SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549

                                    FORM 10-Q

          QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

      FOR QUARTER ENDED SEPTEMBER 30, 2001 COMMISSION FILE NUMBER 0-12436

                              COLONY BANKCORP, INC.
                              --------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

           GEORGIA                                  58-1492391
           -------                                  ----------
(STATE OR OTHER JURISDICTION OF                  (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION)                 IDENTIFICATION NUMBER)

                115 SOUTH GRANT STREET, FITZGERALD, GEORGIA 31750
                -------------------------------------------------
                     ADDRESS OF PRINCIPAL EXECUTIVE OFFICES

                                  229/426-6000
                                  ------------
                REGISTRANT'S TELEPHONE NUMBER INCLUDING AREA CODE

INDICATE BY CHECK MARK WHETHER THE REGISTRANT (1) HAS FILED REPORTS REQUIRED TO
BE FILED BY SECTIONS 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 DURING
THE PRECEDING 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

INDICATE THE NUMBER OF SHARES OUTSTANDING OF EACH OF THE ISSUER'S CLASSES OF
COMMON STOCK, AS OF THE CLOSE OF THE PERIOD COVERED BY THIS REPORT.

         CLASS                     OUTSTANDING AT SEPTEMBER 30, 2001
         -----                     ---------------------------------
COMMON STOCK, $1 PAR VALUE                   4,445,526


                         PART 1 - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

THE FOLLOWING FINANCIAL STATEMENTS ARE PROVIDED FOR COLONY BANKCORP, INC. AND
SUBSIDIARIES: COLONY BANK OF FITZGERALD, COLONY BANK ASHBURN, COLONY BANK
WILCOX, COLONY BANK OF DODGE COUNTY, COLONY BANK WORTH, COLONY BANK SOUTHEAST
AND COLONY MANAGEMENT SERVICES, INC.

     A.   CONSOLIDATED BALANCE SHEETS - SEPTEMBER 30, 2001 AND DECEMBER 31,
          2000.

     B.   CONSOLIDATED STATEMENTS OF INCOME - FOR THE THREE MONTHS ENDED
          SEPTEMBER 30, 2001 AND 2000 AND FOR THE NINE MONTHS ENDED SEPTEMBER
          30, 2001 AND 2000.

     C.   CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - FOR THE THREE MONTHS
          ENDED SEPTEMBER 30, 2001 AND 2000 AND FOR THE NINE MONTHS ENDED
          SEPTEMBER 30, 2001 AND 2000.

     D.   CONSOLIDATED  STATEMENTS  OF CASH  FLOWS - FOR THE NINE  MONTHS  ENDED
          SEPTEMBER 30, 2001 AND 2000.

THE CONSOLIDATED FINANCIAL STATEMENTS FURNISHED HAVE NOT BEEN AUDITED BY
INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS, BUT REFLECT, IN THE OPINION OF
MANAGEMENT, ALL ADJUSTMENTS NECESSARY FOR A FAIR PRESENTATION OF THE RESULTS OF
OPERATIONS FOR THE PERIODS PRESENTED.

THE RESULTS OF OPERATIONS FOR THE NINE MONTH PERIOD ENDED SEPTEMBER 30, 2001 ARE
NOT NECESSARILY INDICATIVE OF THE RESULTS TO BE EXPECTED FOR THE FULL YEAR.

                                                                               2


             COLONY BANKCORP, INC. AND SUBSIDIARIES
                   CONSOLIDATED BALANCE SHEETS
            SEPTEMBER 30, 2001 AND DECEMBER 31, 2000
                     (DOLLARS IN THOUSANDS)



                                                        Sept 30, 2001  Dec 31, 2000
                                                        -------------  ------------
ASSETS                                                    (Unaudited)
                                                                
Cash and Balances Due from Depository Institutions         $  17,989    $  18,594
Federal Funds Sold                                            18,801       21,675
Investment Securities
     Available for Sale, at Fair Value                        76,387       70,222
     Held to Maturity, at Cost (Fair Value of $157 and
     $291, Respectively)                                         157          293
Loans Held for Sale                                            1,427        1,513
Loans                                                        453,036      388,007
     Allowance for Loan Losses                                (6,093)      (5,661)
     Unearned Interest and Fees                                   (2)          (4)
                                                             446,941      382,342

Premises and Equipment                                        14,797       14,047
Other Real Estate                                              1,375          349
Other Assets                                                  12,901       10,868
                                                       --------------  ------------
Total Assets                                               $ 590,775    $ 519,903
                                                       ==============  ============

LIABILITIES AND STOCKHOLDERS' EQUITY

Deposits
     Noninterest-Bearing                                   $  36,849    $  38,649
     Interest-Bearing                                        462,491      411,363
                                                       --------------  ------------
                                                             499,340      450,012

Federal Funds Purchased                                          572            0
Borrowed Money                                                42,120       25,086

Other Liabilities                                              4,046        4,595

Stockholders' Equity
     Common Stock, Par Value $1, Authorized 20,000,000
     Shares, Issued 4,445,526 and 4,440,276 Shares as of
     Sept 30, 2001 and December 31, 2000, Respectively         4,446        4,440
     Paid-In Capital                                          21,650       21,603
     Retained Earnings                                        17,278       14,436
     Restricted Stock - Unearned Compensation                    (69)         (47)
     Accumulated Other Comprehensive Income, Net of Tax        1,392         (222)
                                                       --------------  -------------
                                                              44,697       40,210
                                                       --------------  -------------

Total Liabilities and Stockholders' Equity                 $ 590,775    $ 519,903
                                                       ==============  =============


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

                                                                               3


                    COLONY BANKCORP, INC. AND SUBSIDIARIES
                       CONSOLIDATED STATEMENTS OF INCOME
                THREE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000
               AND NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000
                                  (UNAUDITED)
                            (DOLLARS IN THOUSANDS)



                                                            Three Months Ended             Nine Months Ended
                                                          09/30/01       09/30/00      09/30/01        09/30/00
                                                          --------       --------      --------        --------
                                                                                        
Interest Income
     Loans, including fees                              $    10,305   $     9,607    $    30,371   $    26,336
     Federal Funds Sold                                         116           313            520           711
     Deposits with Other Banks                                   45           115            163           440
     Investment Securities
          U.S. Treasury & Federal Agencies                      740           633          2,328         2,180
          State, County and Municipal                            96            83            263           275
          Other Investments                                     318           175            864           201
     Dividends on Other Investments                              34            29             98            93
                                                        -----------   -----------    -----------   -----------
                                                             11,654        10,955         34,607        30,236
                                                        -----------   -----------    -----------   -----------

Interest Expense
     Deposits                                                 5,999         5,416         18,105        14,483
     Federal Funds Purchased                                      2             7             13            16
     Borrowed Money                                             533           535          1,506         1,404
                                                        -----------   -----------    -----------   -----------
                                                              6,534         5,958         19,624        15,903
                                                        -----------   -----------    -----------   -----------

Net Interest Income                                           5,120         4,997         14,983        14,333
     Provision for Loan Losses                                  453           752          1,112         1,834
                                                        -----------   -----------    -----------   -----------
Net Interest Income After Provision for loan losses           4,667         4,245         13,871        12,499
                                                        -----------   -----------    -----------   -----------

Noninterest Income
     Service Charges on Deposits                                754           694          2,201         1,876
     Other Service Charges, Commissions & Fees                  129           128            389           383
     Security Gains, net                                          0          (494)            64          (494)
     Other Income                                               107            71            370           316
                                                        -----------   -----------    -----------   -----------
                                                                990           399          3,024         2,081
                                                        -----------   -----------    -----------   -----------

Noninterest Expense
     Salaries and Employee Benefits                           2,087         1,904          6,249         5,480
     Occupancy and Equipment                                    720           646          2,043         1,732
     Other Operating Expenses                                 1,092           855          3,085         2,628
                                                        -----------   -----------    -----------   -----------
                                                              3,899         3,405         11,377         9,840
                                                        -----------   -----------    -----------   -----------

