal to
         the market value of the underlying stock on the date of grant. The
         following table illustrates the effect on net income and earnings per
         share if the Company had applied the fair value recognition provisions
         of SFAS Statement No. 123, Accounting for Stock-Based Compensation, to
         stock-based employee compensation.

<TABLE>
<CAPTION>
                                                                        THREE MONTHS ENDED
                                                                           SEPTEMBER 30,
                                                                   ----------------------------
                                                                     2003                2002
                                                                   --------            --------
        <S>                                                        <C>                 <C>
        Net income, as reported                                    $627,243            $362,681
        Deduct: Total stock-based employee compensation
              Expense determined under fair value based
              method for all awards                                       0                   0
                                                                   --------            --------
        Pro forma net income                                       $627,243            $362,681
                                                                   ========            ========
        Earnings per share:
           Basic - as reported                                     $    .37            $   0.21
                                                                   ========            ========
           Basic - pro forma                                       $    .37            $   0.21
                                                                   ========            ========
           Diluted - as reported                                   $    .35            $   0.21
                                                                   ========            ========
           Diluted - pro forma                                     $    .35            $   0.21
                                                                   ========            ========
</TABLE>


                                       6

<PAGE>

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

NOTE 2.  STOCK COMPENSATION PLAN (CONTINUED)

<TABLE>
<CAPTION>
                                                                           NINE MONTHS ENDED
                                                                             SEPTEMBER 30,
                                                                    -------------------------------
                                                                       2003                 2002
                                                                    ----------            ---------
         <S>                                                        <C>                   <C>
         Net income, as reported                                    $1,460,182            $ 568,930
         Deduct: Total stock-based employee compensation
               expense determined under fair value based
               method for all awards                                  (314,337)            (105,672)
                                                                    ----------            ---------
         Pro forma net income                                       $1,145,845            $ 463,258
                                                                    ==========            =========
         Earnings per share:
            Basic - as reported                                     $      .85            $    0.34
                                                                    ==========            =========
            Basic - pro forma                                       $      .67            $    0.28
                                                                    ==========            =========
            Diluted - as reported                                   $      .81            $    0.33
                                                                    ==========            =========
            Diluted - pro forma                                     $      .63            $    0.27
                                                                    ==========            =========
</TABLE>

NOTE 3.  EARNINGS PER SHARE

         Presented below is a summary of the components used to calculate basic
         and diluted earnings per common share.

<TABLE>
<CAPTION>
                                                                            THREE MONTHS ENDED
                                                                               SEPTEMBER 30,
                                                                     --------------------------------
                                                                        2003                  2002
                                                                     ----------            ----------
         <S>                                                         <C>                   <C>
         Basic Earnings Per Share:
            Weighted average common shares outstanding                1,712,178             1,711,083
                                                                     ==========            ==========

            Net income                                               $  627,243            $  362,681
                                                                     ==========            ==========

            Basic earnings  per share                                $      .37            $     0.21
                                                                     ==========            ==========

         Diluted Earnings Per Share:
            Weighted average common shares outstanding                1,712,178             1,711,083
            Net effect of the assumed exercise of stock
               options based on the treasury stock method
               using average market prices for the year                  63,449                50,964
                                                                     ----------            ----------
            Total weighted average common shares and
               common stock equivalents outstanding                   1,775,626             1,762,047
                                                                     ==========            ==========

            Net income                                               $  627,243            $  362,681
                                                                     ==========            ==========

            Diluted earnings per share                               $      .35            $     0.21
                                                                     ==========            ==========
</TABLE>


                                       7

<PAGE>

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

NOTE 3.  EARNINGS PER SHARE (CONTINUED)

<TABLE>
<CAPTION>
                                                                             NINE MONTHS ENDED
                                                                               SEPTEMBER 30,
                                                                     --------------------------------
                                                                        2003                  2002
                                                                     ----------            ----------
         <S>                                                         <C>                   <C>
         Basic Earnings Per Share:
            Weighted average common shares outstanding                1,711,452             1,670,707
                                                                     ==========            ==========

