<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
Mark One
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended JUNE 30, 2000
-----------------------
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from __________ to __________
COMMISSION FILE NUMBER: 333-10909
Forsyth Bancshares, Inc.
-------------------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
Georgia 58-2231953
------------------------------- --------------------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
501 TRI-COUNTY PLAZA, HIGHWAYS 9 AND 20, CUMMING, GEORGIA 30040
---------------------------------------------------------------
(Address of principal executive offices)
(770) 886-9500
--------------------------
(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 August 1, 2000: 800,000; no par value.
Transitional Small Business Disclosure Format Yes [ ] No [X]
<PAGE> 2
FORSYTH BANCSHARES, INC. AND SUBSIDIARY
--------------------------------------------------------------------------------
INDEX
<TABLE>
<CAPTION>
PAGE
----
<S> <C> <C>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheet - June 30, 2000...........................................................3
Consolidated Statements of Income and Comprehensive
Income (Loss) - Three Months Ended June 30, 2000 and 1999
and Six Months Ended June 30, 2000 and 1999.......................................................4
Consolidated Statement of Cash Flows - Six
Months Ended June 30, 2000 and 1999...............................................................5
Notes to Consolidated Financial Statements...........................................................6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations................................................7
PART II. OTHER INFORMATION
Item 4 - Submission of Matters to a Vote of Security Holders........................................14-15
Item 5 - Other Information.............................................................................15
Item 6 - Exhibits and Reports on Form 8-K..............................................................15
Signatures.............................................................................................16
</TABLE>
2
<PAGE> 3
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
FORSYTH BANCSHARES, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEET
JUNE 30, 2000
(UNAUDITED)
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
ASSETS
<S> <C>
Cash and due from banks $ 2,371
Interest-bearing deposits in banks 163
Federal funds sold 6,580
Securities available-for-sale, at fair value 19,957
Securities held-to-maturity, fair value of $893 906
Loans 43,668
Less allowance for loan losses 548
-------
Loans, net 43,120
-------
Premises and equipment 1,293
Other assets 1,349
-------
TOTAL ASSETS $75,739
=======
LIABILITIES AND STOCKHOLDERS' EQUITY
DEPOSITS
Noninterest-bearing demand $ 7,804
Interest-bearing demand 16,140
Savings 864
Time 42,502
-------
TOTAL DEPOSITS 67,310
Other liabilities 389
-------
TOTAL LIABILITIES 67,699
-------
COMMITMENTS AND CONTINGENT LIABILITIES
STOCKHOLDERS' EQUITY
Common stock; no par value; 10,000,000 shares
authorized, 800,000 issued and outstanding 7,960
Retained earnings 681
Accumulated other comprehensive loss (601)
-------
TOTAL STOCKHOLDERS' EQUITY 8,040
-------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $75,739
=======
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
3
<PAGE> 4
FORSYTH BANCSHARES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
AND COMPREHENSIVE INCOME (LOSS)
THREE MONTHS ENDED JUNE 30, 2000 AND 1999
AND SIX MONTHS ENDED JUNE 30, 2000 AND 1999
(UNAUDITED)
(DOLLARS IN THOUSANDS,
EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30 JUNE 30
------------------------ ------------------------
2000 1999 2000 1999
----------- -------- --------- -----------
<S> <C> <C> <C> <C>
INTEREST INCOME
Loans $ 1,064 $ 730 $ 2,064 $ 1,405
Taxable securities 294 335 595 670
Nontaxable securities 20 13 40 25
