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Filed pursuant to
Rule 424(b)(3)
Registration No. 333-34037
PROSPECTUS SUPPLEMENT
(To Prospectus dated September 8, 1997)
GEORGIA BANK FINANCIAL CORPORATION
UP TO 278,000 SHARES
OF COMMON STOCK
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This Prospectus Supplement informs potential investors in the shares of
Georgia Bank Financial Corporation (the "Company") common stock of important
changes in the management of the Company and its wholly-owned bank subsidiary,
Georgia Bank & Trust Company (the "Bank").
On October 5, 1997, Patrick G. Blanchard resigned as President and
Director of the Company and the Bank. His services are no longer available to
the Company or the Bank, and it has been announced that he is involved in
organizing a local bank that, if formed, will compete with the Bank.
The Boards of Directors of both the Company and the Bank have met and
unanimously elected R. Daniel Blanton as President and Chief Executive Officer
of the Company. Mr. Blanton has been a significant contributor to the Bank's
success since its inception and previously served as Executive Vice President
and Chief Operating Officer of the Company. In addition, Ronald L. Thigpen has
been elected Executive Vice President and Chief Operating Officer of the
Company. Mr. Thigpen has been a member of the Company's management team since
its acquisition of First Columbia Bank in 1992.
Financial institutions, especially community institutions such as the
Bank, depend, in part, upon personal relationships between their employees and
customers. In the event that Mr. Blanchard organizes and forms a local bank that
competes with the Bank for deposits, the organization of loans, or the offering
of other financial services, such competition could adversely affect the Bank
and the Company.
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SEE "RISK FACTORS" BEGINNING ON PAGE 6 OF THE PROSPECTUS FOR A DISCUSSION OF
CERTAIN FACTORS THAT SHOULD BE CONSIDERED BY PROSPECTIVE INVESTORS IN EVALUATING
AN INVESTMENT IN THE COMMON STOCK.
SEE "BUSINESS - COMPETITION" ON PAGE 17 OF THE PROSPECTUS FOR A DISCUSSION OF
THE BANK'S COMPETITION.
THE DATE OF THIS PROSPECTUS SUPPLEMENT IS OCTOBER 10, 1997.
