FORM 8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 2031, 2005

Summit Bank Corporation

(Exact name of registrant as specified in its charter)

Georgia 0-21267 58-1722476

Georgia	0-21267	58-1722476
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

(State or other jurisdiction (Commission (IRS Employer

4360 Chamblee-Dunwoody Road, Atlanta, GA	30341
(Address of principal executive offices)	(Zip Code)

ofRegistrant’s incorporation) File Number) Identificationtelephone ~~No.~~number, including area code: (770) 454-0440

~~4360~~(Former name ~~Chamblee-Dunwoody~~or ~~Road,~~former ~~Atlanta~~address, GAif ~~30341~~changed since last report)

~~(Address~~Check ofthe appropriate ~~principal~~box below if the Form 8-K filing is intended to simultaneously ~~executive~~satisfy ~~offices) (Zip~~the filing obligation of the registrant under any of the following ~~Code)~~provisions:

~~Registrant's~~o ~~telephone~~Written ~~number,~~communications ~~including~~pursuant ~~area~~to ~~code:~~ Rule 425 under the Securities Act (~~770~~17 CFR 230.425) ~~454-0440~~

~~__________________________________________________________________~~o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

~~(Former~~o ~~name~~Pre-commencement orcommunications ~~former~~pursuant ~~address,~~to ifRule ~~changed~~14d-2(b) ~~since~~under ~~last report~~the Exchange Act (17 CFR 240.14d-2(b))

~~Check~~o ~~the~~Pre-commencement ~~appropriate~~communications ~~box~~pursuant ~~below if the Form 8‑K filing is intended~~ to ~~simultaneously~~Rule ~~satisfy~~13e-4(c) ~~the~~under ~~filing obligation of~~ the ~~registrant under~~Exchange ~~any~~Act of(17 ~~the~~CFR ~~following provisions:~~240.13e-4(c))

~~o Written communications~~Item ~~pursuant~~1.01 toEntry ~~Rule~~into ~~425~~a ~~under~~Material ~~the~~Definitive ~~Securities Act (17 CFR 230.425)~~Agreement

~~o Soliciting~~On ~~material~~May 31, ~~pursuant~~2005, toSummit ~~Rule~~Bank ~~14a-12~~Corporation ~~under~~and its bank subsidiary, Summit National Bank, entered into a Change of Control Agreement with its Executive Vice President and Chief Financial Officer, Thomas J. Flournoy. The agreement provides that in the ~~Exchange~~event ~~Act~~of his involuntary termination without cause or an adverse change in his position or compensation resulting from a change in the control of the Company (17as defined in the agreement), Mr. ~~CFR 240~~Flournoy will be entitled to receive an amount equal to 100% of his annual base salary and all of his stock options will immediately vest in full.~~14a‑12)~~ The agreement has a continuing three-year term, with any party being entitled to fix the remaining term at three years, with no further extensions, at any time. This description is qualified in its entirety by the text of the agreement, which is attached as Exhibit 10.1.

~~o Pre-commencement~~Item ~~communications pursuant~~9.01 toFinancial ~~Rule~~Statements ~~14d‑2(b)~~and ~~under the Exchange Act (17 CFR 240.14d‑2(b))~~Exhibits

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e‑4(c))

	Exhibit		Description

	10.1		Change of Control Agreement dated May 31, 2005 among Summit Bank Corporation, Summit National Bank and Thomas J. Flournoy.

~~Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers~~2

On May 20, 2005, the Company announced the appointment of its new Executive Vice President and Chief Financial Officer, Thomas J. Flournoy. His employment will be effective as of May 31, 2005. A copy of the related press release is furnished as Exhibit 99.1 hereto.*SIGNATURE

~~Mr. Flournoy's annual base salary~~Pursuant ~~will~~to bethe ~~$125,000,~~requirements ~~with a signing bonus~~ of ~~$10,000~~the ~~and~~Securities ~~reimbursement~~Exchange ~~for reasonable~~Act ~~relocation~~of ~~expenses~~1934, ~~50%~~the ofRegistrant ~~real estate commissions in connection~~has ~~with~~duly ~~the~~caused ~~sale~~this ofReport ~~his residence, and up~~ to ~~90 days of temporary housing. He will~~ be ~~eligible~~signed ~~for the Bank's executive bonus program~~ on aits ~~prorated~~behalf ~~basis~~by ~~and eligible for~~ the ~~Bank's~~undersigned ~~medical,~~hereunto duly ~~dental and life insurance benefits~~authorized.

___________________

Date: June 2, 2005	SUMMIT BANK CORPORATION


	By:	/s/ Thomas J. Flournoy
		Thomas J. Flournoy
		Executive Vice President and Chief Financial Officer

* The exhibit furnished herewith shall not be deemed "filed" for purposes of liability under Section 18 of the Securities Exchange Act of 1934, as amended.3

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: May 20, 2005 SUMMIT BANK CORPORATION

By: /s/ Pin Pin Chau

Pin Pin Chau

Chief Executive Officer

EXHIBIT 99.1

SUMMIT BANK CORPORATION (NASDAQ: SBGA) Contact: Pin Pin Chau

FOR IMMEDIATE RELEASE pchau@summitbk.com

770-454-0400

SUMMIT BANK CORPORATION APPOINTS THOMAS J. FLOURNOY, CPA CHIEF FINANCIAL OFFICER

May 20, 2005-(Atlanta, Georgia)-Summit Bank Corporation (SBGA), parent company of The Summit National Bank, announces that effective May 31, 2005, Thomas J. Flournoy, CPA, will become Executive Vice President and Chief Financial Officer of Summit Bank Corporation and The Summit National Bank.

Born in Marietta Georgia and raised in Indiana, Mr. Flournoy graduated from Ball State University, Muncie, IN with a Bachelor of Science degree in Accounting. He has more than 26 years of banking experience and is currently Executive Vice President and Chief Financial Officer of MFB Corporation (MFBC).

"We are delighted that Tom Flournoy has decided to join our management team" said Pin Pin Chau, Chief Executive Office. "Tom's skill set and many years of financial and banking experience will be an asset to Summit, and we are looking forward to having him on board."

Summit Bank Corporation is the parent company of The Summit National Bank, a nationally chartered full-service community bank specializing in the small business and international trade finance markets. It currently operates six branches in the metropolitan Atlanta area and two in the South Bay area of San Francisco, California. Summit maintains a Representative Office in Shanghai, China.

This release contains forward-looking statements including statements relating to present or future trends or factors generally affecting the banking industry and specifically affecting Summit's operations, markets and products. Without limiting the foregoing, the words "believes," "anticipates," "intends," "expects," or similar expressions are intended to identify forward-looking statements. These forward-looking statements involve risks and uncertainties. Actual results could differ materially from those projected for many reasons, including, without limitation, changing events and trends that have influenced Summit's assumptions, but that are beyond Summit's control. These trends and events include (i) changes in the interest rate environment which may reduce margins, (ii) not achieving expected growth, (iii) less favorable than anticipated changes in the international, national and local business environments and securities markets, (iv) adverse changes in the regulatory requirements affecting Summit, (v) greater competitive pressures among financial institutions in Summit's markets and (vi) greater loan losses than historic levels. Additional information and other factors that could affect future financial results are included in Summit's filings with the Securities and Exchange Commission.

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