Income Before Income Taxes                                    1,758         1,239          5,518         4,740
Income Taxes                                                    598           400          1,876         1,543
                                                        -----------   -----------    -----------   -----------
Net Income                                              $     1,160   $       839    $     3,642   $     3,197
                                                        ===========   ===========    ===========   ===========
Net Income Per Share of Common Stock
     Basic                                              $      0.26   $      0.19    $      0.82   $      0.72
                                                        ===========   ===========    ===========   ===========
     Diluted                                            $      0.26   $      0.19    $      0.82   $      0.72
                                                        ===========   ===========    ===========   ===========
Weighted Average Shares Outstanding                       4,445,526     4,440,276      4,445,526     4,440,276
                                                        ===========   ===========    ===========   ===========


The accompanying notes are an integral part of these statements

                                                                               4


                      COLONY BANKCORP INC. AND SUBSIDIARIES
                CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
                THREE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000
               AND NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000
                                  (UNAUDITED)
                            (DOLLARS IN THOUSANDS)




                                                        Three Months Ended   Nine Months Ended
                                                       09/30/01    09/30/00 09/30/01   09/30/00
                                                       --------    -------- --------   --------
                                                                         
Net Income                                              $ 1,160   $   839   $ 3,642    $ 3,197

Other Comprehensive Income, Net of Tax
     Gains (Losses) on Securities Arising During Year       784       437     1,656        490
     Reclassification Adjustment                              0       326       (42)       326
                                                        -------    -------- --------   --------

     Unrealized Gains (Losses) on Securities                784       763     1,614        816
                                                        -------    -------- --------   --------

Comprehensive Income                                    $ 1,944   $ 1,602   $ 5,256    $ 4,013
                                                        =======    ======== ========   ========


The accompanying notes are an integral part of these statements.

                                                                               5


                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                 NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000
                                  (UNAUDITED)
                            (DOLLARS IN THOUSANDS)



                                                                2001        2000
                                                                ----        ----
                                                                     
CASH FLOW FROM OPERATING ACTIVITIES

Net Income                                                  $  3,642    $  3,197
Adjustments to reconcile net income to net cash
     provided by operating activities:
     (Gain) loss on sale of investment securities                (64)        494
     Depreciation                                              1,048         946
     Provision for loan losses                                 1,112       1,834
     Amortization of excess costs                                 41          40
     Other prepaids, deferrals and accruals, net              (2,906)     (1,253)
                                                            --------    --------
          Total Adjustments                                     (769)      2,061
                                                            --------    --------
          Net cash provided by operating activities            2,873       5,258
                                                            --------    --------

CASH FLOW FROM INVESTING ACTIVITIES

Purchase of other assets (FHLB stock)                           (454)          0
Purchases of securities available for sale                   (48,191)    (20,879)
Proceeds from sales of securities available for sale          13,670      17,475
Proceeds from maturities, calls, and paydowns of
     investment securities:
          Available for Sale                                  29,010       2,999
          Held to Maturity                                       140         371
Decrease (Increase) in interest-bearing deposits in banks     (2,632)       (301)
(Increase) in loans                                          (64,945)    (63,073)
Purchase of premises and equipment                            (1,716)     (2,002)
                                                            --------    --------
          Net cash provided by investing activities          (75,118)    (65,410)
                                                            --------    --------

CASH FLOW FROM FINANCING ACTIVITIES

Net increase in deposits                                      49,328      50,948
Federal funds purchased                                          572         230
Dividends paid                                                  (800)       (555)
Net (decrease) increase in other borrowed money               17,034      10,252
                                                            --------    --------
          Net cash provided by financing activities           66,134      60,875
                                                            --------    --------

Net increase (decrease) in cash and cash equivalents          (6,111)        723
Cash and cash equivalents at beginning of period              37,357      31,126
                                                            --------    --------
Cash and cash equivalents at end of period                  $ 31,246    $ 31,849
                                                            ========    ========


The accompanying notes are an integral part of these statements.

                                                                               6


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1)      Summary of Significant Accounting Policies
         ------------------------------------------

Basis of presentation
Colony Bankcorp, Inc. is a multi-bank holding company located in Fitzgerald,
Georgia. The consolidated financial statements include the accounts of Colony
Bankcorp, Inc. and its wholly-owned subsidiaries, Colony Bank of Fitzgerald,
Fitzgerald, Georgia; Colony Bank Ashburn, Ashburn, Georgia; Colony Bank Worth,
Sylvester, Georgia; Colony Bank of Dodge County, Eastman, Georgia; Colony Bank
Wilcox, Rochelle, Georgia; Colony Bank Southeast, Broxton, Georgia (the Banks);
and Colony Management Services, Inc., Fitzgerald, Georgia. All significant
intercompany accounts have been eliminated in consolidation. The accounting and
reporting policies of Colony Bankcorp, Inc. conform to generally accepted
accounting principles and practices utilized in the commercial banking industry.

In preparing the financial statements, management is required to make estimates
and assumptions that affect the reported amounts of assets and liabilities as of
the balance sheet date and revenues and expenses for the period. Actual results
could differ significantly from those estimates. Material estimates that are
particularly susceptible to significant change in the near-term relate to the
determination of the allowance for loan losses, the valuation of real estate
acquired in connection with foreclosure or in satisfaction of loans and the
valuation of deferred tax assets.

All dollars in notes to consolidated financial statements are rounded to the
nearest thousand.

Description of Business
The Banks provide a full range of retail and commercial banking services for
consumers and small to medium size businesses primarily in South Georgia.
Lending and investing activities are funded primarily by deposits gathered
through its retail branch office network. Lending is concentrated in
agricultural, commercial and real estate loans to local borrowers. In
management's opinion, although the Banks have a high concentration of
agricultural and real estate loans, these loans are well collateralized and do
not pose an adverse credit risk. In addition, the balance of the loan portfolio
is sufficiently diversified to avoid significant concentration of credit risk.
Although the Banks have a diversified loan portfolio, a substantial portion of
borrowers' ability to honor their contracts is dependent upon the viability of
the real estate economic sector.

The success of Colony is dependent, to a certain extent, upon the economic
conditions in the geographic markets it serves. No assurance can be given that
the current economic conditions will continue. Adverse changes in the economic
conditions in these geographic markets would likely have a material adverse
effect on the Company's results of operations and financial condition The
operating results of Colony depend primarily on its net interest income.
Accordingly, operations are subject to risks and uncertainties surrounding the
exposure to changes in the interest rate environment.

Investment Securities
The Company records investment securities under Statement of Financial
Accounting Standards (SFAS) No. 115 Accounting for Certain Investments in Debt
and Equity Securities. Under the provisions of SFAS No. 115, the Company must
classify its securities as trading, available for sale or held to maturity.
Trading securities are purchased and held for sale in the near term. Securities
held to maturity are those which the Company has the ability and intent to hold
until maturity. All other securities not classified as trading or held to
maturity are considered available for sale.

Securities available for sale are measured at fair value with unrealized gains
and losses reported net of deferred taxes as a separate component of
stockholders' equity. Fair value represents an approximation of realizable value
as of September 30, 2001 and December 31, 2000. Realized and unrealized gains
and losses are determined using the specific identification method. Premiums and
discounts are recognized in interest income using the interest method over the
period to maturity.

Loans Held for Sale
Mortgage loans held for sale are reported at the lower of cost or market value.
The method used to determine this amount is the individual loan method.

Loans
Loans are generally reported at principal amount less unearned interest and
fees. Impaired loans are recorded under SFAS 114, Accounting by Creditors for
Impairment of a Loan and SFAS 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 120
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.

                                                                               7


(1) Summary of Significant Accounting Policies (continued)
- ----------------------------------------------------------

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.

Allowance for Loan Losses
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.

Management believes the allowance for possible loan losses is adequate. While
management uses available information to recognize losses on loans, future
additions to the allowance may be necessary based on changes in economic
conditions. In addition, various regulatory agencies, as an integral part of
their examination process, periodically review the Company's allowance for loan
losses. Such agencies may require the Company to recognize additions to the
allowance based on their judgment about information available to them at the
time of their examination.

Premises and Equipment
Premises and equipment are recorded at acquisition cost net of accumulated
depreciation.

Depreciation is charged to operations over the estimated useful lives of the
assets. The estimated useful lives and methods of depreciation are as follows:

Description                  Life in Years                    Method
- -----------                  -------------                    ------
Banking Premises                 15-40             Straight-Line and Accelerated
Furniture and Equipment           5-10             Straight-Line and Accelerated

Expenditures for major renewals and betterments are capitalized. Maintenance and
repairs are charged to operations as incurred. When property and equipment are
retired or sold, the cost and accumulated depreciation are removed from the
respective accounts and any gain or loss is reflected in other income or
expense.

Cash Flows
For reporting cash flows, cash and cash equivalents include cash on hand,
noninterest-bearing amounts due from banks and federal funds sold. Cash flows
from demand deposits, NOW accounts, savings accounts, loans and certificates of
deposit are reported net.

Income Taxes
Income taxes are provided for the tax effects of transactions reported in the
consolidated financial statements and consist of taxes currently due plus
deferred taxes. Deferred taxes are recognized for differences between the basis
of assets and liabilities for financial statement and income tax purposes. The
differences relate primarily to depreciable assets (use of different
depreciation methods for financial statement and income tax purposes) and
allowance for loan losses (use of the allowance method for financial statement
purposes and the experience method for tax purposes). The deferred tax assets
and liabilities represent the future tax return consequences of those
differences, which will either be taxable or deductible when the assets and
liabilities are recovered or settled.

Other Real Estate
Other real estate generally represents real estate acquired through foreclosure
and is initially recorded at the lower of cost or estimated market value at the
date of acquisition. Losses from the acquisitions of property in full or partial
satisfaction of debt are recorded as loan losses. Subsequent declines in value,
routine holding costs and gains or losses upon disposition are included in other
losses.

Comprehensive Income
Accounting principles generally require that recognized revenue, expenses, gains
and losses be included in net income. Certain changes in assets and liabilities,
such as unrealized gains and losses on securities available for sale, represent
equity changes from economic events of the period other than transactions with
owners and are not reported in the consolidated statement of income but as a
separate component of the equity section of the consolidated balance sheets.
Such items are considered components of other comprehensive income. Statement of
Financial Accounting Standards 130 requires the presentation in the financial
statements of net income and all items of other comprehensive income as total
comprehensive income.

                                                                               8


(1) Summary of Significant Accounting Policies (continued)
- ----------------------------------------------------------

Changes in Accounting Principles and Effects of New Accounting Pronouncements

In June 1998, the Financial Accounting Standards Board (FASB) issued Statement
of Financial Accounting Standard (SFAS) No. 133, Accounting for Derivative
Instruments and Hedging Activities, which establishes accounting and reporting
standards requiring that every derivative instrument (including certain
derivative instruments embedded in other contracts) be recorded in the balance
sheet as either an asset or liability measured at its fair value. The Statement
requires that changes in the derivative's fair value be recognized currently in
earnings unless specific hedge accounting criteria are met. Special accounting
for qualifying hedges allows a derivative's gain or loss to offset related
results on the hedged item in the income statement, and requires that a company
must formally document, designate and assess the effectiveness of transactions
that receive hedge accounting. In June 1999, the FASB issued SFAS No. 137,
Accounting for Derivative Instruments and Hedging Activities-Deferral of the
Effective Date of FASB Statement No. 133, which delays the original effective
date of SFAS No. 133 until fiscal year beginning after June 15, 2000. In June
2000, the FASB issued SFAS No. 138, Accounting for Certain Derivative
Instruments and Certain Hedging Activities an Amendment of FASB Statement No.
133, which addresses a limited number of issues causing implementation
difficulties for certain entities that apply Statement 133. Management does not
anticipate that the derivative statements will have a material effect, if any,
on the financial position and result of operations of Colony.

On July 20, 2001, the FASB issued SFAS No. 142, Goodwill and Other Intangible
Assets. This statement discontinues the practice of amortizing goodwill and
indefinite-lived intangible assets and initiates an annual review for
impairment. Impairment would be examined more frequently if certain indicators
are encountered. Intangible assets with a determinable useful life will continue
to be amortized over that period. The amortization provisions apply to goodwill
and intangible assets acquired after June 30, 2001. Goodwill and intangible
assets on the books at June 30, 2001 will be affected when the Company adopts
the statement. At this time, the Company has not determined what effect the
impairment tests of goodwill will be on earnings and the financial position of
the Company.

Restricted Stock - Unearned Compensation
In 1999, the board of directors of Colony Bankcorp, Inc. adopted a restricted
stock grant plan which awards certain executive officers common shares of the
Company. The maximum number of shares which may be subject to restricted stock
awards is 44,350. During 2000, 5,250 shares were issued and in 2001, 5,250
shares were issued under this plan. The shares are recorded at fair market value
(on the date granted) as a separate component of stockholder's equity. The cost
of these shares is being amortized against earnings using the straight-line
method over 3 years (the restriction period).

(2) Cash and Balances Due from Depository Institutions
- ------------------------------------------------------

Components of cash and balances due from depository institutions at September
30, 2001 and December 31, 2000 are as follows:



                                                      September 30, 2001    December 31, 2000
                                                      ------------------    -----------------
                                                                     
Cash on Hand and Cash Items                                    $  4,859             $  4,846
Noninterest-Bearing Deposits with Other Banks                     7,586               10,836
Interest-Bearing Deposits with Other Banks                        5,544                2,912
                                                               ---------            ---------
                                                               $ 17,989             $ 18,594
                                                               =========            =========



(3) Investment Securities

Investment securities as of September 30, 2001 are summarized as follows:

                                                                               9




                                                                 Gross     Gross
                                     Amortized  Unrealized  Unrealized      Fair
                                          Cost       Gains      Losses     Value
                                    -----------   --------    --------  --------
                                                               
Securities Available for Sale

U.S. Government Agencies
     Mortgage-Backed                $ 43,539   $  1,179    ($    16)   $ 44,702
     Other                             2,736        119           0       2,855
State, County & Municipal              9,158        168          (3)      9,323
Corporate Obligations                 17,625        926           0      18,551
Marketable Equity Securities           1,130          0        (174)        956
                                   ----------  ---------    --------- ----------
                                    $ 74,188   $  2,392    ($   193)   $ 76,387
                                   ==========  =========    ========= ==========

Securities Held to Maturity:
     State, County and Municipal    $    157   $      0     $     0    $    157
                                   ==========  ========     ========= ==========


The amortized cost and fair value of investment securities as of September 30,
2001, by contractual maturity, are shown below. Expected maturities will differ
from contractual maturities because issuers have the right to call or prepay
obligations with or without call or prepayment penalties.



                                                                      Securities
                                             -----------------------------------------------------------------
                                                  Available for Sale                 Held to Maturity
                                                  ------------------                 ----------------
                                             Amortized Cost    Fair Value     Amortized Cost       Fair Value
                                             --------------    ----------     --------------       -----------
                                                                                       
Due in One Year or Less                         $   301         $   305           $  0             $  0
Due After One Year Through Five Years             6,343           6,477              0                0
Due After Five Years Through Ten Years            3,830           3,961              0                0
Due After Ten Years                               1,420           1,435            157              157
                                                -------         -------           ----             ----
                                                 11,894          12,178            157              157

Corporate Obligations                            17,625          18,551              0                0
Marketable Equity Securities                      1,130             956              0                0
Mortgage-Backed Securities                       43,539          44,702              0                0
                                                -------         -------           ----             ----
                                                $74,188         $76,387           $157             $157
                                                =======         =======           ====             ====


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



                                                                    Gross         Gross
                                     Amortized    Unrealized   Unrealized          Fair
                                          Cost         Gains       Losses         Value
                                    -----------  ------------  -----------    ----------
                                                                    
Securities Available for Sale:
U.S. Government Agencies
     Mortgage-Backed Securities        $15,112          $  45         ($36)      $15,121
     Other                              35,509             57         (300)       35,266
State, County & Municipal                8,044             33          (57)        8,020
The Banker's Bank Stock                     50              0            0            50
Federal Home Loan Bank Stock             1,610                                    1,610
Marketable Equity Securities             1,130              0         (188)          942
Corporate Obligations                    9,007            206            0         9,213
                                       -------          -----       ------       -------
                                       $70,462          $ 341        ($581)      $70,222
                                       =======          =====       ======       =======

Securities Held to Maturity:
     State, County and Municipal       $   293          $   0          ($2)      $   291
                                       =======          =====       ======       =======



Proceeds from sales of investments available for sale were $13,670 during the
first nine months of 2001. Gross realized gains totaled $78 during the first
nine months of 2001. Gross realized losses totaled $14 during the first nine
months of 2001.

                                                                              10


Investment securities having a carry value approximating $36,777 and $32,658 as
of September 30, 2001 and December 31, 2000, respectively, were pledged to
secure public deposits and for other purposes.


(4) Loans
- ---------

The composition of loans as of September 30, 2001 and December 31, 2000 was as
follows:

                                        September 30, 2001   December 31, 2000
                                        ------------------   -----------------

Commercial, Financial and Agricultural             $50,568             $77,448
Real Estate - Construction                           7,572               5,961
Real Estate - Farmland                              28,947              23,411
Real Estate - Other                                282,200             207,396
Installment Loans to Individuals                    66,106              59,862
All Other Loans                                     17,643              13,929
                                                  --------            --------
                                                  $453,036            $388,007
                                                  ========            ========

Nonaccrual loans are loans for which principal and interest are doubtful of
collection in accordance with original loan terms and for which accruals of
interest have been discontinued due to payment delinquency. Nonaccrual loans
totaled $7,259 and $5,164 as of September 30, 2001 and December 31, 2000,
respectively. On September 30, 2001, the Company had 90 day past due loans with
principal balances of $630 and restructured loans with principal balances of
$583.


(5)  Allowance for Loan Losses
- ------------------------------

Transactions in the allowance for loan losses are summarized below for nine
months ended September 30, 2001 and September 30, 2000 as follows:

                                        September 30, 2001   September 30,2000
                                        ------------------   -----------------

Balance Beginning                                   $5,661              $4,682
     Provision Charged to Operating Expenses         1,112               1,834
     Loans Charged Off                                (951)             (1,275)
     Loan Recoveries                                   271                 193
                                                    ------              ------
Balance, ending                                     $6,093              $5,434
                                                    ======              ======



(6)  Premises and Equipment
- ---------------------------

Premises and equipment are comprised of the following as of September 30, 2001
and December 31, 2000:

                                        September 30, 2001   September 30,2000
                                        ------------------   -----------------


Land                                               $ 2,079             $ 1,769
Building                                            11,059              11,013
Furniture, Fixtures and Equipment                    9,261               8,771
Leasehold Improvements                                 262                 262
Construction in Progress                               967                  48
                                                   -------             -------
                                                    23,628              21,863
                                                   -------             -------

Accumulated Depreciation                            (8,831)             (7,816)
                                                   -------             -------
                                                   $14,797             $14,047
                                                   =======             =======

Depreciation charged to operations totaled $1,048 and $946 for September 30,
2001 and September 30, 2000 respectively.

Certain Company facilities and equipment are leased under various operating
leases. Rental expense approximated $113 and $117 for nine months ended
September 30, 2001 and 2000.

                                                                              11


Future minimum rental payments to be paid are as follows:

                Year Ending
                December 31                     Amount
                -----------                     ------
                       2001                      $149
                       2002                        96
                       2003                        69
                       2004                        10
                       2005                         1
                                                 ----
                                                 $325
                                                 ====

(7)  Income Taxes
- -----------------

The Company records income taxes under SFAS No. 109, Accounting for Income
Taxes, which requires an asset and liability approach to financial accounting
and reporting for income taxes. Deferred income tax assets and liabilities are
computed annually for differences between the financial statement and tax bases
of assets and liabilities that will result in taxable or deductible amounts in
the future based on enacted tax laws and rates applicable to the periods in
which the differences are expected to affect taxable income. Valuation
allowances are established when necessary to reduce deferred tax assets to the
amount expected to be realized. Income tax expense is the tax payable or
refundable for the period plus or minus the change during the period in deferred
tax assets and liabilities.

(8) Deposits
- ------------

Components of interest-bearing deposits as of September 30, 2001 and December
31, 2000 are as follows:

                                 September 30, 2001        December 31, 2000
                                 ------------------        -----------------

Interest-Bearing Demand                    $ 79,983                 $ 72,833
Savings                                      18,617                   13,072
Time, $100,000 and Over                     114,216                  111,875
Other Time                                  249,675                  213,583
                                           --------                 --------
                                           $462,491                 $411,363
                                           ========                 ========

The aggregate amount of short-term jumbo certificates of deposit, each with a
minimum denomination of one hundred thousand, was approximately $99,034 and
$99,263 as of September 30, 2001 and December 31, 2000, respectively.

As of September 30, 2001 and December 31, 2000, the scheduled maturities of
certificates of deposits are as follows:

         Maturity                  September 30, 2001     December 31, 2000
         --------                  ------------------     -----------------
         One Year and Under                  $300,380           $268,753
         One to Three Years                    51,975             46,016
         Three Years and Over                  11,536             10,689
                                             --------           --------
                                             $363,891           $325,458
                                             ========           ========

(9) Borrowed Money
    --------------

Borrowed money at September 30, 2001 and December 31, 2000 is summarized as
follows:

                                   September 30, 2001    December 31, 2000
                                   ------------------    -----------------
Federal Home Loan Bank Advances                $41,100             $23,800
First Port City Note Payable                       578                 674
The Banker's Bank Note Payable                     442                 612
                                               -------             -------
                                               $42,120             $25,086
                                               =======             =======

Advances from the Federal Home Loan Bank (FHLB) have maturities ranging from
2001 to 2010 and interest rates ranging from 2.64 percent to 6.98 percent. Under
the Blanket Agreement for Advances and Security Agreement with the FHLB,
residential first mortgage loans are pledged as collateral for the FHLB advances
outstanding.

First Port City note payable was renewed on January 29, 2000 with additional
funds added for an amount totaling $963. Annual principal payments of $96 are
due with interest paid quarterly at The Wall Street Prime minus one half
percent. The debt is secured by commercial real estate in downtown Fitzgerald,
which includes the parent company's facilities. Any unpaid balance is due
January 29, 2003.

                                                                              12


The Banker's Bank note payable was renewed on October 23, 2000 for $625 at a
rate of The Wall Street Prime minus one half percent. Payments are due monthly
with the entire unpaid balance due October 23, 2003. The debt is secured by all
furniture, fixtures, machinery, equipment and software of Colony Management
Services, Inc.

The aggregate stated maturities of borrowed money at September 30, 2001 are as
follows:

               Year                                      Amount
               ----                                      ------
               2001                                      $2,000
               2002                                      17,100
               2003                                       6,520
               2004                                       3,000
               2005 and Thereafter                       13,500
                                                        -------
                                                        $42,120
                                                        =======

(10) Profit Sharing Plan
- ------------------------

The Company has a profit sharing plan that covers substantially all employees
who meet certain age and service requirements. It is the Company's policy to
make contributions to the plan as approved annually by the board of directors.
The total provision for contributions to the plan was $369 for 2000, $328 for
1999 and $264 for 1998.


