##### Table of Contents

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U.S. Securities and Exchange Commission

Washington, D.C. 20549



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Form 10-Q



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|x | Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934
|- | ---------------------------------------------------------------------------------

For the quarterly period ended June 30, 2006



| ̈ | Transition Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934
|- | ----------------------------------------------------------------------------------

For the transition period ended

Commission File Number 000-50400



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New Century Bancorp, Inc.

(Exact
name of Registrant as specified in its charter)



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|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|North Carolina                                                 |  | 20-0218264                          
|(State or other jurisdiction of incorporation or organization) |  | (I.R.S. Employer Identification No.)



|                                              |  |           
|--------------------------------------------- |  | ----------
|700 W. Cumberland Street Dunn, North Carolina |  | 28334     
|(Address of principal executive offices)      |  | (Zip Code)

Registrants telephone number, including area code (910) 892-7080

Securities Registered Pursuant to Section 12(g) of the Exchange Act:

Common Stock, $1 Par Value



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Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 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 by check mark whether or not the Registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer (as defined by Rule 12b-2 of the Exchange Act).

Large accelerated filer ̈Accelerated Filer ̈Non-accelerated filer  x

Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange
Act).    Yes ̈No  x

As of August 11, 2006, the Registrant had outstanding 5,409,561 shares of Common Stock, $1 par value per share.



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##### Table of Contents

|         |  |                                                                                                |  |         
|-------- |  | ---------------------------------------------------------------------------------------------- |  | --------
|         |  |                                                                                                |  | Page No.
|Part I.  |  | FINANCIAL INFORMATION                                                                          |  |         
|         |  |                                                                                               
|Item 1 - |  | Consolidated Financial Statements (Unaudited)                                                  |  |         
|         |  |                                                                                               
|         |  | Consolidated Balance Sheets June 30, 2006 and December 31, 2005                                |  | 3       
|         |  |                                                                                               
|         |  | Consolidated Statements of Operations Three Months and Six Months Ended June 30, 2006 and 2005 |  | 4       
|         |  |                                                                                               
|         |  | Consolidated Statements of Cash Flows Six Months Ended June 30, 2006 and 2005                  |  | 5       
|         |  |                                                                                               
|         |  | Notes to Consolidated Financial Statements                                                     |  | 6       
|         |  |                                                                                               
|Item 2 - |  | Managements Discussion and Analysis of Financial Condition and Results of Operations          |  | 11      
|         |  |                                                                                               
|Item 3 - |  | Quantitative and Qualitative Disclosures about Market Risk                                     |  | 18      
|         |  |                                                                                               
|Item 4 - |  | Controls and Procedures                                                                        |  | 19      
|         |  |                                                                                               
|Part II. |  | Other Information                                                                              |  |         
|         |  |                                                                                               
|Item 4 - |  | Submission of Matters to a Vote of Security Holders                                            |  | 20      
|         |  |                                                                                               
|Item 6 - |  | Exhibits                                                                                       |  | 20      



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##### Table of Contents

PART I. FINANCIAL INFORMATION

Item 1 - Financial Statements

NEW CENTURY BANCORP, INC.