            Net income                                               $1,460,182            $  568,930
                                                                     ==========            ==========

            Basic earnings  per share                                $      .85            $      .34
                                                                     ==========            ==========

         Diluted Earnings Per Share:
            Weighted average common shares outstanding                1,711,452             1,670,707
            Net effect of the assumed exercise of stock
               options based on the treasury stock method
               using average market prices for the year                  94,575                50,964
                                                                     ----------            ----------
            Total weighted average common shares and
               common stock equivalents outstanding                   1,806,027             1,721,671
                                                                     ==========            ==========

            Net income                                               $1,460,182            $  568,930
                                                                     ==========            ==========

            Diluted earnings per share                               $      .81            $     0.33
                                                                     ==========            ==========
</TABLE>

NOTE 4.  CURRENT ACCOUNTING DEVELOPMENTS

         There are no recent accounting pronouncements that have had, or are
         expected to have, a material effect on the Company's financial
         statements.


                                       8

<PAGE>

                        GBC BANCORP, INC. AND SUBSIDIARY


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

The following is a discussion of our financial condition and the financial
condition of our bank subsidiary, Gwinnett Banking Company. The purpose of this
discussion is to focus on information about our financial condition and results
of operations that are not otherwise apparent from our consolidated financial
statements. Reference should be made to those statements and the selected
financial data presented elsewhere in this report for an understanding of the
following discussion and analysis.

FORWARD-LOOKING STATEMENTS

We may from time to time make written or oral forward-looking statements,
including statements contained in our filings with the Securities and Exchange
Commission and our reports to stockholders. Statements made, other than those
concerning historical information, should be considered forward-looking and
subject to various risks and uncertainties. Such forward-looking statements are
made based upon management's belief as well as assumptions made by, and
information currently available to, management pursuant to "safe harbor"
provisions of the Private Securities Litigation Reform Act of 1995. Our actual
results may differ materially from the results anticipated in forward-looking
statements due to a variety of factors, including governmental monetary and
fiscal policies, deposit levels, loan demand, loan collateral values, securities
portfolio values, interest rate risk management, the effects of competition in
the banking business from other commercial banks, thrifts, mortgage banking
firms, consumer finance companies, credit unions, securities brokerage firms,
insurance companies, money market funds and other financial institutions
operating in our market area and elsewhere, including institutions operating
through the Internet, changes in governmental regulation relating to the banking
industry, including regulations relating to branching and acquisitions, failure
of assumptions underlying the establishment of reserves for loan losses,
including the value of collateral underlying delinquent loans and other factors.
We caution that such factors are not exclusive. We do not undertake to update
any forward-looking statements.

CRITICAL ACCOUNTING POLICIES

We have adopted various accounting policies which govern the application of
accounting principles generally accepted in the United States in the preparation
of our financial statements. Our significant accounting policies are described
in the footnotes to the consolidated financial statements at and for the year
ended December 31, 2002, as filed in our annual report on Form 10-KSB.

Certain accounting policies involve significant judgments and assumptions by us
which have a material impact on the carrying value of certain assets and
liabilities. We consider these accounting policies to be critical accounting
policies. The judgments and assumptions we use are based on historical
experience and other factors, which we believe to be reasonable under the
circumstances. Because of the nature of the judgments and assumptions we make,
actual results could differ from these judgments and estimates which could have
a material impact on our carrying values of assets and liabilities and our
results of operations.

We believe the allowance for loan losses is a critical accounting policy that
requires the most significant judgments and estimates used in preparation of our
consolidated financial statements. Please see the portion of this discussion
that addresses our allowance for loan losses for a description of our processes
and methodology for determining our allowance for loan losses.


                                       9

<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

Our liquidity is monitored on a periodic basis by management and State and
Federal regulatory authorities. We monitor our liquidity requirements under two
categories, operational needs and emergency needs. The operational needs
category establishes the cash requirements to sufficiently fund our deposit
reserve requirements and pay operating expenses. The emergency need category
establishes sufficient cash requirements to fund the volatility of deposits. As
determined under these categories, our liquidity as of September 30, 2003 was
considered satisfactory.

