UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

For the Quarterly Period Ended March 31, 2000

For the Transition Period from to

Commission File Number 33-80076

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. X Yes No

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yes No

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date:

Transitional Small Business Disclosure Format (Check One): Yes No

The accompanying notes are an integral part of these condensed consolidated balance sheets.

The accompanying notes are an integral part of these condensed consolidated financial statements.

The accompanying notes are an integral part of these condensed consolidated financial statements.

The consolidated financial statements include SNB Bancshares, Inc. (the Company) and its wholly-owned subsidiaries, Security Bank (formerly Security National Bank), located in Macon, Georgia and Crossroads Bank of Georgia, located in Perry, Georgia (the Banks). All intercompany accounts have been eliminated in consolidation. Crossroads was acquired on August 8, 1998 in a business combination accounted for as a pooling of interests. Accordingly, all financial information presented herein prior to August 8, 1998 has been restated.

The financial information included herein is unaudited; however, such information reflects all adjustments which are, in the opinion of management, necessary to fairly state the financial position and results of operations for the interim periods presented.

Loans as of March 31, 2000 are comprised of the following:

Loans are generally reported at principal amount less unearned interest and fees. Impaired loans are recorded under Statement of Financial Accounting Standards (SFAS) No. 114, Accounting by Creditors for Impairment of a Loan and SFAS No. 118, Accounting by Creditors for Impairment of a Loan-Income Recognition and Disclosures. Impaired loans are loans for which principal and interest are unlikely to be collected in accordance with the original loan terms and, generally, represent loans delinquent in excess of 90 days which have been placed on nonaccrual status and for which collateral values are less than outstanding principal and interest. Small balance, homogeneous loans are excluded from impaired loans. Generally, interest payments received on impaired loans are applied to principal. Upon receipt of all loan principal, additional interest payments are recognized as interest income on the cash basis.

Other nonaccrual loans are loans for which payments of principal and interest are considered doubtful of collection under original terms but collateral values equal or exceed outstanding principal and interest.

Statement of Financial Accounting Standards No. 128 establishes standards for computing and presenting basic and diluted earnings per share. Basic earnings per share is calculated and presented based on income available to common shareholders divided by the weighted average number of shares outstanding during the reporting periods. Diluted earnings per share reflects the potential dilution that would occur if warrants and options were exercised and converted into common stock. The following presents earnings per share for the quarter ended March 31, 2000 under the requirements of SFAS 128:

The assumed exercise of stock options is included in the diluted earnings per share computation using the treasury stock method and assuming an average market price for SNB Bancshares, Inc. stock of $15.2878. SNB's stock is quoted on the NASDAQ market under the symbol SNBJ.

The allowance method is used in providing for losses on loans. Accordingly, all loan losses decrease the allowance and all recoveries increase it. The provision for loan losses is based on factors which, in management's judgment, deserve current recognition in estimating possible loan losses. Such factors considered by management include growth and composition of the loan portfolio, economic conditions and the relationship of the allowance for loan losses to outstanding loans.

An allowance for loan losses is maintained for all impaired loans. Provisions are made for impaired loans upon changes in expected future cash flows or estimated net realizable value of collateral. When determination is made that impaired loans are wholly or partially uncollectible, the uncollectible portion is charged off.

The following table presents the Bank's loan loss experience on all loans for the three months ended March 31:

The Bank records investment securities under Statement of Financial Accounting Standards (SFAS) No. 115, Accounting for Certain Investments in Debt and Equity Securities. In accordance with the provisions of SFAS 115, the Bank elected to classify securities individually as either available for sale or held to maturity. Securities classified as held to maturity are recorded at amortized cost. Those classified as available for sale are adjusted to market value through a tax-effected increase or reduction in stockholders' equity.

Investment securities as of March 31, 2000 are summarized as follows:

Unrealized holding losses, net of tax, on securities available for sale in the amount of $520,000 have been charged to stockholders' equity as of March 31, 2000.

During 1996, the board of directors of SNB Bancshares, Inc. adopted the 1996 incentive stock option plan which granted key officers the right to purchase shares of common stock at the price of $9.00, as adjusted for stock splits, representing the market value of the stock at the date of the option grant. Option holders may exercise in accordance with a vesting schedule beginning with 20 percent the first year and increasing 20 percent for each year thereafter such that 100 percent of gra

In 1999, the board of directors of SNB Bancshares, Inc. adopted another incentive stock option plan which granted certain officers and key employees the right to purchase 83,500 shares of common stock at a price representing the market value of the stock at the date of the option grant. In May 1999, 73,500 options were granted at the price of $18.50 per share and an additional 10,000 options were granted at $17.94 per share in September 1999. The terms of the 1999 incentive stock option

A summary of option transactions for the first quarter of 2000 follows:

The Company is required to maintain minimum amounts of capital to total "risk weighted" assets, as defined by the banking regulations. As of March 31, 2000, the Company is required to have minimum Tier 1 and Total Capital Ratios of 4 percent and 8 percent, respectively, and a leverage ratio (Tier 1 Capital to average assets) of at least 4 percent. The Company's actual ratios as of March 31, 2000 are as follows:

Noncash investing activities for the three months ended March 31 are as follows:

For the three months ended March 31, 2000, other comprehensive income is comprised of the following:

The following narrative presents management's discussion and analysis of SNB Bancshares, Inc.'s (SNB's) financial condition and results of operations as of and for the three-month periods ended March 31, 2000 and 1999. The historical financial statements of SNB are set forth elsewhere herein. This discussion should be read in conjunction with those financial statements and the other financial information included in this report. SNB owns and operates Security Bank of Bibb County (Bibb )

The Company's net income for the three-month period ended March 31, 2000 was $808,000 or $.24 diluted earnings per share, which is relatively unchanged when compared to the same three-month period in the preceding year when net income equaled $807,000 or $.24 per share. The Company recorded an annualized return on average assets of 1.16 percent for the three-month period ended March 31, 2000 compared to 1.33 percent for the same period in 1999. Return on average equity was 11.76 percent

Asset growth has been minimal since December 31, 1999. At March 31, 2000, the Company had total assets of $284 million compared to $283 million at December 31, 1999. Total interest-earning assets remained relatively the same over this time frame amounting to $271 million or 95.46 percent of total assets as of March 31, 2000, compared to $271 million or 95.71 percent of total assets as of December 31, 1999.

Cash and due from banks decreased approximately $0.7 million to $14.3 million at March 31, 2000 from $15.0 million at December 31, 1999 and federal funds sold decreased by $2.8 million or 46.60 percent to $3.3 million at March 31, 2000 from $6.1 million at December 31, 1999.

Investment securities have also shown a moderate decrease since December 31, 1999 when investment securities totaled $45.1 million. As of March 31, 2000, investment securities totaled $41.6 million, a decrease of $3.5 million or 7.6 percent since December 31, 1999. Management attributes a significant portion of this fluctuation to the customer demand for funding new loans. The Company's investment in securities is largely centered in U.S. Government Agency securities.

Financial Condition (Continued)

Aggregate loans receivable totaled $212.2 million at March 31, 2000, an increase of $7.1 million or 3.48 percent from $205.1 million at December 31, 1999. The mix of loans is substantially unchanged at those dates.

The Company's total nonperforming assets increased to approximately $2.4 million or 0.8 percent of total assets at March 31, 2000 compared to $1.4 million or 0.5 percent at December 31, 1999. Nonperforming loans increased $819,000 or 62.7 percent from $1.3 million at December 31, 1999 to approximately $2.1 million at March 31, 2000. The amount of other real estate owned that was held by the Company on March 31, 2000 amounted to $268,000, an increase of $143,000 or 114.4 percent since D

The following table presents the Company's nonperforming assets as of March 31, 2000:

Deposits increased $2.1 million or 0.90 percent from $237.4 million at December 31, 1999 to $239.5 million at March 31, 2000. Interest-bearing deposits showed an increase of $9.2 million or 4.97 percent over the same time period.

At March 31, 2000, total equity was $28.0 million or 9.85 percent of total assets compared to $27.5 million or 9.69 percent of total assets as of December 31, 1999. Total equity increased primarily due to the retention of net income during the intervening period, net of dividends paid.

The Company's net income increased minimally, to $808,000 for the three months ended March 31, 2000, compared to $807,000 recorded in the comparable prior period.

The Company's net interest margin decreased 23 basis points for the comparable three-month periods. Management attributes this decline to the rising interest rate environment and continued competition in the area. Net interest income before the provision for loan losses was $3.2 million for the three-month period ended March 31, 2000 versus $2.9 million for the comparable period ended March 31, 1999.

Total interest income increased to $5.6 million for the three-month period ended March 31, 2000 from $4.9 million during the comparable prior year period. The increase is primarily due to an increase in loans of 14.9 percent as of March 31, 2000 compared to March 31, 1999.

In relation to interest income, total interest expense increased comparably for the three months ended March 31, 2000 compared to the prior period ended March 31, 1999. Interest expense totaled $2.4 million and $2.0 million as of March 31, 2000 and 1999, respectively, for an increase of 22.9 percent.

The following table presents the effective yields and costs of funds for the three-month periods ended March 31:

The following table provides a detailed analysis of the changes in interest income and interest expense due to changes in rate and volume for the three months ended March 31, 1999 compared to the nine months ended March 31, 1999.

The Company establishes a provision for loan losses, which is charged to operations, in order to maintain the allowance for loan losses at a level which is deemed to be appropriate by management. The amount of this provision is based upon an assessment of prior loss experience, the volume and type of lending presently being conducted by the Company, industry standards, past due loans, economic conditions of the Company's market area and other factors related to the collectability of the Company's loan portfolio. For the three-month period ended March 31, 2000, the provision for loan losses was $228,000. The provision for loan losses was $189,000 for the three-month period ended March 31, 1999.