CONSOLIDATED BALANCE SHEETS



|                                                                                                                                                                     |  |                                                |         |   |                   |   |         |  
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ---------------------------------------------- | ------- | - | ----------------- | - | ------- | -
|                                                                                                                                                                     |  | June 30, 2006(Unaudited)                       |         |   | December 31,2005* |  
|                                                                                                                                                                     |  | (In thousands, except shareand per share data) |        
|ASSETS                                                                                                                                                               |  |                                                |         |   |                   |   |         |  
|                                                                                                                                                                     |  |                                               
|Cash and due from banks                                                                                                                                              |  | $                                              | 7,611   |   |                   | $ | 8,453   |  
|Interest-earning deposits in other banks                                                                                                                             |  |                                                | 1,021   |   |                   |   | 3,284   |  
|Federal funds sold                                                                                                                                                   |  |                                                | 30,224  |   |                   |   | 44,744  |  
|Investment securities available for sale, at fair value                                                                                                              |  |                                                | 45,555  |   |                   |   | 41,604  |  
|Loans held for sale                                                                                                                                                  |  |                                                | 320     |   |                   |   | 5,182   |  
|Loans                                                                                                                                                                |  |                                                | 347,796 |   |                   |   | 321,670 |  
|Allowance for loan losses                                                                                                                                            |  |                                                | (5,749  | ) |                   |   | (5,298  | )
|                                                                                                                                                                     |  |                                                |         |   |                   |   |         |  
|NET LOANS                                                                                                                                                            |  |                                                | 342,367 |   |                   |   | 321,554 |  
|                                                                                                                                                                     |  |                                               
|Accrued interest receivable                                                                                                                                          |  |                                                | 2,240   |   |                   |   | 2,072   |  
|Stock in Federal Home Loan Bank of Atlanta, at cost                                                                                                                  |  |                                                | 1,218   |   |                   |   | 1,094   |  
|Stock in The Bankers Bank                                                                                                                                            |  |                                                | 51      |   |                   |   | 51      |  
|Foreclosed real estate                                                                                                                                               |  |                                                | 101     |   |                   |   | 443     |  
|Premises and equipment                                                                                                                                               |  |                                                | 6,048   |   |                   |   | 6,018   |  
|Bank owned life insurance                                                                                                                                            |  |                                                | 4,872   |   |                   |   | 4,186   |  
|Other assets                                                                                                                                                         |  |                                                | 3,614   |   |                   |   | 2,864   |  
|                                                                                                                                                                     |  |                                                |         |   |                   |   |         |  
|TOTAL ASSETS                                                                                                                                                         |  | $                                              | 444,922 |   |                   | $ | 436,367 |  
|                                                                                                                                                                     |  |                                                |         |   |                   |   |         |  
|LIABILITIES AND SHAREHOLDERS EQUITY                                                                                                                                 |  |                                                |         |   |                   |   |         |  
|                                                                                                                                                                     |  |                                               
|Deposits:                                                                                                                                                            |  |                                                |         |   |                   |   |         |  
|Demand                                                                                                                                                               |  | $                                              | 56,073  |   |                   | $ | 53,315  |  
|Savings                                                                                                                                                              |  |                                                | 41,918  |   |                   |   | 10,253  |  
|Money market and NOW                                                                                                                                                 |  |                                                | 31,817  |   |                   |   | 69,280  |  
|Time                                                                                                                                                                 |  |                                                | 247,986 |   |                   |   | 234,155 |  
|                                                                                                                                                                     |  |                                                |         |   |                   |   |         |  
|TOTAL DEPOSITS                                                                                                                                                       |  |                                                | 377,794 |   |                   |   | 367,003 |  
|                                                                                                                                                                     |  |                                               
|Short term debt                                                                                                                                                      |  |                                                | 9,519   |   |                   |   | 11,743  |  
|Long term debt                                                                                                                                                       |  |                                                | 20,372  |   |                   |   | 22,372  |  
|Accrued interest payable                                                                                                                                             |  |                                                | 569     |   |                   |   | 486     |  
|Accrued expenses and other liabilities                                                                                                                               |  |                                                | 1,399   |   |                   |   | 1,789   |  
|                                                                                                                                                                     |  |                                                |         |   |                   |   |         |  
|TOTAL LIABILITIES                                                                                                                                                    |  |                                                | 409,653 |   |                   |   | 403,393 |  
|                                                                                                                                                                     |  |                                                |         |   |                   |   |         |  
|Commitments (Note B)                                                                                                                                                 |  |                                                |         |   |                   |   |         |  
|                                                                                                                                                                     |  |                                               
|Shareholders Equity                                                                                                                                                 |  |                                                |         |   |                   |   |         |  
|Common stock, $1 par value, 10,000,000 shares authorized; 4,257,986 and 4,241,040 shares issued and outstanding at June 30, 2006 and
December 31, 2005, respectively |  |                                                | 4,258   |   |                   |   | 4,241   |  
|Additional paid-in capital                                                                                                                                           |  |                                                | 21,374  |   |                   |   | 21,196  |  
|Retained earnings                                                                                                                                                    |  |                                                | 10,155  |   |                   |   | 7,814   |  
|Accumulated other comprehensive loss                                                                                                                                 |  |                                                | (518    | ) |                   |   | (277    | )
|                                                                                                                                                                     |  |                                                |         |   |                   |   |         |  
|TOTAL SHAREHOLDERS EQUITY                                                                                                                                           |  |                                                | 35,269  |   |                   |   | 32,974  |  
|                                                                                                                                                                     |  |                                                |         |   |                   |   |         |  
|TOTAL LIABILITIES AND SHAREHOLDERS EQUITY                                                                                                                           |  | $                                              | 444,922 |   |                   | $ | 436,367 |  
|                                                                                                                                                                     |  |                                                |         |   |                   |   |         |  