At September 30, 2003, our capital ratios were adequate based on regulatory
minimum capital requirements. The minimum capital requirements and the actual
capital ratios on a consolidated and bank-only basis are as follows:

<TABLE>
<CAPTION>
                                                                     ACTUAL                       REGULATORY
                                                            -------------------------              MINIMUM
                                                            CONSOLIDATED         BANK            REQUIREMENT
                                                            ------------         -----           -----------
                         <S>                                <C>                  <C>             <C>
                         Leverage capital ratios                9.94%             9.68%             4.00%
                         Risk-based capital ratios:
                            Core capital                       10.74             10.47              4.00
                            Total capital                      11.99             11.72              8.00
</TABLE>

OFF-BALANCE SHEET RISK

We are a party to financial instruments with off-balance sheet risk in the
normal course of business to meet the financing needs of our customers. These
financial instruments include commitments to extend credit and standby letters
of credit. Such commitments involve, to varying degrees, elements of credit risk
and interest rate risk in excess of the amount recognized in the balance sheets.

Our exposure to credit loss in the event of nonperformance by the other party to
the financial instrument for commitments to extend credit and standby letters of
credit is represented by the contractual amount of those instruments. We use the
same credit policies in making commitments and conditional obligations as we do
for on-balance sheet instruments. A summary of our commitments is as follows:

<TABLE>
<CAPTION>
                                                    SEPTEMBER 30,
                                                        2003
                                                    -------------
             <S>                                    <C>
             Commitments to extend credit            $81,708,000
             Letters of credit                         5,732,000
                                                     -----------
                                                     $87,440,000
                                                     ===========
</TABLE>


                                       10

<PAGE>

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. Since many
of the commitments are expected to expire without being drawn upon, the total
commitment amounts do not necessarily represent future cash requirements. The
amount of collateral obtained, if deemed necessary by us upon extension of
credit, is based on our credit evaluation of the customer.

Standby letters of credit are conditional commitments issued by us to guarantee
the performance of a customer to a third party. Those letters of credit are
primarily issued to support public and private borrowing arrangements. The
credit risk involved in issuing letters of credit is essentially the same as
that involved in extending loans to customers. Collateral is required in
instances which we deem necessary.

RELATED PARTY TRANSACTIONS

We lease our main office banking facilities under a noncancelable operating
lease agreement from GBC Properties, LLC, a limited liability company formed by
our organizers. The lease term is for 15 years with the monthly rental payment
adjusting every fifth year for changes in the Consumer Price Index. The lease
agreement requires us to pay normal operating and occupancy expenses of the
facilities.

FINANCIAL CONDITION

Following is a summary of our balance sheets for the periods indicated:

<TABLE>
<CAPTION>
                                                     SEPTEMBER 30,       DECEMBER 31,
                                                         2003                2002
                                                     -------------       ------------
                                                          (DOLLARS IN THOUSANDS)
<S>                                                  <C>                 <C>
Cash and due from banks                                $  6,785            $  3,360
Federal funds sold                                       12,628              10,827
Securities                                               18,874              20,282
Loans, net                                              193,139             157,992
Premises and equipment                                      534                 626
Other assets                                              7,836               5,119
                                                       --------            --------
                                                       $239,796            $198,206
                                                       ========            ========

Deposits                                               $214,383            $174,784
Securities sold under repurchase agreements                 567                 541
Other liabilities                                         2,115               1,451
Stockholders' equity                                     22,731              21,430
                                                       --------            --------
                                                       $239,796            $198,206
                                                       ========            ========
</TABLE>

Our total assets increased by 20.98% for the first nine months of 2003. Deposit
growth of $39.599 million and an increase in excess cash and due from banks,
federal funds and investments of $3.818 million were used to fund $35.147
million of loan growth. Loan growth continued to be strong as our loan to
deposit ratio has increased to 90.09% as of September 30, 2003 from 90.39% as of
December 31, 2002. Our total equity increased by year-to-date net income of
$1,460,000, and decreased unrealized gains of securities available-for-sale, net
of tax, of $175,000.


