Gainesville,Ga.-based Peach State Bank & Trusthas applied with the Federal Reserve Bank of Atlanta to form a bank holding companythat will be called Peach State Bancshares Inc.

All outstandingcommon shares of the bank will be exchanged 1:1 for shares of Peach State Bancshares,which will then become sole shareholder of the bank.

The bank has10 million authorized common shares, $5.00 par value, of which 2,320,523 are issuedand outstanding, as well as 2 million shares of authorized preferred stock.

The proposedreorganization also does not involve any debt refinancing. No changes to the bank'sbylaws, location, capital structure, board and management are expected as a resultof the reorganization.