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|* | Derived from audited consolidated financial statements.
|- | -------------------------------------------------------



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##### Table of Contents

NEW CENTURY BANCORP, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)



|                                                                |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|--------------------------------------------------------------- |  | ----------------------------------------------- | --------- | ------------------------- | - | --------- |  | ---- | --------- |  | - | ---------
|                                                                |  | Three Months EndedJune 30,                      |           | Six Months Ended June 30,
|                                                                |  | 2006                                            |           | 2005                      |   | 2006      |  | 2005
|                                                                |  | (In thousands, except share and per share data)
|INTEREST INCOME                                                 |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|Loans                                                           |  | $                                               | 7,213     |                           | $ | 5,333     |  | $    | 13,959    |  | $ | 10,071   
|Federal funds sold and interest-earning deposits in other banks |  |                                                 | 483       |                           |   | 265       |  |      | 965       |  |   | 400      
|Investments                                                     |  |                                                 | 531       |                           |   | 274       |  |      | 957       |  |   | 532      
|                                                                |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|TOTAL INTEREST INCOME                                           |  |                                                 | 8,227     |                           |   | 5,872     |  |      | 15,881    |  |   | 11,003   
|                                                                |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|INTEREST EXPENSE                                                |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|Money market, NOW and savings deposits                          |  |                                                 | 517       |                           |   | 188       |  |      | 994       |  |   | 346      
|Time deposits                                                   |  |                                                 | 2,795     |                           |   | 1,965     |  |      | 5,257     |  |   | 3,468    
|Short term debt                                                 |  |                                                 | 101       |                           |   | 22        |  |      | 194       |  |   | 43       
|Long term debt                                                  |  |                                                 | 306       |                           |   | 245       |  |      | 595       |  |   | 464      
|                                                                |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|TOTAL INTEREST EXPENSE                                          |  |                                                 | 3,719     |                           |   | 2,420     |  |      | 7,040     |  |   | 4,321    
|                                                                |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|NET INTEREST INCOME                                             |  |                                                 | 4,508     |                           |   | 3,452     |  |      | 8,841     |  |   | 6,682    
|PROVISION FOR LOAN LOSSES                                       |  |                                                 | 192       |                           |   | 433       |  |      | 601       |  |   | 932      
|                                                                |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES             |  |                                                 | 4,316     |                           |   | 3,019     |  |      | 8,240     |  |   | 5,750    
|                                                                |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|NON-INTEREST INCOME                                             |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|Fees from presold mortgages                                     |  |                                                 | 200       |                           |   | 172       |  |      | 357       |  |   | 311      
|Service charges on deposit accounts                             |  |                                                 | 281       |                           |   | 258       |  |      | 531       |  |   | 477      
|Other fees and income                                           |  |                                                 | 197       |                           |   | 180       |  |      | 343       |  |   | 379      
|                                                                |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|TOTAL NON-INTEREST INCOME                                       |  |                                                 | 678       |                           |   | 610       |  |      | 1,231     |  |   | 1,167    
|                                                                |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|NON-INTEREST EXPENSE                                            |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|Personnel                                                       |  |                                                 | 1,848     |                           |   | 1,274     |  |      | 3,519     |  |   | 2,487    
|Occupancy and equipment                                         |  |                                                 | 258       |                           |   | 175       |  |      | 503       |  |   | 333      
|Marketing and advertising                                       |  |                                                 | 43        |                           |   | 72        |  |      | 143       |  |   | 113      
|Professional fees                                               |  |                                                 | 132       |                           |   | 90        |  |      | 215       |  |   | 181      
|Information systems                                             |  |                                                 | 224       |                           |   | 192       |  |      | 416       |  |   | 385      
|Other                                                           |  |                                                 | 509       |                           |   | 338       |  |      | 956       |  |   | 704      
|                                                                |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|TOTAL NON-INTEREST EXPENSE                                      |  |                                                 | 3,014     |                           |   | 2,141     |  |      | 5,752     |  |   | 4,203    
|                                                                |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|INCOME BEFORE INCOME TAXES                                      |  |                                                 | 1,980     |                           |   | 1,488     |  |      | 3,719     |  |   | 2,714    
|INCOME TAXES                                                    |  |                                                 | 709       |                           |   | 500       |  |      | 1,378     |  |   | 915      
|                                                                |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|NET INCOME                                                      |  | $                                               | 1,271     |                           | $ | 988       |  | $    | 2,341     |  | $ | 1,799    
|                                                                |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|NET INCOME PER COMMON SHARE                                     |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|Basic                                                           |  | $                                               | .30       |                           | $ | .23       |  | $    | .55       |  | $ | .43      
|                                                                |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|Diluted                                                         |  | $                                               | .28       |                           | $ | .22       |  | $    | .51       |  | $ | .40      
|                                                                |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|WEIGHTED AVERAGE COMMON SHARES OUTSTANDING                      |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|Basic                                                           |  |                                                 | 4,257,961 |                           |   | 4,219,102 |  |      | 4,254,193 |  |   | 4,218,159
|                                                                |  |                                                 |           |                           |   |           |  |      |           |  |   |          
|Diluted                                                         |  |                                                 | 4,565,461 |                           |   | 4,480,687 |  |      | 4,566,067 |  |   | 4,475,183
|                                                                |  |                                                 |           |                           |   |           |  |      |           |  |   |          



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##### Table of Contents

NEW CENTURY BANCORP, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)



|                                                                                  |  |                          |         |   |      |   |         |  
|--------------------------------------------------------------------------------- |  | ------------------------ | ------- | - | ---- | - | ------- | -
|                                                                                  |  | Six Months EndedJune 30, |        
|                                                                                  |  | 2006                     |         |   | 2005 |  
|                                                                                  |  | (In thousands)           |        
|CASH FLOWS FROM OPERATING ACTIVITIES                                              |  |                          |         |   |      |   |         |  
|Net income                                                                        |  | $                        | 2,341   |   |      | $ | 1,799   |  
|Adjustments to reconcile net income to net cash provided by operating activities: |  |                          |         |   |      |   |         |  
|Provision for loan losses                                                         |  |                          | 601     |   |      |   | 932     |  
|Depreciation and amortization                                                     |  |                          | 230     |   |      |   | 170     |  
|(Gain)/Loss on retirement of fixed asset                                          |  |                          | (3      | ) |      |   | 12      |  
|Deferred tax benefit                                                              |  |                          | (186    | ) |      |   | (142    | )
|Stock-based compensation                                                          |  |                          | 32      |   |      |   |        |  
|Origination of loans held for sale                                                |  |                          | (5,971  | ) |      |   | (2,245  | )
|Proceeds from loans held for sale                                                 |  |                          | 10,833  |   |      |   | 2,245   |  
|Increase in cash surrender value of bank owned life insurance                     |  |                          | (86     | ) |      |   | (43     | )
|Loss on sale of foreclosed real estate                                            |  |                          | 9       |   |      |   |        |  
|Gain on sale of real estate held for sale                                         |  |                          |        |   |      |   | (39     | )
|Change in assets and liabilities:                                                 |  |                          |         |   |      |   |         |  
|Increase in accrued interest receivable                                           |  |                          | (168    | ) |      |   | (231    | )
|Increase in other assets                                                          |  |                          | (478    | ) |      |   | (260    | )
|Decrease in accrued expenses and other liabilities                                |  |                          | (306    | ) |      |   | (370    | )
|                                                                                  |  |                          |         |   |      |   |         |  
|NET CASH PROVIDED BY OPERATING ACTIVITIES                                         |  |                          | 6,848   |   |      |   | 1,828   |  
|                                                                                  |  |                          |         |   |      |   |         |  
|CASH FLOWS FROM INVESTING ACTIVITIES                                              |  |                          |         |   |      |   |         |  
|Purchase of FHLB stock                                                            |  |                          | (124    | ) |      |   | (306    | )
|Purchase of The Bankers Bank Stock                                                |  |                          |        |   |      |   | (2      | )
|Purchase of Bank Owned Life Insurance                                             |  |                          | (600    | ) |      |   |        |  
|Purchases of investment securities available for sale                             |  |                          | (12,841 | ) |      |   | (9,521  | )
|Maturities and prepayments of investment securities available for sale            |  |                          | 8,485   |   |      |   | 3,600   |  
|Net increase in gross loans outstanding                                           |  |                          | (26,276 | ) |      |   | (37,978 | )
|Proceeds from sale of foreclosed real estate                                      |  |                          | 426     |   |      |   |        |  
|Purchase of real estate held for sale                                             |  |                          |        |   |      |   | (58     | )
|Proceeds from sale of real estate held for sale                                   |  |                          |        |   |      |   | 1,025   |  
|Purchases of premises and equipment                                               |  |                          | (273    | ) |      |   | (736    | )
|                                                                                  |  |                          |         |   |      |   |         |  
|NET CASH USED BY INVESTING ACTIVITIES                                             |  |                          | (31,203 | ) |      |   | (43,976 | )
|                                                                                  |  |                          |         |   |      |   |         |  
|CASH FLOWS FROM FINANCING ACTIVITIES                                              |  |                          |         |   |      |   |         |  
|Increase in deposits                                                              |  |                          | 10,791  |   |      |   | 51,294  |  
|Maturity of short term debt                                                       |  |                          | (2,224  | ) |      |   | (252    | )
|Proceeds from issuance of long term debt                                          |  |                          | 2,000   |   |      |   | 3,500   |  
|Maturity of long term debt                                                        |  |                          | (4,000  | ) |      |   |        |  
|Tax benefit from employee stock option plans                                      |  |                          | 38      |   |      |   | 12      |  
|Proceeds from the exercise of stock options                                       |  |                          | 125     |   |      |   |        |  
|                                                                                  |  |                          |         |   |      |   |         |  
|NET CASH PROVIDED BY FINANCING ACTIVITIES                                         |  |                          | 6,730   |   |      |   | 54,554  |  
|                                                                                  |  |                          |         |   |      |   |         |  
|NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                              |  |                          | (17,625 | ) |      |   | 12,406  |  
|CASH AND CASH EQUIVALENTS, BEGINNING                                              |  |                          | 56,481  |   |      |   | 32,290  |  
|                                                                                  |  |                          |         |   |      |   |         |  
|CASH AND CASH EQUIVALENTS, ENDING                                                 |  | $                        | 38,856  |   |      | $ | 44,696  |  
|                                                                                  |  |                          |         |   |      |   |         |  
|SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION                                 |  |                          |         |   |      |   |         |  
|Interest paid                                                                     |  | $                        | 6,957   |   |      | $ | 4,140   |  
|Income taxes paid                                                                 |  |                          | 1,564   |   |      |   | 1,496   |  
|Unrealized loss on investment securities available for sale, net of tax           |  |                          | (241    | ) |      |   | (143    | )
|Transfer from loans to foreclosed real estate                                     |  |                          | 93      |   |      |   |        |  