                                       11

<PAGE>

Our securities portfolio, consisting of U.S. Agency, State, County and
Municipals, and mortgage-backed securities, amounted to $18.874 million at
September 30, 2003. Unrealized gains on securities amounted to $40,000 at
September 30, 2003, as compared to an unrealized gain of $308,000 at December
31, 2002. Management has not specifically identified any securities for sale in
future periods that, if so designated, would require a charge to operations if
the market value would not be reasonably expected to recover prior to the time
of sale.

We have 72% of our loan portfolio collateralized by real estate located in our
primary market area of Gwinnett County, Georgia and surrounding counties. Our
real estate construction portfolio consists of loans collateralized by loans to
build one- to four-family residential properties. We generally require that
loans collateralized by real estate not exceed 80%-85% of the collateral value.

The remaining 28% of the loan portfolio consists of commercial, consumer, and
other loans. We require collateral commensurate with the repayment ability and
creditworthiness of the borrower.

The specific economic and credit risks associated with our loan portfolio,
especially the real estate portfolio, include, but are not limited to, a general
downturn in the economy which could affect unemployment rates in our market
area, general real estate market deterioration, interest rate fluctuations,
deteriorated or non-existing collateral, title defects, inaccurate appraisals,
financial deterioration of borrowers, fraud, and any violation of banking
protection laws. Construction lending can also present other specific risks to
the lender such as whether the builders can obtain financing for the
construction, whether the builders can sell the home to a buyer, and whether the
buyer can obtain permanent financing. Currently, real estate values and
employment trends in our market area are stable with no indications of a
significant downturn in the local economy.

We attempt to reduce these economic and credit risks not only by adhering to
loan to value guidelines, but also by investigating the creditworthiness of the
borrower and monitoring the borrower's financial position. Also, we establish
and periodically review our lending policies and procedures as well as having
independent loan review. State banking regulations limit exposure by prohibiting
secured loan relationships that exceed 25% of the Bank's statutory capital and
unsecured loan relationships that exceed 15% of the Bank's statutory capital.


                                       12

<PAGE>

RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002 AND
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002

Following is a summary of our operations for the periods indicated.

<TABLE>
<CAPTION>
                                       THREE MONTHS ENDED
                                           SEPTEMBER 30,
                                     ------------------------
                                      2003              2002
                                     ------            ------
                                      (DOLLARS IN THOUSANDS)
<S>                                  <C>               <C>
Interest income                      $3,265            $2,996
Interest expense                      1,186             1,245
                                     ------            ------
Net interest income                   2,079             1,751
Provision for loan losses               245               145
Other income                            507               215
Other expense                         1,410             1,271
                                     ------            ------
Pretax income                           931               550
Income tax                              304               187
                                     ------            ------
Net income                           $  627            $  363
                                     ======            ======
</TABLE>

<TABLE>
<CAPTION>
                                        NINE MONTHS ENDED
                                           SEPTEMBER 30,
                                     ------------------------
                                      2003              2002
                                     ------            ------
                                      (DOLLARS IN THOUSANDS)
<S>                                  <C>               <C>
Interest income                      $9,575            $8,399
Interest expense                      3,615             3,733
                                     ------            ------
Net interest income                   5,960             4,666
Provision for loan losses               768               511
Other income                          1,217               416
Other expense                         4,242             3,730
Pretax income                         2,167               841
                                     ------            ------
Income tax                              707               272
                                     ------            ------
Net income                           $1,460            $  569
                                     ======            ======
</TABLE>

Our net interest income increased by $328,000 and $1,294,000 for the third
quarter and first nine months of 2003, respectively, as compared to the same
periods in 2002. Our net interest margin decreased to 3.87% during the first
nine months of 2003 as compared to 3.97% for the first nine months of 2002 and
3.89% for the entire year of 2002. The increase in net interest income is due
primarily to the increased volume of average loans and related loan fees. The
decrease in the net interest margin is due to a greater decrease in yield on
earning assets than the decease in cost of funds. Our cost of funds decreased to
2.54% in the first nine months of 2003 as compared to 3.84% in the first nine
months of 2002.