Deposits in banks 5 -- 6 --
Federal funds sold 76 44 105 113
-------- -------- -------- --------
TOTAL INTEREST INCOME 1,459 1,122 2,810 2,213
-------- -------- -------- --------
INTEREST EXPENSE
Deposits 717 540 1,348 1,104
Other borrowings -- -- 2 --
-------- -------- -------- --------
TOTAL INTEREST EXPENSE 717 540 1,350 1,104
-------- -------- -------- --------
NET INTEREST INCOME 742 582 1,460 1,109
PROVISION FOR LOAN LOSSES 32 34 73 36
-------- -------- -------- --------
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES 710 548 1,387 1,073
-------- -------- -------- --------
OTHER INCOME
Service charges on deposit accounts 31 26 56 50
Other operating income 4 9 14 19
-------- -------- -------- --------
TOTAL OTHER INCOME 35 35 70 69
-------- -------- -------- --------
OTHER EXPENSES
Salaries and other employee benefits 272 194 532 371
Occupancy and equipment expenses 89 71 169 138
Loss on sale of securities available-for-sale -- -- 14 --
Other operating expenses 208 153 384 287
-------- -------- -------- --------
TOTAL OTHER EXPENSES 569 418 1,099 796
-------- -------- -------- --------
INCOME BEFORE INCOME TAXES 176 165 358 346
INCOME TAX EXPENSE 65 60 136 123
-------- -------- -------- --------
NET INCOME 111 105 222 223
-------- -------- -------- --------
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX
Unrealized gains (losses) on securities available-for-
sale arising during period 16 (265) 111 (438)
-------- -------- -------- --------
COMPREHENSIVE INCOME (LOSS) $ 127 $ (160) $ 333 $ (215)
======== ======== ======== ========
BASIC AND DILUTED EARNINGS PER COMMON SHARE $ 0.14 $ 0.13 $ 0.28 $ 0.28
======== ======== ======== ========
WEIGHTED AVERAGE SHARES OUTSTANDING
(BASIC AND DILUTED) $800,000 $800,000 $800,000 $800,000
======== ======== ======== ========
CASH DIVIDENDS PER SHARE OF COMMON STOCK $ -- $ -- $ -- $ --
======== ======== ======== ========
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
4
<PAGE> 5
FORSYTH BANCSHARES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED JUNE 30, 2000 AND 1999
(UNAUDITED)
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
2000 1999
------- -------
<S> <C> <C>
OPERATING ACTIVITIES
Net income $ 222 $ 223
Adjustments to reconcile net income to net cash
provided by operating activities:
Loss on sale of securities available-for-sale 14 --
Depreciation 80 31
Provision for loan losses 73 36
Other operating activities (197) (95)
------- -------
Net cash provided by operating activities 192 195
------- -------
INVESTING ACTIVITIES
Purchases of securities available-for-sale (186) (4,916)
Proceeds from maturities of securities available-for-sale 249 --
Proceeds from sales of securities available-for-sale 987 --
Proceeds from maturities of securities held-to-maturity 27 609
Net increase in interest-bearing deposits in banks (163) --
Net (increase) decrease in Federal funds sold (4,520) 7,500
Net increase in loans (5,121) (4,279)
Purchase of premises and equipment (322) (77)
------- -------
Net cash used in investing activities (9,049) (1,163)
------- -------
FINANCING ACTIVITIES
Net increase in deposits 9,269 2,742
------- -------
Net cash provided by financing activities 9,269 2,742
------- -------
Net increase in cash and due from banks 412 1,774
Cash and due from banks at beginning of period 1,959 1,326
------- -------
Cash and due from banks at end of period $ 2,371 $ 3,100
======= =======
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
5
<PAGE> 6
FORSYTH BANCSHARES, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1. BASIS OF PRESENTATION
The consolidated financial information for Forsyth Bancshares, 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 six month periods ended
June 30, 2000 are not necessarily indicative of the results to be
expected for the full year.
NOTE 2. CURRENT ACCOUNTING DEVELOPMENTS
In June 1998, the Financial Accounting Standards Board issued SFAS No.
133, "Accounting for Derivative Instruments and Hedging Activities".