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##### Table of Contents

NEW CENTURY BANCORP, INC.

Notes to Consolidated Financial Statements

NOTE A - BASIS OF PRESENTATION

New Century Bancorp, Inc.
(Company) is a bank holding company whose principal business activity consists of ownership of New Century Bank and New Century Bank South (collectively referred to as the Banks). New Century Bank was incorporated on
May 15, 2000 and began banking operations on May 24, 2000. New Century Bank South was incorporated on December 23, 2003 and began operations on January 2, 2004. The Banks are engaged in general commercial and retail banking in
Harnett, Cumberland, Johnston, Sampson, and Wayne counties and operate under the banking laws of North Carolina and the rules and regulations of the Federal Deposit Insurance Corporation and the North Carolina Commissioner of Banks. The Banks
undergo periodic examinations by those regulatory authorities.

All significant intercompany transactions and balances have been eliminated in
consolidation. In managements opinion, the financial information, which is unaudited, reflects all adjustments (consisting solely of normal recurring adjustments) necessary for a fair presentation of the financial information as of and for the
three month and six month periods ended June 30, 2006 and 2005, in conformity with accounting principles generally accepted in the United States of America.

The preparation of consolidated financial statements requires management to make estimates and assumptions that affect reported amounts of assets and liabilities at the date of the financial statements, as well as the amounts of income and
expense during the reporting period. Actual results could differ from those estimates. Operating results for the three month and six month periods ended June 30, 2006 are not necessarily indicative of the results that may be expected for the
fiscal year ending December 31, 2006.

The organization and business of the Company, accounting policies followed by the Company and other relevant
information are contained in the notes to the financial statements filed as part of the Companys 2005 Annual Report on Form 10-K, filed with the Securities and Exchange Commission. This quarterly report should be read in conjunction with the
Annual Report.

NOTE B - LOAN COMMITMENTS

At
June 30, 2006, loan commitments were $92.5 million.