Although management utilizes its best judgment in providing for inherent losses, there can be no assurance that the Company will not have to increase its provisions for loan losses in the future as a result of future increases in nonperforming loans or for other reasons which could adversely affect the Company's results of operations. In addition, various regulatory agencies, as an integral part of their examination process, periodically review the allowance for loan losses. Such agencies may require the Company to recognize additions to the allowance for loan losses based on their judgments of information which is available to them at the time of their examination.

Noninterest income for the three months ended March 31, 2000 was $698,000 compared to $759,000 for the comparable prior period. The decrease was largely the result of an decrease in mortgage origination fees generated by the Company's mortgage lending offices. The Company closed operations of the Savannah, Georgia mortgage office in the fourth quarter of 1999. Service charges on deposit accounts amounted to $388,000 and $351,000 for the three months ended March 31, 2000 and 1999, respectively.

Total noninterest expense increased 5.1 percent for the three months ended March 31, 2000 compared to the same period in 1999. This increase is due to the continued growth of the Company through personnel and capital assets.

Income tax expense totaled $435,000 for the three month period ended March 31, 2000 compared to $437,000 for the comparable prior period. These amounts resulted in the effective tax rates of 35 percent for 2000 and 1999.

Shareholders' equity increased $529,000 to $28 million at March 31, 2000 due primarily to retention of earnings, net of dividends paid. It is management's intention to continue paying a reasonable return on shareholders' investment while retaining adequate earnings to allow for continued growth.

The Federal Reserve Board measures capital adequacy for bank holding companies by using a risk-based capital frame-work and by monitoring compliance with minimum leverage ratio guidelines. The minimum ratio of total risk-based capital to risk-adjusted assets is 8 percent at March 31, 2000, of which 4 percent must be Tier 1 capital. The Company's total risk-based capital ratio was 13.90 percent at March 31, 2000. The Company's Tier 1 risk-based capital ratio was 12.83 percent at March 31, 2000.

In addition, the Federal Reserve Board has established minimum leverage ratio guidelines for bank holding companies. Those guidelines provide for a minimum leverage ratio of 3 percent for financial institutions that meet certain criteria, including that they maintain the highest regulatory rating. All other financial institutions are required to maintain a leverage ratio of 4 percent. The Company's leverage ratio was 10.17 percent at March 31, 2000.

The Federal Deposit Insurance Corporation Improvement Act (FDICIA) establishes minimum capital requirements for all depository institutions and established five capital tiers: "well capitalized," "adequately capitalized," "under-capitalized," "significantly under-capitalized" and "critically under-capitalized." FDICIA imposes significant restrictions on the operations of a bank that is not at least adequately capitalized. A depository institution's capital tier will depend upon where its capital levels are in relation to various other capital measures that include a risk-based capital measure, a leverage ratio capital measure and other factors. Under regulations adopted, for an institution to be well capitalized, it must have a total risk-based capital ratio of at least 10 percent, a Tier 1 risk-based capital ratio of at least 6 percent and a Tier 1 leverage ratio of at least 5 percent. The institution may also not be subject to any specific capital order or directive.

At March 31, 2000, both of the Company's subsidiary banks were in compliance with established guidelines.

Market risk is the risk of loss from adverse changes in market prices and rates. The Company's market risk arises primarily from interest rate risk inherent in its lending, investment and deposit taking activities. To that end, management actively monitors and manages its interest rate risk exposure.

Within these financial statements are included certain "forward looking statements" concerning the future operations of the Company. It is management's desire to take advantage of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. This statement is for the express purpose of availing the Company of the protections of such safe harbor with respect to all "forward looking statements" contained in our financial statements. "Forward looking statements" have been used to describe the future plans and strategies including expectations of the Company's future financial results. Management's ability to predict results or the effect of future plans and strategy is inherently uncertain. Factors that could affect results include interest rate trends, competition, the general economic climate in the middle Georgia area, the southeastern United States region and the country as a whole, loan delinquency rates, Year 2000 uncertainties, and changes in federal and state regulation. These factors should be considered in evaluating the "forward looking statements," and undue reliance should not be placed on such statements.

Not Applicable.

Not Applicable.

The information required for limitations upon payment of dividends is incorporated herein by reference to the Company's annual report of 10-KSB, Exhibit 99(a) footnote 23, filed with the Securities and Exchange Commission for the year ended December 31, 1999 (File No. 000-23261).

Not Applicable.

There were no matters submitted to a vote of securities holders during the quarter ended March 31, 2000.

At SNB's annual stockholders' meeting held April 27, 2000, the stockholders' approved the terms of the purchase and authorized execution of the Definitive Agreement of Group Financial Southeast (Fairfield Financial), a residential real estate mortgage company based in Macon, Georgia. The transaction is anticipated to be consummated during the third quarter of 2000.

Other Information (Continued)

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, SNB Bancshares, Inc. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized: