SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------- FORM 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2001 ----------------- OR [_] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________. Commission File No. 0-23763 Quitman Bancorp, Inc. - -------------------------------------------------------------------------------- (Exact name of Small Business Issuer as Specified in Its Charter) Georgia 58-2365866 - -------------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation (I.R.S. Employer or Organization) Identification No.) 602 East Screven Street, Quitman, Georgia 31643 --------------------------------------------------------- (Address of Principal Executive Offices) (229) 263-7538 - -------------------------------------------------------------------------------- Issuer's Telephone Number, Including Area Code 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 ----------- ----------- Number of shares of Common Stock outstanding as of December 31, 2001: 507,262 Transitional Small Business Disclosure Format (check one) YES NO X ------------ ------- -1- QUITMAN BANCORP, INC. Contents -------- Page(s) ------- PART I - FINANCIAL INFORMATION Item 1. Financial Statements ........................................ 3 Item 2. Management's Discussion and Analysis or Plan of Operation ... 10 PART II - OTHER INFORMATION Item 1. Legal Proceedings ........................................... 13 Item 2. Changes in Securities and Use of Proceeds ................... 13 Item 3. Defaults upon Senior Securities ............................. 13 Item 4. Submission of Matters to a Vote of Security Holders ......... 13 Item 5. Other Information ........................................... 13 Item 6. Exhibits and Reports on Form 8-K ............................ 13 Signatures ........................................................... 14 -2- PART I. FINANCIAL INFORMATION QUITMAN BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION ---------------------------------------------- ASSETS ------ DECEMBER 31, SEPTEMBER 30, 2001 2001 ---------------------- --------------------- (Unaudited) Cash and Cash Equivalents: Cash and amounts due from depository institutions $ 631,142 792,577 Interest-bearing deposits in other bank 1,137,225 1,144,567 Federal funds sold 0 100,000 ----------------- ------------------ Total Cash and Cash Equivalents 1,768,367 2,037,144 Investment securities: Available-for-sale 7,216,396 6,682,461 Loans receivable - net of allowance for loan losses and deferred origination fees 52,360,818 52,536,279 Office properties and equipment, at cost, net of accumulated depreciation 1,371,312 1,400,845 Real estate and other property acquired in settlement of loans 174,410 137,248 Accrued interest receivable 536,373 579,296 Investment required by law-stock in Federal Home Loan Bank, at cost 372,100 372,100 Cash value of life insurance 853,344 785,950 Other assets 325,485 295,164 ----------------- ------------------- Total Assets $ 64,978,605 64,826,487 ================= =================== LIABILITIES AND STOCKHOLDERS' EQUITY ------------------------------------ Liabilities: Deposits $ 56,305,399 55,458,001 Advances from Federal Home Loan Bank 1,500,000 2,000,000 Accrued interest payable 468,748 427,435 Income taxes payable 24,818 45,121 Other liabilities 97,881 235,592 ----------------- ------------------ Total Liabilities 58,396,846 58,166,149 ----------------- ------------------ Stockholders' Equity: Common stock, $.10 par value, 4,000,000 shares authorized, 661,250 shares issued and 507,262 shares outstanding 66,125 66,125 Preferred stock, no par value, 1,000,000 shares authorized, no shares issued or outstanding 0 0 Additional paid in capital 5,410,028 5,410,028 Retained Earnings 3,120,435 3,185,849 Accumulated other comprehensive income (loss) 47,545 113,610 ----------------- ------------------ 8,644,133 8,775,612 Receivable from employee stock ownership plan (343,850) (396,750) Treasury stock, 153,988 shares at cost (1,718,524) (1,718,524) ----------------- ------------------ Total Stockholders' Equity 6,581,759 6,660,338 ----------------- ------------------ Total Liabilities and Stockholders' Equity $ 64,978,605 64,826,487 ================= ================== -3- QUITMAN BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF INCOME --------------------------------- QUARTER ENDED DECEMBER 31, ----------------------------- 2001 2000 ------------ ----------- (Unaudited) (Unaudited) Interest Income: Loans receivable: First mortgage loans $ 1,047,702 1,044,299 Consumer and other loans 127,858 95,411 Interest on FHLMC Pool 7 18 Investment securities 101,786 105,384 Interest-bearing deposits 6,867 19,793 Federal funds sold 240 0 ------------ ------------ Total Interest Income 1,284,460 1,264,905 ------------ ------------ Interest Expense: Deposits 750,182 741,316 Interest on Federal Home Loan Bank advances 10,508 88,299 ------------ ------------ Total Interest Expense 760,690 829,615 ------------ ------------ Net Interest Income 523,770 435,290 Provision for loan losses 15,000 15,000 ------------ ------------ Net Interest Income After Provision for Losses 508,770 420,290 ------------ ------------ Non-Interest Income: Gain (loss) on sale of securities 0 (7,582) Gain on sale of other real estate 3,086 0 Service charges 39,909 29,571 Late charges on loans 7,328 1,616 Insurance commissions 4,666 3,122 Other income 22,124 19,758 ------------ ------------ Total Non-Interest Income 77,113 46,485 ------------ ------------ Non-Interest Expense: Compensation 274,146 142,966 Other personnel expenses 66,596 73,347 Occupancy expenses of premises 11,283 14,075 Furniture and equipment expenses 45,046 52,307 Federal deposit insurance 2,482 2,327 Advertising 9,804 6,978 Office supplies 9,082 9,388 Other operating expenses 115,652 113,504 Merger and acquisition expense 101,367 0 ------------ ------------ Total Non-Interest Expense 635,458 414,892 ------------ ------------ Income Before Income Taxes (49,575) 51,883 Provision for Income Taxes 15,839 22,223 ------------ ------------ Net Income (Loss) $ (65,414) 29,660 ============ ============ Earnings Per Share - Basic $ (.14) .06 ============ ============ Earnings Per Share - Diluted $ (.13) .06 ============ ============ Dividends Per Share $ .00 2.92 ============ ============ -4- QUITMAN BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY ----------------------------------------------- ACCUMULATED OTHER ADDITIONAL COMPREHENSIVE RECEIVABLE COMMON PAID IN RETAINED INCOME FROM TREASURY STOCK CAPITAL EARNINGS (LOSS) ESOP STOCK TOTAL ---------- ---------- ---------- ------------- ---------- ---------- ----------- Balance, September 30, 2000 $ 66,125 6,135,412 3,662,836 (72,086) (449,650) (1,718,524) 7,624,113 Net income 0 0 29,660 0 0 0 29,660 Dividends 0 (725,384) (755,821) 0 0 0 (1,481,205) Other comprehensive income (loss) 0 0 0 66,763 0 0 66,763 Change in receivable from employee stock ownership plan 0 0 0 0 52,900 0 52,900 ---------- ---------- ---------- ---------- ---------- ---------- ---------- Balance, December 31, 2000 (Unaudited) $ 66,125 5,410,028 2,936,675 (5,323) (396,750) (1,718,524) 6,292,231 ========== ========== ========== ========== ========== ========== ========== Balance, September 30, 2001 $ 66,125 5,410,028 3,185,849 113,610 (396,750) (1,718,524) 6,660,338 Net income 0 0 (65,414) 0 0 0 (65,414) Other comprehensive income (loss) 0 0 0 (66,065) 0 0 (66,065) Change in receivable from employee stock ownership plan 0 0 0 0 52,900 0 52,900 ---------- ---------- ---------- ---------- ---------- ---------- ---------- Balance, December 31, 2001 (Unaudited) $ 66,125 5,410,028 3,120,435 47,545 (343,850) (1,718,524) 6,581,759 ========== ========== ========== ========== ========== ========== ========== -5- QUITMAN BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS ------------------------------------- QUARTER ENDED DECEMBER 31, ---------------------------- 2001 2000 ----------- ------------ (Unaudited) (Unaudited) Cash Flows From Operating Activities: Net income (Loss) $ (65,414) 29,660 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 30,505 35,463 Provision for loan losses 15,000 15,000 Amortization (Accretion) of securities 4,627 2,398 Gain on sale of foreclosed assets (3,086) 0 (Gain) loss on sale of securities 0 7,582 Deferred income taxes 6,462 (3,926) Change in Assets and Liabilities: (Increase) Decrease in accrued interest receivable 42,923 60,523 Increase (Decrease) in accrued interest payable 41,313 94,332 Increase (Decrease) in other liabilities (137,711) (116,933) Increase (Decrease) in income taxes payable (20,303) (13,043) (Increase) Decrease in other assets (2,749) 16,467 ----------- ----------- Net cash provided (used) by operating activities (88,433) 127,523 ----------- ----------- Cash Flows From Investing Activities: Capital expenditures (972) (7,429) Purchase of available-for-sale securities (1,077,361) (248,828) Proceeds from sale of foreclosed property 25,924 0 Proceeds from sale of available-for-sale securities 200,000 740,156 Net (increase) decrease in loans 100,461 (1,004,362) Principal collected on mortgage-backed securities 238,700 48,464 Increase in cash value of life insurance (67,394) (8,402) ----------- ----------- Net cash provided (used) by investing activities (580,642) (480,401) ------------ ----------- Cash Flows From Financing Activities: Net increase (decrease) in deposits 847,398 2,062,100 Principal collected on receivable from ESOP 52,900 52,900 Payments on Federal Home Loan Bank advances (500,000) 0 ----------- ----------- Net cash provided (used) by financing activities 400,298 2,115,000 ----------- ----------- Net Increase (Decrease) in cash and cash equivalents (268,777) 1,762,122 Cash and Cash Equivalents at Beginning of Period 2,037,144 1,663,455 ----------- ----------- Cash and Cash Equivalents at End of Period $ 1,768,367 3,425,577 =========== =========== Supplemental Disclosures of Cash Flow Information: - -------------------------------------------------- Cash Paid During The Period For: Interest $ 719,377 735,283 Income taxes 29,680 31,600 Non-Cash Investing Activities: Increase (Decrease) in unrealized gains on available- for-sale securities (100,098) 101,156 -6- QUITMAN BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME ----------------------------------------------- QUARTER ENDED DECEMBER 31, ---------------------------- 2001 2000 ------------ ---------- (Unaudited) (Unaudited) Net Income (Loss) $ (65,414) $ 29,660 ------------ ----------- Other Comprehensive Income, Net of Tax: Unrealized gains (losses) on securities: Unrealized holding gains (losses) arising during the period (66,065) 59,181 Reclassification adjustment for (gains) losses included in net income 0 7,582 ------------ ----------- Other Comprehensive Income (Loss) (66,065) 66,763 ------------ ----------- Comprehensive Income (Loss) $ (131,479) 96,423 ============= =========== -7- QUITMAN BANCORP, INC. AND SUBSIDIARY Notes to Financial Statements (Unaudited) Note 1 - Basis of Preparation - ----------------------------- The accompanying unaudited financial statements were prepared in accordance with instructions for Form 10-QSB and therefore do not include all disclosures necessary for a complete presentation of the statements of financial condition, statements of income, statements of comprehensive income and statements of cash flow in conformity with generally accepted accounting principles. However, all adjustments which are, in the opinion of management, necessary for the fair presentation of the interim financial statements have been included. All such adjustments are of a normal recurring nature. The statement of income for the three-month period ended December 31, 2001 is not necessarily indicative of the results which may be expected for the entire year. It is suggested that these unaudited financial statements be read in conjunction with the audited consolidated financial statements and notes thereto for Quitman Bancorp, Inc. and Subsidiary for the year ended September 30, 2001. Note 2 - Plan of Conversion - --------------------------- On October 14, 1997, the Bank's Board of Directors approved a plan ("Plan") to convert from a federally chartered mutual savings bank to a federally chartered stock savings bank subject to approval by the Bank's members. The Plan, which included formation of the holding company, Quitman Bancorp, Inc., was subject to approval by the Office of Thrift Supervision (OTS) and included the filing of a registration statement with the SEC. The conversion was completed on April 2, 1998. Actual conversion costs were accounted for as a reduction in gross proceeds. The Plan called for the common stock of the Bank to be purchased by the holding company and for the common stock of the holding company to be offered to various parties in an offering at a price of $10.00 per share. The stockholders of the holding company approved a proposed stock option plan and a proposed restricted stock plan at a meeting of the stockholders on April 13, 1999. Shares issued to directors and employees under these plans may be from authorized but unissued shares of common stock or they may be purchased in the open market. In the event that options or shares are issued under these plans, such issuances will be included in the earnings per share calculation; thus, the interests of existing stockholders would be diluted. The Bank may not declare or pay a cash dividend if the effect thereof would cause its net worth to be reduced below either the amounts required for the liquidation account discussed below or the regulatory capital requirements imposed by federal regulations. At the time of conversion, the Bank established a liquidation account (which is a memorandum account that does not appear on the balance sheet) in an amount equal to its retained income as reflected in the latest balance sheet used in the final conversion prospectus. The liquidation account will be maintained for the benefit of eligible account holders who continue to maintain their deposit accounts in the Bank after the conversion. In the event of a complete liquidation of the Bank (and only in such an event), -8- eligible depositors who continue to maintain accounts shall be entitled to receive a distribution from the liquidation account before any liquidation may be made with respect to common stock. Note 3 - Stock Repurchase - ------------------------- The Company has adopted a stock repurchase program that allows for the repurchase, from time-to- time, of up to 153,988 shares of common stock. Any shares repurchased may be used for general and other corporate purposes, including the issuance of shares upon the exercise of stock options. On December 9, 1999, the Company completed its stock repurchase program, having repurchased 153,988 shares of its common stock at a cost of $1,718,524. Note 4 - Earnings Per Share - --------------------------- The following table sets forth the reconciliation of the numerators and denominators of the basic and diluted earnings per share (EPS) computations: THREE MONTHS ENDED DECEMBER 30, --------------------------- 2001 2000 ---------- ----------- (a) Net income available to shareholders $ (65,414) 29,660 ========== =========== Denominator: Weighted-average shares outstanding 507,262 507,262 Less: ESOP weighted-average shares Unallocated 39,675 46,741 ---------- ----------- (b) Basic EPS weighted-average shares outstanding 467,587 460,521 Effect of dilutive securities 29,013 0 ---------- ----------- (c) Diluted EPS weighted-average shares outstanding 496,600 460,521 ========== =========== Basic earnings per share (a/b) $ (.14) .06 ========== =========== Diluted earnings per share (a/c) $ (.13) .06 ========== =========== Note 5 - Merger Agreement - ------------------------- On October 22, 2001, Quitman Bancorp, Inc. and Colony Bankcorp, Inc. entered into an agreement and Plan of Merger and reorganization whereby Colony Bankcorp, Inc. is to acquire 100% of the outstanding shares of Quitman Bancorp, Inc.'s common stock. Each share of Quitman Bancorp, Inc. common stock will receive .683 shares of Colony Bankcorp, Inc. common stock and $4.41 in cash. This agreement is subject to a number of conditions, including receipt of appropriate regulatory approvals. -9- ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION Comparison of Financial Condition at December 31, 2001 and September 30, 2001 Quitman Bancorp, Inc. (the "Company") may from time-to-time make written or oral "forward-looking statements" including statements contained in the Company's filings with the Securities and Exchange Commission (including this report on Form 10-QSB), in its reports to stockholders and in other communications by the Company, which are made in good faith by the Company pursuant to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve risks and uncertainties, such as statements of the Company's plans, objectives, expectations, estimates and intentions, that are subject to change based on various important factors (some of which are beyond the Company's control). The following factors, among others, could cause the Company's financial performance to differ materially from the plans, objectives, expectations, estimates and intentions expressed in forward-looking statements: the strength of the United States economy in general and the strength of the local economies in which the Company conducts operations; the effect of, and changes in, trade, monetary and fiscal policies and laws, including interest rate policies of the Board of Governors of the Federal Reserve System, inflation, interest rate and market and monetary fluctuations; the timely development of and acceptance of new products and services of the Company and the perceived overall value of these products and services by users, including the features, pricing and quality compared to competitors' products and services; the willingness of users to substitute competitors' products and services for the Company's products and services; the success of the Company in gaining regulatory approval of its products and services, when required; the impact of changes in financial services' laws and regulations (including laws concerning taxes, banking, securities and insurance); technological changes and acquisitions; changes in consumer spending and saving habits; and the success of the Company at managing the risks described above involved in the foregoing. The Company cautions that these important factors are not exclusive. The Company does not undertake to update any forward-looking statement, whether written or oral, that may be made from time-to-time by or on behalf of the Company. Total assets increased by $.25 million or .4% due primarily to the increase in investment securities resulting from funds received from an increase in deposits. Total equity decreased by $78,579 as a result of a net loss for the three months ended December 31, 2001, changes in other comprehensive income and reduction of a guaranty of a loan to the Bank's employee stock ownership plan. Non-Performing Assets and Delinquencies Loans accounted for on a non-accrual basis increased to $525,947 at December 31, 2001 from $223,000 at September 30, 2001. The increase was the result of six loans being reclassified to performing loans and seven loans being added to non-accrual. The allowance for loan losses was $442,459 at December 31, 2001. -10- Comparison of the Results of Operations for the Three Months Ended December 31, 2001 and 2000 Net Income. Net income decreased by $95,074 from net income of $29,660 for the three months ended December 31, 2000 to net loss of $65,414 for the three months ended December 31, 2001. This decrease is primarily the result an increase in non-interest expenses, which included merger and acquisition expense of $101,367, and as a one-time accelerated benefit plan expense that more than offset increased interest income, service charges and a decrease in interest expense. The annualized return on average assets decreased to (.40%) from .19% for the three months ended December 31, 2001 and 2000, respectively. Net Interest Income. Net interest income increased $88,480 or 20.3% from $435,290 for the three months ended December 31, 2000 to $523,770 for the three months ended December 31, 2001. The increase was primarily due to a decrease in interest paid on Federal Home Loan Bank advances. Interest Income. Interest income increased $19,555 for the three months ended December 31, 2001 compared to the same three months ended December 31, 2000. The increase in interest income was primarily due to an increase in the average balance of interest-earning assets. The average balance of interest-earning assets increased by 6.7%. This increase in average interest-earning assets added an additional $19,555 of interest income. The average yield on interest-earning assets decreased moderately to 8.4% from 8.9% for the three months ended December 31, 2001 and 2000, respectively. Interest Expense. Interest expense decreased $69,000 from $830,000 for the three months ended December 31, 2000 to $761,000 for the three months ended December 31, 2001. The decrease in interest expense was due to an increase in average interest-bearing liabilities of $4.6 million, offset by a decrease in the cost of funds of 99 basis points (100 basis points equals 1%). Non-Interest Income. Non-interest income increased by $31,000 primarily from an increase in service charges of $10,000, increase in gain on sale of repossessed assets of $3,000, decrease in non-recurring loss on sale of securities of $7,600, increase in late charges on loans of $6,000, increase in insurance commissions $2,000 and increase in miscellaneous income of $2,000. Non-Interest Expense. Non-interest expense increased by $221,000 primarily due to increased compensation and other personnel expense, furniture and equipment expense, merger and acquisition expenses and other operating expenses. Our compensation and other personnel expense increased an aggregate of $124,400 between the periods as a result of contributions to the Bank's Restricted Stock Plan approved in April of 1999. Contributions to the Plan for the three months ended December 31, 2001 were $140,639 as compared to $13,701 for the three month period ended December 31, 2000. This increase was due to a decision to fully fund the Plan during the three month period ended December 31, 2001. Expenses incurred which related to our merger and acquisition agreement amounted to $101,300. Additional merger expenses to be incurred in the next two quarters are estimated to be approximately $200,000. Other non-interest expenses, including expenses of the Parent Company in the amount of $7,100, decreased $5,200. Although no definite plans have been made, we are exploring whether to purchase land and construct a branch. We would likely hire experts or spend money before we commit to purchasing land or constructing a new branch. If we decided not to build a new branch, any money that we had spent up to that time would be a non-interest expense and would negatively affect our income. Non-interest expense increased as a result of staffing and equipping the bank building opened in April 1999. These expenses have stabilized and our operations in the building have now produced higher overall levels of loan and deposit activity. Our ability to fully offset these increased non-interest expenses will depend in part on -11- our ability to continue to increase the size of the loan portfolio without increasing the provision for loan losses and increase the amount of deposits we hold without substantially increasing interest expense. Our non-interest expense would further increase if we built the new branch discussed in the prior paragraph. Income Taxes. Income tax expense amounted to $22,223 for the three months ended December 31, 2000 compared to $15,839 for the three months ended December 31, 2001. Liquidity and Capital Resources Management monitors our risk-based capital and leverage capital ratios in order to assess compliance with regulatory guidelines. At December 31, 2000, the Bank had tangible capital, leverage, and total risk-based capital of 9.39%, 9.39% and 14.33%, respectively, which exceeded the OTS's minimum requirements of 1.50%, 4.00% and 8.00%, respectively. On December 19, 2000 the Board of Directors approved a dividend of $2.92 per share payable January 11, 2001 to shareholders of record on December 29, 2000. This dividend was partially paid from funds made available by dividends from the subsidiary bank and partially paid from funds held by the Company. Approximately $1.43 per share was deemed to be a return of capital. We are exploring whether to purchase land and construct a branch. Although no definite plans have been made, if a new branch is built, the land and construction cost would total approximately $600,000. We have sufficient liquid assets to pay for these costs. Pursuant to FASB No. 130, entities are required to present other comprehensive income and total comprehensive income reflecting certain items in other comprehensive income that are otherwise excluded from net income. For the Company, other comprehensive income relates to recording changes in the value of its investment portfolio as regards unrealized gains or losses that may result from movements in interest rates. For the quarter ended December 31, 2001, the savings bank showed unrealized losses, net of tax effect, totaling $66,065 due to decreases in interest rates as the National Money Market reacted to actions by the Federal Open Market Committee. Management does not anticipate the realization of this loss. The unrealized loss does, however, negatively impact the Company's capital. The unrealized losses, net of applicable taxes, combined with a net operating loss of $65,414 and a reduction in the receivable from the Bank's Employee Stock Ownership Plan of $52,900 yields a net decrease in the Company's capital of $78,579. The book value per share of common stock decreased from $13.13 on September 30, 2001 to $12.98 as of December 31, 2001. The Bank's capital continues to exceed regulatory requirements and continues to be adequate to support future asset growth. On October 22, 2001, the Company signed a merger agreement with Colony Bankcorp, Inc. If the merger occurs, existing stockholders will receive cash and common stock of Colony Bankcorp, Inc. in exchange for the common stock of the Company. -12- PART II. OTHER INFORMATION Item 1. Legal Proceedings ----------------- Not applicable. Item 2. Changes in Securities and Use of Proceeds ----------------------------------------- Not applicable. Item 3. Defaults Upon Senior Securities ------------------------------- Not applicable. Item 4. Submission of Matters to a Vote of Security Holders --------------------------------------------------- Not applicable. Item 5. Other Information ----------------- On December 28 and 31, 2001, a registration statement on Form S-4, including a prospectus and proxy material, relating to the proposed merger with Colony Bankcorp, Inc. was filed with the U.S. Securities and Exchange Commission by Colony Bankcorp, Inc. Item 6. Exhibits and Reports on Form 8-K -------------------------------- (a) None. (b) A Form 8-K dated October 22, 2001 was filed on October 23, 2001 to announce the execution of an agreement and Plan of Merger between Colony Bankcorp, Inc. and Quitman Bancorp, Inc. -13- SIGNATURES In accordance with the requirements of the Securities Exchange Act of 1934, as amended, the registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. QUITMAN BANCORP, INC. Date: February 12, 2001 By: /s/ Melvin E. Plair ------------------- Melvin E. Plair President and Chief Executive Officer (Principal Executive and Financial Officer) (Duly Authorized Officer) Date: February 12, 2001 By: /s/ Peggy L. Forgione --------------------- Peggy L. Forgione Vice President and Controller (Chief Accounting Officer) -14-