NOTE C - PER SHARE RESULTS

Basic net income per share is computed based upon the weighted average number of shares of common stock outstanding during the period. Diluted net income per share includes the dilutive effect of stock options
outstanding during the period. There were no anti-dilutive options outstanding during the periods. A summary of shares outstanding follows:



|                                                              |  |                            |  |                          |  |           |  |          
|------------------------------------------------------------- |  | -------------------------- |  | ------------------------ |  | --------- |  | ---------
|                                                              |  | Three Months EndedJune 30, |  | Six Months EndedJune 30,
|                                                              |  | 2006                       |  | 2005                     |  | 2006      |  | 2005     
|Weighted average shares used for basic net income per share   |  | 4,257,961                  |  | 4,219,102                |  | 4,254,193 |  | 4,218,159
|Effect of dilutive stock options exercise of stock options    |  | 307,500                    |  | 261,585                  |  | 311,874   |  | 257,024  
|                                                              |  |                            |  |                          |  |           |  |          
|Weighted average shares used for diluted net income per share |  | 4,565,461                  |  | 4,480,687                |  | 4,566,067 |  | 4,475,183
|                                                              |  |                            |  |                          |  |           |  |          



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##### Table of Contents

NEW CENTURY BANCORP, INC.

Notes to Consolidated Financial Statements

NOTE D - STOCK COMPENSATION PLANS

Effective January 1, 2006, the Company adopted SFAS No. 123 (revised 2004), Share-Based Payment, which is a revision of SFAS
No. 123 Accounting for Stock-Based Compensation and supercedes APB Opinion No. 25 Accounting for Stock Issued to Employees. Statement of Financial Accounting Standards (SFAS) No. 123, Accounting
for Stock-Based Compensation, encourages all entities to adopt a fair value based method of accounting for employee stock compensation plans, whereby compensation cost is measured at the grant date based on the value of the award and is
recognized over the service period, which is usually the vesting period. However, it also allowed an entity to continue to measure compensation cost for those plans using the intrinsic value based method of accounting prescribed by Accounting
Principles Board Opinion No. 25, Accounting for Stock Issued to Employees,whereby compensation cost is the excess, if any, of the quoted market price of the stock at the grant date (or other measurement date) over the amount an employee
must pay to acquire the stock. SFAS No. 123R also requires measurement of the cost of employee services received in exchange for an award based on the grant-date fair value of the award. SFAS No. 123R also amends SFAS No. 95
Statement of Cash Flows, to require that excess tax benefits be reported as financing cash inflows, rather than as a reduction of taxes paid, which is included within the operating section.

The Company adopted SFAS No. 123R using the modified prospective method as permitted under SFAS 123R. Accordingly, prior period amounts have not been restated.
Under this application, the Company is required to record compensation expense for all awards granted after the date of adoption and for the vested portion of previously granted awards that remain outstanding at the date of adoption.

Prior to the adoption of SFAS No. 123R, the Company used the intrinsic value method as prescribed by APB Opinion No. 25 and, as a result, had not recognized
compensation expense for options granted with exercise prices equal to the fair market value of the Companys stock on the date of grant. The Company has shareholder approved stock option plans under which options are granted to directors and
employees of the Company and its subsidiary banks. Options granted to directors under the 2000 Nonqualified Plan typically vest immediately at the time of grant. Options granted to employees under the 2000 Incentive Plan typically vest over a
three-year period with none vested at the time of grant. The Companys shareholders also approved the 2004 Incentive Stock Option Plan but there have been no grants awarded under that plan.

The fair market value of each option awarded is estimated on the date of grant using the Black-Scholes option pricing model. No options were granted during the quarter
ended June 30, 2006. The Company granted 12,443 options during the six month period ended June 30, 2005 with a fair value of $6.65 per option and was determined using a risk-free rate of 3.91%, a dividend rate of 0%, volatility of 44.24%
and an expected life of seven years.



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##### Table of Contents

NEW CENTURY BANCORP, INC.

Notes to Consolidated Financial Statements

NOTE D - STOCK COMPENSATION PLANS
(Continued)

A summary of option activity under the stock option plans as of June 30, 2006 and the six-month period then ended is presented below:



|                                 |  |         |  |                              |      |                                         |     
|-------------------------------- |  | ------- |  | ---------------------------- | ---- | --------------------------------------- | ----
|                                 |  | Shares  |  | Weightedaverageexerciseprice |      | Weightedaverageremainingcontractualterm
|Outstanding at December 31, 2005 |  | 629,253 |  | $                            | 7.01 |                                         |     
|Issued                           |  |        |  |                              |     |                                         |     
|Exercised                        |  | 15,425  |  | $                            | 5.59 |                                         |     
|Forfeited                        |  | 1,375   |  | $                            | 8.48 |                                         |     
|                                 |  |         |  |                              |      |                                         |     
|Outstanding at June 30, 2006     |  | 612,453 |  | $                            | 7.05 |                                         | 5.89
|                                 |  |         |  |                              |      |                                         |     
|Exercisable at June 30, 2006     |  | 576,859 |  | $                            | 6.83 |                                         | 5.89
|                                 |  |         |  |                              |      |                                         |     

The aggregate intrinsic value of options outstanding and options exercisable as of June 30, 2006 was $7.7
million and $7.4 million, respectively.

Information regarding the stock options outstanding at June 30, 2006 is
summarized below:



|               |  |                             |  |                               |       |                                |      |                              |         |                              |   |      
|-------------- |  | --------------------------- |  | ----------------------------- | ----- | ------------------------------ | ---- | ---------------------------- | ------- | ---------------------------- | - | -----
|               |  |                             |  | Options Outstanding           |       | Options Exercisable           
|Exercise Price |  | Number ofoptionsoutstanding |  | Weightedaverageexercise price |       | Weightedaveragecontractuallife |      | Number of optionsexercisable |         | WeightedAverageExercisePrice
|$5.51          |  | 320,155                     |  | $                             | 5.51  |                                | 4.03 |                              | 320,155 |                              | $ | 5.51 
|6.01           |  | 3,993                       |  |                               | 6.01  |                                | 4.73 |                              | 3,993   |                              |   | 6.01 
|7.16           |  | 8,077                       |  |                               | 7.16  |                                | 6.97 |                              | 8,077   |                              |   | 7.16 
|8.48           |  | 262,761                     |  |                               | 8.48  |                                | 7.95 |                              | 240,486 |                              |   | 8.48 
|12.83          |  | 12,443                      |  |                               | 12.83 |                                | 8.56 |                              | 4,148   |                              |   | 12.83
|16.13          |  | 5,024                       |  |                               | 16.13 |                                | 9.04 |                              |        |                              |   | 16.13
|               |  |                             |  |                               |       |                                |      |                              |         |                              |   |      
|Total/Average  |  | 612,453                     |  | $                             | 7.05  |                                | 5.89 |                              | 576,859 |                              | $ | 6.83 
|               |  |                             |  |                               |       |                                |      |                              |         |                              |   |      

For the six months ended June 30, 2006, the intrinsic value of options exercised was approximately $46,000.
There were no options exercised for the quarter ended June 30, 2005. The fair value of options vested during the six month period ended June 30, 2006 and 2005 was approximately $34,000 and $30,000, respectively. As of June 30, 2006,
there was approximately $89,000 of total unrecognized compensation expense related to the Companys stock option plans.

Cash received from stock
option exercises for the six month period ended June 30, 2006 was approximately $108,000. The actual tax benefit in shareholders equity realized for the tax deductions from option exercises was approximately $38,000. There were no stock
option exercises in the second quarter of 2006.



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NEW CENTURY BANCORP, INC.

Notes to Consolidated Financial Statements

NOTE D - STOCK COMPENSATION PLANS
(Continued)

The following table presents pro forma disclosures of net income and earnings per share for the six month period ended June 30, 2005
as if the fair value based method of accounting had been applied to options granted prior to January 1, 2006.



|                                                                                                                                      |  |                                               |     |                              |   |      
|------------------------------------------------------------------------------------------------------------------------------------- |  | --------------------------------------------- | --- | ---------------------------- | - | -----
|                                                                                                                                      |  | Three MonthsEndedJune 30, 2005                |     | Six MonthsEndedJune 30, 2005
|                                                                                                                                      |  | (Amounts in thousands, except per share data)
|Net income:                                                                                                                           |  |                                               |     |                              |   |      
|As reported                                                                                                                           |  | $                                             | 988 |                              | $ | 1,799
|Deduct: Total stock-based employee compensation expense determined under fair value method for all awards, net of related tax
effects |  |                                               | 15  |                              |   | 30   
|                                                                                                                                      |  |                                               |     |                              |   |      
|Pro forma                                                                                                                             |  | $                                             | 973 |                              | $ | 1,769
|                                                                                                                                      |  |                                               |     |                              |   |      
|Basic net income per share:                                                                                                           |  |                                               |     |                              |   |      
|As reported                                                                                                                           |  | $                                             | .23 |                              | $ | .43  
|Pro forma                                                                                                                             |  |                                               | .22 |                              |   | .42  
|Diluted net income per share:                                                                                                         |  |                                               |     |                              |   |      
|As reported                                                                                                                           |  | $                                             | .23 |                              | $ | .40  
|Pro forma                                                                                                                             |  |                                               | .22 |                              |   | .39  