The effective date of this statement has been deferred by SFAS No. 137
until fiscal years beginning after June 15, 2000. However, the
statement permits early adoption as of the beginning of any fiscal
quarter after its issuance. The Company expects to adopt this statement
effective January 1, 2001. SFAS No. 133 requires the Company to
recognize all derivatives as either assets or liabilities in the
balance sheet at fair value. For derivatives that are not designated as
hedges, the gain or loss must be recognized in earnings in the period
of change. For derivatives that are designated as hedges, changes in
the fair value of the hedged assets, liabilities, or firm commitments
must be recognized in earnings or recognized in other comprehensive
income until the hedged item is recognized in earnings, depending on
the nature of the hedge. The ineffective portion of a derivative's
change in fair value must be recognized in earnings immediately.
Management has not yet determined what effect the adoption of SFAS No.
133 will have on the Company's earnings or financial position.
There are no other recent accounting pronouncements that have had, or
are expected to have, a material effect on the Company's financial
statements.
6
<PAGE> 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The following is management's discussion and analysis of certain
significant factors which have affected the financial position and
operating results of the Company and its bank subsidiary, The Citizens
Bank of Forsyth County (the "Bank"), during the periods included in the
accompanying consolidated financial statements.
The Company is not aware of any known trends, events or uncertainties,
other than the effect of events as described below, that will have or
that are reasonably likely to have a material effect on its liquidity,
capital resources or operations. The Company is also not aware of any
current recommendations by the regulatory authorities which, if they
were implemented, would have such an effect.
SPECIAL CAUTIONARY NOTICE REGARDING FORWARD LOOKING STATEMENTS
Certain of the statements made herein under the caption "Management's
Discussion and Analysis of Financial Condition and Results of
Operations" ("MD&A") are forward-looking statements for purposes of the
Securities Act of 1933, as amended (the "Securities Act") and the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), and
as such may involve known and unknown risks, uncertainties and other
factors which may cause the actual results, performance or achievements
of the Company to be materially different from future results,
performance or achievements expressed or implied by such
forward-looking statements. Such forward looking statements include
statements using words such as "may," "will," "anticipate," "should,"
"would," "believe," "contemplate," "expect," "estimate," "continue,"
"may," "intend," or other similar words and expressions of the future.
Our actual results may differ significantly from the results we discuss
in these forward-looking statements.
These forward-looking statements involve risks and uncertainties and
may not be realized due to a variety of factors, including, without
limitation: the effects of future economic conditions; governmental
monetary and fiscal policies, as well as legislative and regulatory
changes; the risks of changes in interest rates on the level and
composition of deposits, loan demand, and the values of loan
collateral, securities, and other interest-sensitive assets and
liabilities; interest rate risks; the effects of competition from other
commercial banks, thrifts, mortgage banking firms, consumer finance
companies, credit unions, securities brokerage firms, insurance
companies, money market and other mutual funds and other financial
institutions operating in the Company's market area and elsewhere,
including institutions operating regionally, nationally, and
internationally, together with such competitors offering banking
products and services by mail, telephone, computer, and the Internet.
7
<PAGE> 8
LIQUIDITY AND CAPITAL RESOURCES
Management considers the Company's liquidity to be adequate to meet operating
and loan funding requirements at June 30, 2000. At June 30, 2000, the liquidity
ratio (i.e. cash, short-term assets and marketable assets divided by deposits)
for the Bank was approximately 45% and the loan to deposit ratio was
approximately 65%. As the portfolio grows, management will continue to monitor
the liquidity of the Bank and the Company and make adjustments as deemed
necessary. Investing the Bank's available funds in loans and other high yielding
securities will increase the Bank's earning potential.
Requirements by banking regulators include the monitoring of risk-based capital
guidelines for banks and holding companies that are designed to make capital
requirements more sensitive to differences in risk profiles and account for off
balance sheet items. The Bank and the Company exceed the regulatory minimums on
capital requirements and ratios. However, as the Company and the Bank continue
to grow and the loan portfolio increases, these ratios should adjust downward.