(11) Commitments and Contingencies
- ----------------------------------
In the normal course of business, certain commitments and contingencies are
incurred which are not reflected in the consolidated financial statements.
Commitments under standby letters of credit to U.S. addresses approximate $1,621
as of September 30, 2001 and $1,770 as of December 31, 2000. Unfulfilled loan
commitments as of September 30, 2001 and December 31, 2000 approximated $43,805
and $40,495 respectively. No losses are anticipated as a result of commitments
and contingencies.

Colony Bank Fitzgerald is currently constructing a new branch to be located in
the Warner Robins/Houston County market. The total estimated cost to complete
construction and furnish the facility is $1,200. At September 30, 2001 the bank
had paid approximately $13 of the total estimated cost.

(12) Regulatory Capital Matters
- -------------------------------

The amount of dividends payable to the parent company from the subsidiary banks
is limited by various banking regulatory agencies. The amount of cash dividends
available from subsidiaries for payment in 2001 without prior approval from the
banking regulatory agencies approximates $2,256. Upon approval by regulatory
authorities, the banks may pay cash dividends to the parent company in excess of
regulatory limitations.

The Company is subject to various regulatory capital requirements administered
by federal banking agencies. Failure to meet minimum capital requirements can
initiate certain mandatory and, possibly, additional discretionary actions by
regulators that, if undertaken, could have a direct material effect on the
Company's consolidated financial statements. Under capital adequacy guidelines
and the regulatory framework for prompt corrective action, the Company must meet
specific capital guidelines that involve quantitative measures of the Company's
assets, liabilities and certain off-balance sheet items as calculated under
regulatory accounting practices. The Company's capital amounts and
classifications are also subject to qualitative judgments by the regulators
about components, risk weightings and other factors.

Quantitative measures established by regulation to ensure capital adequacy
require the Company to maintain minimum amounts and ratios of total and Tier 1
capital to risk-weighted assets, and of Tier 1 capital to average assets. The
amounts and ratios as defined in regulations are presented hereafter. Management
believes, as of September 30, 2001, the Company meets all capital adequacy
requirements to which it is subject and is classified as well capitalized under
the regulatory framework for prompt corrective action. In the opinion of
management, there are no conditions or events since prior notification of
capital adequacy from the regulators that have changed the institution's
category.

                                                                              13




                                                                             To Be Well Capitalized
                                                            For Capital      Under Prompt Corrective
                                        Actual           Adequacy Purposes      Action Provisions
                                        ------           -----------------   -----------------------
                                  Amount      Ratio      Amount      Ratio       Amount       Ratio
                                  ------      -----      ------      -----       ------       -----
As of September 30, 2001
                                                                           
Total Capital
     to Risk-Weighted Assets     $48,622     10.30%     $37,758      8.00%      $47,197      10.00%
Tier 1 Capital
     to Risk-Weighted Assets      42,720      9.05%      18,879      4.00%       28,318       6.00%
Tier 1 Capital
     to Average Assets            42,720      7.44%      22,956      4.00%       28,695       5.00%

As of December 31, 2000

Total Capital
     to Risk-Weighted Assets     $44,990     10.88%     $33,068      8.00%      $41,335      10.00%
Tier 1 Capital
     to Risk-Weighted Assets      39,817      9.63%      16,534      4.00%       24,801       6.00%
Tier 1 Capital
     to Average Assets            39,817      7.80%      20,397      4.00%       25,496       5.00%


                                                                              14


(13) Financial Information of Colony Bankcorp, Inc. (Parent Only)
- -----------------------------------------------------------------

The parent company's balance sheets as of September 30, 2001 and December 31,
2000 and the related statements of income and comprehensive income and cash
flows are as follows:

                      COLONY BANKCORP, INC. (PARENT ONLY)
                                BALANCE SHEETS
           FOR PERIOD ENDED SEPTEMBER 30, 2001 AND DECEMBER 31, 2000



ASSETS                                                      Sept 30, 2001     Dec 31, 2001
                                                            -------------     ------------
                                                              (Unaudited)
                                                                        
Cash                                                             $     47         $      4
Investments in Subsidiaries at Equity                              44,252           39,875
Other                                                               1,322            1,354
                                                                 --------         --------
Totals Assets                                                    $ 45,621         $ 41,233
                                                                 ========         ========

LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
     Dividends Payable                                           $    266         $    266
     Notes and Debentures Payable                                     578              674
     Other                                                             80               83
                                                                 --------         --------
                                                                      924            1,023
Stockholders' Equity
     Common Stock, Par Value $1 a Share; Authorized 20,000,000
     Shares, Issued 4,445,526 and 4,440,276 Shares
     as of Sept 30, 2001 and December 31, 2000
     Respectively                                                   4,446            4,440
     Paid-In Capital                                               21,650           21,603
     Retained Earnings                                             17,278           14,436
     Restricted Stock - Unearned Compensation                         (69)             (47)
     Accumulated Other Comprehensive Income, Net of Tax             1,392             (222)
                                                                 --------         --------
Total Stockholders' Equity                                         44,697           40,210
                                                                 --------         --------
Total Liabilities and Stockholders' Equity                       $ 45,621         $ 41,233
                                                                 ========         ========


                                                                              15


(13) Financial Information of Colony Bankcorp, Inc. (Parent Only) (continued)
- -----------------------------------------------------------------------------

                      COLONY BANKCORP, INC. (PARENT ONLY)
                 STATEMENT OF INCOME AND COMPREHENSIVE INCOME
      FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND SEPTEMBER 30, 2000
                                  (UNAUDITED)



                                                                     Sept 30, 2001   Sept 30, 2000
                                                                     -------------   -------------
                                                                               
Income
     Dividends from Subsidiaries                                           $ 1,350         $ 1,656
     Other                                                                      50              54
                                                                           -------        --------
                                                                             1,400           1,710
                                                                           -------         -------
Expenses
     Interest                                                                   31              43
     Amortization                                                               14              14
     Other                                                                     711             584
                                                                           -------         -------
                                                                               756             641
                                                                           -------         -------

Income Before Taxes and Equity in Undistributed Earnings
          of Subsidiaries                                                      644           1,069
     Income Tax (Benefits)                                                    (236)           (190)
                                                                           -------         -------

Income Before Taxes and Equity in Undistributed Earnings of Subsidiaries       880           1,259
     Equity in Undistributed Earnings of Subsidiaries                        2,762           1,938
                                                                           -------         -------

Net Income                                                                   3,642           3,197
                                                                           -------         -------

Other Comprehensive Income, Net of Tax
     Gains (losses) on Securities Arising During Year                        1,656             490
     Reclassification Adjustment                                               (42)            326
                                                                           -------         -------

     Unrealized Gains (Losses) in Securities                                 1,614             816
                                                                           -------         -------

Comprehensive Income                                                       $ 5,256         $ 4,013
                                                                           =======         =======


(13) Financial Information of Colony Bankcorp, Inc. (Parent Only) (continued)
- -----------------------------------------------------------------------------

                                                                              16



                      COLONY BANKCORP, INC. (PARENT ONLY)
                            STATEMENT OF CASH FLOWS
      FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND SEPTEMBER 30, 2000
                                  (UNAUDITED)




                                                       Sept 30, 2001     Sept 30,2000
                                                       -------------     ------------
                                                                   
Cash Flows from Operating Activities
   Net Income                                               $  3,642         $  3,197
   Adjustments to Reconcile Net Income to Net Cash
   Provided from Operating Activities
     Depreciation and Amortization                                67               73
     Equity in Undistributed Earnings of Subsidiary           (2,762)          (1,938)
     Other                                                        11               (1)
                                                            --------         --------
                                                                 958            1,331
                                                            --------         --------
Cash Flows from Investing Activities
   Capital Infusion in Subsidiary                                  0           (1,000)
   Purchase of Premises and Equipment                            (19)               0
                                                            --------         --------
                                                                 (19)          (1,000)
                                                            --------         --------
Cash Flows from Financing Activities
   Dividends Paid                                               (800)            (554)
   Proceeds from Issuance of Common Stock                          0                0
   Principal Payments on Notes and Debentures                    (96)               0
   Proceeds from Notes and Debentures                              0                0
                                                            --------         --------
                                                                (896)            (554)
                                                            --------         --------

Increase (Decrease) in Cash and Cash Equivalents                  43             (223)
Cash and Cash Equivalents, Beginning                               4              247
                                                            --------         --------
Cash and Cash Equivalents, Ending                           $     47         $     24
                                                            ========         ========


(14) Legal Contingencies
- ------------------------

In the ordinary course business, there are various legal proceedings pending
against Colony and its subsidiaries. The aggregate liabilities, if any, arising
from such proceedings would not, in the opinion of management, have a material
adverse effect on Colony's consolidated financial position.