                                       13

<PAGE>

The provision for loan losses increased by $100,000 and $257,000 for the third
quarter and first nine months of 2003, respectively, as compared to the same
periods in 2002. The amounts provided are due primarily to overall loan growth,
as well as our assessment of the inherent risk in the loan portfolio. Based upon
our evaluation of the loan portfolio, we believe the allowance for loan losses
to be adequate to absorb losses on existing loans that may become uncollectible.
Our evaluation considers significant factors relative to the credit risk and
loss exposure in the loan portfolio, including past due and classified loans,
past experience, underlying collateral values, and current economic conditions
that may affect the borrower's ability to repay. The allowance for loan losses
is evaluated by segmenting the loan portfolio into unclassified and classified
loans. The unclassified loans are further segmented by loan type with an
allowance percentage applied to each type in order to establish a general
allowance for loan losses. The allowance percentage determined is based upon our
experience specifically and the historical experience of the banking industry
generally. The classified loans, including impaired loans, are analyzed
individually in order to establish a specific allowance for losses. The
allowance for loan losses as a percentage of total loans was 1.41% at September
30, 2003 as compared to 1.36% at December 31, 2002.

Information with respect to nonaccrual, past due and restructured loans is as
follows:

<TABLE>
<CAPTION>
                                                                                        SEPTEMBER 30,
                                                                                  ------------------------
                                                                                   2003              2002
                                                                                  ------            ------
                                                                                   (DOLLARS IN THOUSANDS)
<S>                                                                               <C>               <C>
Nonaccrual loans                                                                  $  300            $   58
Loans contractually past due ninety days or more as to interest
   or principal payments and still accruing                                           12                 3
Restructured loans                                                                     0                 0

Potential problem loans                                                            3,599             2,884
Interest income that would have been recorded on nonaccrual
   and restructured loans under original terms                                         7                 3
Interest income that was recorded on nonaccrual and restructured loans                 0                 0
</TABLE>

Potential problem loans are defined as loans about which we have serious doubts
as to the ability of the borrower to comply with the present loan repayment
terms and which may cause the loan to be placed on nonaccrual status, to become
past due more than 90 days, or to be restructured.

It is our policy to discontinue the accrual of interest income when, in the
opinion of management, collection of interest becomes doubtful. This status is
accorded interest when there is a significant deterioration in the financial
condition of the borrower, full repayment of principal and interest is not
expected and the principal or interest is more than 90 days past due, unless the
loan is both well-secured and in the process of collection.

Loans classified for regulatory purposes as loss, doubtful, substandard, or
special mention that have not been included in the table above do not represent
or result from trends or uncertainties which management reasonably expects will
materially impact future operating results, liquidity, or capital resources.
These classified loans do not represent material credits about which management
is aware of any information which causes management to have serious doubts as to
the ability of such borrowers to comply with the loan repayment terms.


                                       14

<PAGE>

Information regarding certain loans and allowance for loan loss data is as
follows:

<TABLE>
<CAPTION>
                                                                             NINE MONTHS ENDED
                                                                               SEPTEMBER 30,
                                                                       -----------------------------
                                                                         2003                 2002
                                                                       --------             --------
                                                                           (DOLLARS IN THOUSANDS)
<S>                                                                    <C>                  <C>
Average amount of loans outstanding                                    $193,662             $135,063
                                                                       ========             ========

Balance of allowance for loan losses at beginning of period            $  2,174             $  1,532
                                                                       --------             --------

Loans charged off
   Commercial and financial                                            $     24             $      0
   Real estate construction                                                                        0
   Installment                                                              154                    7
   Other                                                                      0                    0
                                                                       --------             --------
                                                                            178                    7
                                                                       --------             --------

Loans recovered
   Commercial and financial                                                   0                    0
   Real estate construction                                                   0                    0
   Installment                                                                0                    6
                                                                       --------             --------
                                                                              0                    6
                                                                       --------             --------

Net charge-offs                                                             178                    1
                                                                       --------             --------

Additions to allowance charged to
   operating expense during period                                          768                  511
                                                                       --------             --------

Balance of allowance for loan losses at end of period                  $  2,764             $  2,042
                                                                       ========             ========

Ratio of net loans charged off during the period to
   average loans outstanding                                                .09%                 .01%
                                                                       ========             ========
</TABLE>

Other income increased by $292,000 and $801,000 for the third quarter and first
nine months of 2003, respectively, as compared to the same periods in 2002.
Increase premiums on sale of SBA loans of $660,000 and increased mortgage
origination fees of $213,000 accounted for the majority of the year-to-date
increase.

Other expenses increased by $139,000 and $512,000 for the third quarter and
first nine months of 2003, respectively, as compared to the same periods in
2002. Salaries and employee benefits have increased by $58,000 and $325,000
during these periods due to an increase in the number of full time equivalent
employees to 37 as of September 30, 2003 from 35 as of September 30, 2002,
increased commissions on SBA Loans sold, and to other annual salary increases.
Equipment and occupancy expenses have remained stable. Other operating expenses
have increased by $79,000 and $181,000 during these periods due to our overall
growth.


                                       15

<PAGE>

We have provided for income taxes at an effective tax rate of 33% for the first
nine months of 2003 as compared to 32% for the first nine months of 2002.

We are not aware of any known trends, events or uncertainties, other than the
effect of events as described above, that will have or that are reasonably
likely to have a material effect on our liquidity, capital resources or
operations. We are also not aware of any current recommendations by the
regulatory authorities which, if they were implemented, would have such an
effect.

ITEM 3.  CONTROLS AND PROCEDURES

As of the end of the period covered by this report, we carried out an
evaluation, under the supervision and with the participation of our Chief
Executive Officer and the Chief Financial Officer, of the design and operation
of our disclosure controls and procedures. Based on this evaluation, our Chief
Executive and Chief Financial Officer concluded that our disclosure controls and
procedures are effective for gathering, analyzing and disclosing the information
that we are required to disclose in the reports we file under the Securities
Exchange Act of 1934, within the time periods specified in the SEC's rules and
forms. Our Chief Executive Officer and Chief Financial Officer also concluded
that our disclosure controls and procedures are effective in timely alerting
them to material information relating to our company required to be included in
our periodic SEC filings. In connection with the new rules, we are in the
process of further reviewing and documenting our disclosure controls and
procedures, including our internal controls and procedures for financial
reporting, and may from time to time make changes designed to enhance their
effectiveness and to ensure that our systems evolve with our business.

There have been no significant changes in our internal controls or in other
factors that could significantly affect internal controls subsequent to the date
of this evaluation.


                                       16

<PAGE>

                           PART II - OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

         (a)      Exhibits.

<TABLE>
                 <S>      <C>
                 31.1     Certification of Chief Executive Officer Pursuant to Rule
                          13a-14(a) under the Security Exchange Act of 1934, as amended.

                 31.2     Certification of Chief Financial Officer Pursuant to Rule
                          13a-14(a) under The Securities Exchange Act of 1934, as
                          amended.

                 32       Certification of the Chief Executive Officer and Chief
                          Financial Officer, Pursuant to 18 U.S.C. Section 1350, as
                          Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
                          2002.
</TABLE>

         (b)      Reports on Form 8-K.

                  None.


                                       17

<PAGE>

                                   SIGNATURES

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



                                       GBC BANCORP, INC.
                                         (Registrant)



DATE: November 12, 2003                BY: /s/ Larry D. Key
                                           -------------------------------------
                                           Larry D. Key, President and Chief
                                           Executive Officer
                                           (Principal Executive Officer)



DATE: November 12, 2003                BY: /s/ John Hopkins
                                           -------------------------------------
                                           John Hopkins, Chief Financial Officer
                                           (Principal Financial and Accounting
                                           Officer)


                                       18