Management will monitor these amounts and ratios on a continuous basis. The
minimum capital requirements and the actual capital ratios for the Company and
the Bank are as follows:
<TABLE>
<CAPTION>
ACTUAL
----------------------------
THE CITIZENS
FORSYTH BANK OF REGULATORY
BANCSHARES FORSYTH MINIMUM
INC. COUNTY REQUIREMENT
------------ ------------ -------------
<S> <C> <C> <C>
Leverage capital ratios 11.87% 10.30% 4.00%
Risk-based capital ratios:
Tier I capital 17.54 15.21 4.00
Total capital 18.65 16.35 8.00
</TABLE>
FINANCIAL CONDITION
Following is a summary of the Company's balance sheets for the periods
indicated:
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
2000 1999 INCREASE (DECREASE)
----------- ------------ ----------------------
(DOLLARS IN THOUSANDS) AMOUNT PERCENT
----------------------------- --------- --------
<S> <C> <C> <C> <C>
Cash and due from banks $ 2,534 $ 1,959 $ 575 29.35%
Federal funds sold 6,580 2,060 4,520 219.42
Securities 20,863 21,843 (980) (4.49)
Loans 43,120 38,072 5,048 13.26
Premises and equipment 1,293 1,051 242 23.03
Other assets 1,349 1,224 125 10.21
----------- ---------- ---------
$ 75,739 $ 66,209 $ 9,530 14.39
=========== ========== =========
Deposits $ 67,310 $ 58,040 $ 9,270 15.97%
Other liabilities 389 462 (73) (15.80)
Stockholders' equity 8,040 7,707 333 4.32
----------- ---------- ---------
$ 75,739 $ 66,209 $ 9,530 14.39
=========== ========== =========
</TABLE>
8
<PAGE> 9
As indicated in the above table, the Company's total assets grew at a rate of
14.39%. Deposit growth of $9,270,000 was primarily invested in loans with the
majority of the remainder invested in Federal funds sold. The Company's loan to
deposit ratio has remained consistent since December 31, 1999 at approximately
65%. Premises and equipment has increased due to fixed asset purchases
associated with the Company's new branch which opened in February of 2000.
Stockholders' equity has increased by $333,000 due to net income of $222,000 and
decreases of unrealized losses on securities available-for-sale, net of tax, of
$111,000.
9
<PAGE> 10
RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2000 AND 1999 AND FOR
THE SIX MONTHS ENDED JUNE 30, 2000 AND 1999
Following is a summary of the Company's operations for the periods indicated.
<TABLE>
<CAPTION>
THREE MONTHS ENDED
JUNE 30,
2000 1999 INCREASE (DECREASE)
-------------- ------------ -------------------------------
(DOLLARS IN THOUSANDS) AMOUNT PERCENT
------------------------------- ------------ -------------
<S> <C> <C> <C> <C>
Interest income $ 1,459 $ 1,122 $ 337 30.04 %
Interest expense 717 540 177 32.78
------------- ------------ ------------
Net interest income 742 582 160 27.49
Provision for loan losses 32 34 (2) (5.88)
Other income 35 35 0 --
Other expense 569 418 151 36.12
------------- ------------ ------------
Pretax income 176 165 11 6.67
Income taxes 65 60 5 8.33
------------- ------------ ------------
Net income $ 111 $ 105 $ 6 5.71
============= ============ ============
</TABLE>
<TABLE>
<CAPTION>
SIX MONTHS ENDED
JUNE 30,
2000 1999 INCREASE (DECREASE)
---------- ----------- -------------------------
(DOLLARS IN THOUSANDS) AMOUNT PERCENT
--------------------------- ---------- ----------
<S> <C> <C> <C> <C>
Interest income $ 2,810 $ 2,213 $ 597 26.98%
Interest expense 1,350 1,104 246 22.28
---------- ----------- ----------
Net interest income 1,460 1,109 351 31.65
Provision for loan losses 73 36 37 102.78
Other income 70 69 1 1.45
Other expense 1,099 796 303 38.07
---------- ----------- ----------
Pretax income 358 346 12 3.47
Income taxes 136 123 13 10.57
---------- ----------- ----------
Net income $ 222 $ 223 $ (1) (0.45)
========== =========== ==========
</TABLE>
As indicated in the above table, the Company's net interest income has increased
by $160,000 and $351,000 for the second quarter and first six months of 2000 as
compared to the same periods in 1999. The Company's net interest margin
increased to 4.33% during the first six months of 2000 as compared to 3.83% for
the first six months of 1999 and 4.08% for the entire year of 1999. The increase
in net interest income and net interest margin is due primarily to the increased
volume of average loans. The Company has been able to offset higher interest
rates paid on deposits with higher yields earned on loans.
10
<PAGE> 11
The provision for loan losses decreased by $2,000 and increased by $37,000 for
the second quarter and first six months of 2000 as compared to the same periods
in 1999. The amounts provided are due primarily to loan growth and inherent risk
in the loan portfolio. The Company's allowance for loan losses as a percentage
of total loans amounted to 1.25% at June 30, 2000 and December 31, 1999. The
allowance for loan losses is maintained at a level that is considered
appropriate by management to adequately cover all known and inherent risks in
the loan portfolio. Management's evaluation of the loan portfolio includes a
continuing review of loan loss experience, current economic conditions which may
affect the borrower's ability to repay and the underlying collateral value.
Information with respect to nonaccrual, past due and restructured loans at June
30, 2000 and 1999 is as follows:
<TABLE>
<CAPTION>
JUNE 30,
---------------------------------
2000 1999
--------------- ---------------
(DOLLARS IN THOUSANDS)
---------------------------------
<S> <C> <C>
Nonaccrual loans $ 17 $ 27
Loans contractually past due ninety days or more as to interest
or principal payments and still accruing 17 4
Restructured loans 0 0
Loans, now current about which there are serious doubts as to the
ability of the borrower to comply with loan repayment terms 0 0
Interest income that would have been recorded on nonaccrual
and restructured loans under original terms 1 1
Interest income that was recorded on nonaccrual and restructured loans 0 0
</TABLE>
It is the policy of the Bank to discontinue the accrual of interest income when,
in the opinion of management, collection of such interest becomes doubtful. This
status is accorded such interest when (1) there is a significant deterioration
in the financial condition of the borrower and full repayment of principal and
interest is not expected and (2) the principal or interest is more than ninety
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.
11
<PAGE> 12
Information regarding certain loans and allowance for loan loss data through
June 30, 2000 and 1999 is as follows:
<TABLE>
<CAPTION>
SIX MONTHS ENDED
JUNE 30,
--------------------------------
2000 1999
--------------- --------------
(DOLLARS IN THOUSANDS)
--------------------------------
<S> <C> <C>
Average amount of loans outstanding $ 41,835 $ 28,612
============== ==============
Balance of allowance for loan losses at beginning of period $ 482 $ 360
-------------- --------------
Loans charged off
Commercial and financial $ 0 $ 0
Real estate mortgage 0 0
Instalment 7 0
-------------- --------------
7 0
-------------- --------------
Loans recovered
Commercial and financial 0 0
Real estate mortgage 0 0
Instalment 0 2
-------------- --------------
0 2
-------------- --------------
Net charge-offs (recoveries) 7 (2)
-------------- --------------
Additions to allowance charged to operating expense during period 73 36
-------------- --------------
Balance of allowance for loan losses at end of period $ 548 $ 398
============== ==============
Ratio of net loans charged off during the period to
average loans outstanding 0.02% (0.01)%
============== ==============
</TABLE>
Other income has remained virtually unchanged for the second quarter and first
six months of 2000 as compared to the same periods in 1999 as slightly higher
service charges on deposit accounts have been offset by slightly lower other
miscellaneous fees.