(15)  Stock Grant Plan
- ----------------------

On February 16, 1999, a restricted stock grant plan was approved by the Board.
The plan was adopted for the purpose of establishing incentives designed to
recognize, reward and retain executive employees whose performance, contribution
and skills are critical to the Company. The plan period commences February 16,
1999 and ends February 15, 2009 with the maximum number of shares subject to
restricted stock awards being 22,175 shares (44,350 shares after the two-for-one
stock split effective September 30, 1999). On January 3, 2000, the Company
issued 5,250 shares under the stock grant plan to increase the total outstanding
shares from 4,435,026 at December 31, 1999 to 4,440,276 at December 31, 2000 and
the Company issued 5,250 shares on January 2, 2001 to increase the total
outstanding shares to 4,445,526 at June 30, 2001.

                                                                              17


                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Liquidity and Capital Resources

Liquidity represents the ability to provide adequate sources of funds for
funding loan commitments and investment activities, as well as the ability to
provide sufficient funds to cover deposit withdrawals, payment of debt and
financing of operations. Converting assets to cash for these funds is primarily
with proceeds from collections on loans and maturities of investment securities
or by attracting and obtaining new deposits. In the nine month period ended
September 30, 2001, the Company was successful in meeting its liquidity needs by
increasing deposits 10.96% to $499,340,000 from deposits of $450,012,000 on
December 31, 2000, by reducing Federal Funds 13.26% to $18,801,000 from
$21,675,000 on December 31, 2000 and by increasing other borrowed money 67.90%
to $42,120,000 from $25,086,000 on December 31, 2000. Should the need arise; the
Company also maintains relationships with the Federal Home Loan Bank and several
correspondent banks that can provide funds on short notice.

The Company's liquidity position remained acceptable in the nine month period
ended September 30, 2001. Average liquid assets (cash and amounts due from
banks, interest-bearing deposits in other banks, funds due and securities)
represented 22.90 percent of average deposits in the nine month period ended
September 30, 2001 as compared to 25.38 percent of average deposits in the nine
month period ended September 30, 2000 and 25.22 percent for calendar year 2000.
Average loans represented 89.94 percent of average deposits in the nine month
period ended September 30, 2001 as compared to 88.08 percent in the nine month
period ended September 30, 2000 and 87.97 percent for calendar year 2000.
Average interest-bearing deposits were 83.29 percent of average earning assets
in the nine month period ended September 30, 2001 as compared to 82.43 percent
in the nine month period ended September 30, 2000 and 82.96 percent for calendar
year 2000.

The Company satisfies most of its capital requirements through retained
earnings. During the first three months of 2001, retained earnings provided
$994,000 of increase in equity. Additionally, equity had an increase of $765,000
resulting from the change during the quarter in unrealized gains on securities
available for sale, net of taxes and an increase of $10,000 resulting from the
stock grant plan. Thus, total equity increased by a net amount of $1,769,000 in
the three month period ended March 31, 2001. During the second quarter of 2001,
retained earnings provided $955,000 of increase in equity. Additionally, equity
had an increase of $65,000 resulting from the change during the quarter in
unrealized gains on securities available for sale, net of taxes and an increase
of $10,000 resulting from the stock grant plan. Thus, total equity increased by
a net amount of $1,030,000 in the three month period ended June 30, 2001. During
the third quarter of 2001, retained earnings provided $894,000 of increase in
equity. Additionally, equity had an increase of $784,000 resulting from the
change during the quarter in unrealized gains on securities available for sale,
net of taxes and an increase of $10,000 resulting from the stock grant plan.
Thus, total equity increased by a net amount of $1,688,000 in the three month
period ended September 30, 2001 and increased by a net amount of $4,487,000 in
the nine month period ended September 30, 2001. This compares to growth in
equity of $1,036,000 from retained earnings, $42,000 increase resulting from
changes in unrealized losses on securities and $6,000 increase resulting from
the stock grant plan, or total equity increase of $1,084,000 in the three month
period ended March 31, 2000. During the second quarter of 2000, retained
earnings provided $944,000 of increase in equity, the change in unrealized gains
on securities available for sale, net of taxes resulted in equity capital
increasing $11,000 and the change in stock grant plan resulted in a $6,000
increase. Thus, total equity increased by a net amount of $961,000 in the second
quarter of 2000. During the third quarter of 2000, retained earnings provided
$639,000 of increase in equity, the change in unrealized gains on securities
available for sale, net of taxes resulted in equity capital increasing $763,000
and the change in the stock grant plan resulted in a $6,000 increase. Thus,
total equity increased by a net amount of $1,408,000 in the third quarter of
2000 and by a net amount of $3,453,000 in the nine month period ended September
30, 2000. Total equity increased by a net amount of $5,199,000 for calendar year
2000.

As of September 30, 2001, the Company's capital totaled approximately
$44,697,000 and the only outstanding commitment for capital expenditures was by
a subsidiary bank for construction of a branch facility in Warner Robins/
Houston County. Total cost of the facility will be approximately $1,200,000 with
approximately $13,000 paid as of September 30, 2001 for construction completed.

The Federal Reserve Board and the FDIC have issued risk-based capital guidelines
for U. S. banking organizations. The objective of these efforts was to provide a
more uniform framework that is sensitive to differences in risk assets among
banking organizations. The guidelines define a two-tier capital framework. Tier
1 capital consists of common stock and qualifying preferred stockholders' equity
less goodwill. Tier 2 capital consists of certain convertible, subordinated and
other qualifying term debt and the allowance for loan losses up to 1.25 percent
of risk-weighted assets. The Company has no Tier 2 capital other than the
allowance for loan losses.

Using the capital requirements presently in effect, the Tier 1 ratio as of
September 30, 2001 was 9.05 percent and total Tier 1 and 2 risk-based capital
was 10.30 percent. Both of these measures compare favorably with the regulatory
minimum of 4 percent for Tier 1 and 8 percent for total risk-based capital. The
Company's Tier 1 leverage ratio was 7.44 percent as of September 30, 2001 which
exceeds the required ratio standard of 4 percent.

                                                                              18


In the nine month period ended September 30, 2001, average capital was
$42,333,000 representing 7.69 percent of average assets for the quarter. This
compares to 7.85 percent in the nine month period ended September 30, 2000 and
7.81 percent for calendar year 2000.

For the first three quarters of 2001, the Company paid quarterly dividends of
$0.06 per share or $0.18 for the first three quarters of 2001 compared to $0.04
per share for the first quarter of 2000 and $0.045 for the second and third
quarter of 2000 or $0.13 for the first three quarters of 2000. The dividend
payout ratio, defined, as dividends per share divided by net income per share,
was 21.95 percent in the nine month period ended September 30, 2001 as compared
to 18.06 percent in the nine month period ended September 30, 2000.

As of September 30, 2001, management was not aware of any recommendations by
regulatory authorities which if they were to be implemented, would have a
material effect on the Company's liquidity, capital resources or results of
operations. However, it is possible that examinations by regulatory authorities
in the future could precipitate additional loss charge-offs that could
materially impact the Company's liquidity, capital resources and results of
operations.

                             Results of Operations

The Company's results of operations are determined by its ability to effectively
manage interest income and expense, to minimize loan and investment losses, to
generate noninterest income and to control noninterest expense. Since market
forces and economic conditions beyond the control of the Company determine
interest rates, the ability to generate net interest income is dependent upon
the Company's ability to obtain an adequate spread between the rate earned on
earning assets and the rate paid on interest-bearing liabilities. Thus, the key
performance for net interest income is the interest margin or net yield, which
is taxable-equivalent net interest income divided by average earning assets.

                                  Net Income

Net income in the three month period ended September 30, 2001 was $1,160,000 as
compared to $839,000 in the three month period ended September 30, 2000, or an
increase of 38.26 percent while net income in the nine month period ended
September 30, 2001 was $3,642,000 as compared to $3,197,000 in the nine month
period ended September 30, 2000, or an increase of 13.92 percent. This increase
is primarily attributable to management effecting an $18 million bond swap
transaction during third quarter 2000 that resulted in a loss on sale of
securities of $494,000 pretax ($326,000 after tax). The company also realized
net interest margin compression that resulted from the U. S. Federal Reserve
lowering interest rates 350 basis points during the first nine months of 2001.
The company's net interest margin declined 52 basis points to 3.90 percent in
the nine month period ended September 30, 2001 compared to 4.42 percent in the
nine month period ended September 30, 2000. The negative impact of declining net
interest margins was offset by increased growth as Colony continues to
experience strong loan demand in both its established markets and its newer
markets. Operating income, which excludes the loss on sale of securities was
$1,160,000 for the quarter ended September 30, 2001 compared to $1,165,000 for
the same quarter a year ago. Operating income for the nine months ended
September 30, 2001 was $3,600,000 as compared to $3,523,000 for the same period
a year ago. On a fully diluted share basis, net income increased to $0.26 per
share in the three month period ended September 30, 2001 from $0.19 for the same
period in 2000, or an increase of 36.84 percent while net income increased to
$0.82 per share in the nine month period ended September 30, 2001 from $0.72 for
the same period in 2000, or an increase of 13.89 percent.

                              Net Interest Margin

The company's net interest margin decreased by 56 basis points to 3.83 percent
in third quarter 2001 as compared to 4.39 percent in third quarter 2000. The
company's net interest margin declined 52 basis points to 3.90 percent in the
nine month period ended September 30, 2001 compared to 4.42 percent for the same
period a year ago. The net interest margin compression was primarily
attributable to U. S. Federal Reserve lowering interest rates 350 basis points
during the first three quarters of 2001. Margin compression during the third
quarter was offset by an increase in average earning assets that resulted in net
interest income increasing by 2.46 percent to $5,120,000 in third quarter 2001
from $4,997,000 for the same period in 2000. Net interest income increased 4.53
percent to $14,983,000 in the nine month period ended September 30, 2001 from
$14,333,000 for the same period in 2000. Average earning assets increased to
$518,562,000 in the nine month period ended September 30, 2001 from $438,170,000
for the same period a year ago. For the nine months ended September 30, 2001
compared to the same period in 2000, average loans increased by $72,021,000 or
20.62 percent, average funds sold decreased by $649,000 or 4.31 percent, average
investment securities increased by $11,328,000 or 17.60 percent, average
interest-bearing deposits in other banks decreased by $4,232,000 or 44.68
percent and average interest-bearing other assets increased $1,924,000 or 100.00
percent resulting in a net increase in average earning assets of $80,392,000 or
18.35 percent.

The net increase in average assets was funded by a net increase in average
deposits of 18.13 percent to $468,423,000 in the nine month period ended
September 30, 2001 from $396,548,000 for the same period a year ago. Average
interest-bearing deposits increased by 19.58 percent to $431,917,000 in the nine
month period ended September 30, 2001 compared to $361,194,000 for the

                                                                              19


same period a year ago, while average noninterest-bearing deposits increased
3.26 percent to $36,506,000 in the nine month period ended September 30, 2001
compared to $35,354,000 for the same period a year ago. Average noninterest-
bearing deposits represented 7.79 percent of average total deposits in the nine
month period ended September 30, 2001 as compared to 8.92 percent for the same
period a year ago and 8.52 percent for calendar year 2000.

Interest expense increased in the three month period ended September 30, 2001 by
$576,000 compared to the same period a year ago and increased by $3,721,000 in
the nine month period ended September 30, 2001 compared to the same period in
2000. The increase is primarily attributable to the increase in average
interest-bearing deposits to $431,917,000 in the nine month period ended
September 30, 2001 compared to $361,194,000 for the same period in 2000. The
combination of the increase in average earning assets and the decrease in the
net interest margin resulted in an increase of net interest income of $123,000
in the three month period ended September 30, 2001 compared to the same period a
year ago and an increase of net interest income of $650,000 in the nine month
period ended September 30, 2001 compared to the same period a year ago.

                           Provision for Loan Losses

The allowance for loan losses represents a reserve for potential losses in the
loan portfolio. The adequacy of the allowance for loan losses is evaluated
periodically based on a review of all significant loans, with a particular
emphasis on nonaccruing, past due and other loans that management believes
require attention.

The provision for loan losses is a charge to earnings in the current period to
replenish the allowance for loan losses and maintain it at a level management
has determined to be adequate. The provision for loan losses was $453,000 in the
three month period ended September 30, 2001 as compared to $752,000 in the three
month period ended September 30, 2000, representing a decrease of $299,000 or
39.76 percent. The provision for loan losses was $1,112,000 in the nine month
period ended September 30, 2001 as compared to $1,834,000 in the nine month
period ended September 30, 2000, representing a decrease of $722,000 or 39.37
percent. Net loan charge-offs represented 54.75 percent of the provision for
loan losses in the three month period ended September 30, 2001 as compared to
53.86 percent for the same period a year ago and represented 61.15 percent in
the nine month period ended September 30, 2001 as compared to 59.00 percent for
the same period a year ago. Net loan charge-offs in the nine month period ended
September 30, 2001 were 0.16 percent of average loans, down from 0.31 percent
for the same period a year ago. During the first nine months of 2001 and 2000, a
net of $680,000 and $1,082,000, respectively, was charged-off. The leveling off
of loan charge-offs results from management's effort the past several years to
improve credit quality and to eliminate weak and marginal credits. As of
September 30, 2001, the allowance for loan losses was 1.34 percent of total
loans outstanding as compared to an allowance for loan losses of 1.44 percent of
total loans outstanding as of September 30, 2000. The loan loss reserve of 1.34
percent of total loans outstanding provided coverage of 71.92 percent of
nonperforming loans and 61.88 percent of nonperforming assets as of September
30, 2001 compared to 103.60 percent and 97.14 percent, respectively as of
September 30, 2000. The determination of the reserve rests upon management's
judgment about factors affecting loan quality and assumptions about the economy.
Management considers the September 30, 2001 allowance for loan losses adequate
to cover potential losses in the loan portfolio.

                              Noninterest Income

Noninterest income consists primarily of service charges on deposit accounts.
Service charges on deposit accounts totaled $754,000 in third quarter 2001
compared to $694,000 in third quarter 2000 or an increase of 8.65 percent and
totaled $2,201,000 in nine months ended September 30, 2001 compared to
$1,876,000 in the same period a year ago, or an increase of 17.32 percent. This
increase is attributable to the increase in noninterest-bearing and
interest-bearing demand deposit accounts and increased fee income associated
with the mortgage company. All other noninterest income increased to $236,000 in
third quarter 2001 from ($295,000) a year ago, or a 180.00 percent increase,
while all other noninterest income increased to $823,000 in the nine month
period ended September 30, 2001 from $205,000 a year ago, or an increase of
301.46 percent. The primary increase in noninterest income is attributable to
$64,000 gain on bonds sold in first nine months of 2001 and ($494,000) loss on
bonds sold in the same period a year ago. Thus, total noninterest income in
third quarter 2001 was $990,000 compared to $399,000 in third quarter 2000, or
an increase of 148.12 percent and was $3,024,000 in nine months ended September
30, 2001 compared to $2,081,000 in the same period a year ago, or an increase of
45.31 percent.

                              Noninterest Expense

Noninterest expense increased by 14.51 percent to $3,899,000 in three months
ended September 30, 2001 from 3,405,000 in the same period a year ago and
increased by 15.62 percent to $11,377,000 in nine months ended September 30,
2001 from $9,840,000 in the same period a year ago. Salaries and employee
benefits increased 9.61 percent to $2,087,000 in third quarter 2001 from
$1,904,000 in third quarter 2000 and increased 14.03 percent to $6,249,000 in
nine months ended September 30, 2001 from $5,480,000 in the same period a year
ago. These increases are primarily due to increased staffing with two new
branches opened in Summer 2001 and two new branches opened in Fall 2000.
Occupancy and equipment expense increased by 11.46 percent to $720,000 in third
quarter 2001 from $646,000 in third quarter 2000 and by 17.96 percent to
$2,043,000 in nine months ended September 30, 2001 from $1,732,000 in the same
period a year ago. The increases are primarily due to additional depreciation
and occupancy expense with the new offices

                                                                              20


opened during 2000 and 2001. All other noninterest expense increased 27.72
percent to $1,092,000 in third quarter 2001 from $855,000 in third quarter 2000
and by 17.39 percent to $3,085,000 in nine months ended September 30, 2001 from
$2,628,000 in the same period a year ago. Other increases in noninterest expense
are primarily attributable to expenses incurred in opening the new offices.

                              Income Tax Expense

Income before taxes increased by $519,000 to $1,758,000 in third quarter 2001
from $1,239,000 in third quarter 2000 and by $778,000 to $5,518,000 in nine
months ended September 30, 2001 from $4,470,000 in the same period a year ago.
Income tax expense increased 49.50 percent to $598,000 in third quarter 2001
from $400,000 in third quarter 2000 and by 21.58 percent to $1,876,000 in nine
months ended September 30, 2001 from $1,543,000 in the same period a year ago.
Income tax expense as a percentage of income before taxes was 34.02 percent in
third quarter 2001 compared to 32.28 percent in third quarter 2000, or an
increase of 5.39 percent while income tax expense as a percentage of income
before taxes was 34.00 percent in nine months ended September 30, 2001 compared
to 32.55 percent in the same period a year ago, or an increase of 4.45 percent.

                                Future Outlook

Colony is an emerging company operating in an industry filled with nonregulated
competitors and a rapid pace of consolidation. The year brings with it new
opportunities for growth in our existing markets, as well as opportunities to
expand into new markets through branch acquisitions and branching. Colony
completed two new branches in 2000, which are located in Moultrie and Soperton,
Georgia. In addition Colony acquired Georgia First Mortgage Company located in
Albany, Georgia during 2000. For 2001, Colony has opened two new branches, one
located in the Dougherty/Lee County market and the other located in the Warner
Robins market. Additionally, the Company announced in October, 2001 the signing
of a definitive agreement to acquire Quitman Bancorp, Inc. located in
Quitman/Brooks County, Georgia. This acquisition is expected to close by April,
2002. Quitman Bancorp with $65 million in assets as of September 30, 2001, is a
unitary thrift holding company that operates one subsidiary, Quitman Federal
Savings Bank, through a single branch in Quitman. Quitman Federal has
approximately $55 million in deposits and for fiscal year-end 2000 earned $272
thousand and for fiscal year-end 1999 earned $348 thousand.


                                   Liquidity

The Company's goals with respect to liquidity are to ensure that sufficient
funds are available to meet current operating requirements and to provide
reserves against unforeseen liquidity requirements. Management continuously
reviews the Company's liquidity position, which is maintained on a basis
consistent with established internal guidelines and the tests and reviews of the
various regulatory authorities. The Company's primary liquidity sources at
September 30, 2001 included cash, due from banks, federal funds and short-term
investment securities. The Company also has the ability, on a short-term basis,
to borrow funds from Federal Home Loan Bank and correspondent banks. The mix of
asset maturities contributes to the company's overall liquidity position.

                             Certain Transactions

In the normal course of business, officers and directors of the Banks, and
certain business organizations and individuals associated with them, maintain a
variety of banking relationships with the bank. Transactions with senior
officers and directors are made on terms comparable to those available to other
bank customers.

                          Forward-Looking Statements

This document contains statements that constitute "forward-looking statements"
within the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. The words
"believe," "estimate," "expect," "intend," "anticipate" and similar expressions
and variations thereof identify certain of such forward-looking statements,
which speaks only as of the dates which they were made. The Company undertakes
no obligation to publicly update or revise any forward-looking statements,
whether as a result of new information, future events, or otherwise. Users are
cautioned that any such forward-looking statements are not guarantees of future
performance and involve risks and uncertainties, and that actual results may
differ materially from those indicated in the forward-looking statements as a
result of various factors. Users are therefore cautioned not to place undue
reliance on these forward-looking statements.


                                   BUSINESS

General

                                                                              21


The Company was organized in 1983 as a bank holding company through the merger
of Colony Bank of Fitzgerald with a subsidiary of the Company. Since that time,
Colony Bank of Fitzgerald, which was formed by principals of Colony Bankcorp,
Inc. in 1976, has operated as a wholly-owned subsidiary of the Company. In April
1984, Colony Bankcorp, Inc. acquired Colony Bank Wilcox, and in November 1984,
Colony Bank Ashburn became a wholly-owned subsidiary of Colony Bankcorp, Inc.
Colony Bankcorp, Inc. continued its growth with the acquisition of Colony Bank
of Dodge County in September 1985. In August 1991, Colony Bankcorp, Inc.
acquired Colony Bank Worth. In November 1996, Colony Bankcorp, Inc. acquired
Colony Bank Southeast and in November 1996 formed a non-bank subsidiary Colony
Management Services, Inc.

Through its six subsidiary banks, Colony Bankcorp, Inc. operates a full-service
banking business and offers a broad range of retail and commercial banking
services including checking, savings, NOW accounts, money market and time
deposits of various types; loans for business, agriculture, real estate,
personal uses, home improvement and automobiles; credit card; letters of credit;
investment and discount brokerage services; IRA's; safe deposit box rentals,
bank money orders; electronic funds transfer services, including wire transfers
and automated teller machines and internet accounts. Each of the Banks is a
state chartered institution whose customer deposits are insured up to applicable
limits by the Federal Deposit Insurance Corporation.

On April 2, 1998, the Company was listed on Nasdaq National Market. The
Company's common stock trades on the Nasdaq Stock Market under the symbol
"CBAN". The Company presently has approximately 1,150 shareholders as of
September 30, 2001. "The Nasdaq Stock Market" or "Nasdaq" is a highly-regulated
electronic securities market comprised of competing Market Makers whose trading
is supported by a communications network linking them to quotation
dissemination, trade reporting and order execution systems. This market also
provides specialized automation services for screen-based negotiations of
transactions, on-line comparison of transactions, and a range of informational
services tailored to the needs of the securities industry, investors and
issuers. The Nasdaq Stock Market is operated by The Nasdaq Stock Market, Inc., a
wholly-owned subsidiary of the National Association of Securities Dealers, Inc.


                          PART II- OTHER INFORMATION



ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K

A.   Exhibits - None

B.   There have been no reports filed on Form 8-K for the quarter ended
     September 30, 2001.


                                   SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                              COLONY BANKCORP, INC.

November 2, 2001              /s/ James D. Minix
- -------------------           ---------------------------------------------
Date                          James D. Minix, President and Chief Executive
                              Officer

                              /s/ Terry L. Hester
                              ---------------------------------------------
                              Terry L. Hester, Executive Vice President And
                              Chief Financial Officer

                                                                              22