Other expenses increased during the second quarter and first six months of 2000
by $151,000 and $303,000 as compared to the same periods in 1999 due primarily
to increased salaries and employee benefits and other operating expenses.
Salaries and employee and benefits have increased due to a gradual increase of
full time equivalent employees from 14 at the beginning of 1999 to 24 as of June
30, 2000. Other operating expenses have increased due to the overall growth of
the Company and the opening of the new branch in 2000. Occupancy and equipment
expenses are expected to increase during the remainder of the year as costs
associated with the new branch are incurred. The Company also incurred losses on
sale of securities available-for-sale of $14,000 during the first six months of
2000 as compared to none during the first six months of 1999.
The Company's provision for income taxes have increased to an effective tax rate
of 38% for 2000 as compared to 35% for 1999 as the Company anticipates increased
state income taxes in 2000.
12
<PAGE> 13
Overall, net income has remained virtually the same for the second quarter and
first six months of 2000 as compared to the same periods in 1999 as increased
net interest income has been substantially offset by increased operating
expenses.
13
<PAGE> 14
PART II - OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
(a) The Annual Meeting of Shareholders was held on May 16, 2000.
(b) The following directors were elected for a term of one year
and until a successor is duly qualified and elected:
Catherine M. Amos
Jeffrey S. Bagley
Danny M. Bennett
Michael P. Bennett
Bryan L. Bettis
Talmadge W. Bolton
Thomas L. Bower, III
Charles R. Castleberry
Charles D. Ingram
Herbert A. Lang, Jr.
John P. McGruder
James J. Myers
Timothy M. Perry
Danny L. Reid
Charles R. Smith
Wyatt L. Willingham
Jerry M. Wood
(c) The following matters were voted on at the meeting as was
previously identified in the Proxy materials forwarded to each
shareholder. The shares represented at the meeting (453,654 or
56.71%) voted as follows:
1. Proposal to elect the 17 individuals nominated by
management as Directors.
<TABLE>
<CAPTION>
Director For Against Abstain
-------- --- ------- -------
<S> <C> <C> <C>
Catherine M. Amos 450,154 0 3,500
Jeffrey S. Bagley 450,154 0 3,500
Danny M. Bennett 450,154 0 3,500
Michael P. Bennett 450,154 0 3,500
Bryan L. Bettis 450,154 0 3,500
Talmadge W. Bolton 450,154 0 3,500
Thomas L. Bower, III 450,154 0 3,500
Charles R. Castleberry 450,154 0 3,500
</TABLE>
14
<PAGE> 15
PART II - OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS (CONTINUED).
<TABLE>
<CAPTION>
Director For Against Abstain
-------- --- ------- -------
<S> <C> <C> <C>
Charles D. Ingram 450,154 0 3,500
Herbert A. Lang, Jr. 450,154 0 3,500
John P. McGruder 450,154 0 3,500
James J. Myers 450,154 0 3,500
Timothy M. Perry 450,154 0 3,500
Danny L. Reid 450,154 0 3,500
Charles R. Smith 450,154 0 3,500
Wyatt L. Willingham 450,154 0 3,500
Jerry M. Wood 450,154 0 3,500
</TABLE>
2. Proposal to approve long-term incentive plan.
<TABLE>
<CAPTION>
For Against Abstain
--- ------- -------
<S> <C> <C>
448,104 0 5,550
</TABLE>
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits.
27. Financial Data Schedule, (for SEC use only).
(b) Reports on Form 8-K.
None.
15
<PAGE> 16
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.
FORSYTH BANCSHARES, INC.
(Registrant)
DATE: August 11, 2000 BY: /s/ Timothy M. Perry
--------------- --------------------------------------------
Timothy M. Perry, President and C.E.O.
(Principal Executive Officer)
DATE: August 11, 2000 BY: /s/ Holly R. Hunt
--------------- --------------------------------------------
Holly R. Hunt, Vice President, Secretary
and Treasurer
(Principal Financial and Accounting Officer)
16