NOTE E - COMPREHENSIVE INCOME

A summary of comprehensive income is as follows:



|                                                                                                  |  |                            |       |                          |      |   |       |  |   |       |   |  |   |       |  
|------------------------------------------------------------------------------------------------- |  | -------------------------- | ----- | ------------------------ | ---- | - | ----- |  | - | ----- | - |  | - | ----- | -
|                                                                                                  |  | Three Months EndedJune 30, |       | Six Months EndedJune 30, |     
|                                                                                                  |  | 2006                       |       |                          | 2005 |   | 2006  |  |   | 2005  |  
|                                                                                                  |  | (Amounts in thousands)     |      
|Net income                                                                                        |  | $                          | 1,271 |                          |      | $ | 988   |  | $ | 2,341 |   |  | $ | 1,799 |  
|Other comprehensive loss:                                                                         |  |                            |       |                          |      |   |       |  |   |       |   |  |   |       |  
|Net (increase)/decrease in the fair value of investment securities available for sale, net of tax |  |                            | (157  | )                        |      |   | 39    |  |   | (241  | ) |  |   | (143  | )
|                                                                                                  |  |                            |       |                          |      |   |       |  |   |       |   |  |   |       |  
|Total comprehensive income                                                                        |  | $                          | 1,114 |                          |      | $ | 1,027 |  | $ | 2,100 |   |  | $ | 1,656 |  
|                                                                                                  |  |                            |       |                          |      |   |       |  |   |       |   |  |   |       |  



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##### Table of Contents

NEW CENTURY BANCORP, INC.

Notes to Consolidated Financial Statements

NOTE F - SUBSEQUENT EVENTS

On February 2, 2006, the Company entered into an Agreement and Plan of Merger (the Agreement) with Progressive State Bank
(Progressive), a North Carolina chartered bank headquartered in Lumberton, NC. The merger was consummated at the close of business on July 13, 2006. Under the terms of the Agreement, 100% of Progressive was merged with and into New
Century Bank South. The Company acquired all five branches of Progressive. Two of these branches are located in Lumberton, one is located in Raeford, one is located in Pembroke and one is located in Dublin, North Carolina. In order to fund this
transaction and to provide additional capital for other corporate purposes, the Company entered into an underwriting agreement in June 2006 for the sale of 1,150,000 shares of common stock at $18.50 per share. Proceeds of the sale, which closed in
early July, were $20.2 million, net of the underwriters discount. Other costs associated with the issuance of the stock were approximately $300,000.

Shareholders of Progressive, as of the close of the merger, received cash in the amount of $21.30 per share for a total purchase price of approximately $16.3 million. The acquisition was accounted for under the purchase method of
accounting, with the results of operations not included in the Companys Consolidated Statements of Income until after the transaction date.

A summary of the total purchase price of the transaction is as follows:



|                              |  |                |       
|----------------------------- |  | -------------- | ------
|                              |  | (in thousands)
|Cash paid for shares          |  | $              | 16,349
|Transaction costs (estimated) |  |                | 1,562 
|                              |  |                |       
|Total purchase price          |  | $              | 17,911
|                              |  |                |       

A summary of the estimated value of the Progressive assets acquired and
liabilities assumed is as follows:



|                                         |  |                |         |  
|---------------------------------------- |  | -------------- | ------- | -
|                                         |  | (in thousands) |        
|Cash and cash equivalents                |  | $              | 15,313  |  
|Investment securities available for sale |  |                | 10,199  |  
|Stock in FHLB of Atlanta                 |  |                | 117     |  
|Loans receivable, net                    |  |                | 33,636  |  
|Premises and equipment                   |  |                | 2,664   |  
|Core deposit intangible                  |  |                | 1,131   |  
|Other assets                             |  |                | 2,560   |  
|Goodwill                                 |  |                | 7,399   |  
|Deposits                                 |  |                | (55,936 | )
|Other liabilities                        |  |                | (934    | )
|                                         |  |                |         |  
|Net assets acquired                      |  |                | 16,349  |  
|Transaction costs (estimated)            |  |                | 1,562   |  
|                                         |  |                |         |  
|Total purchase price                     |  | $              | 17,911  |  
|                                         |  |                |         |  

The Company estimates that the core deposit intangible of $1.1 million would be amortized on a straight line basis
over 10 years. The core deposit intangible represents 2.5 % of Progressives core deposits as of March 31, 2006.



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Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations

Managements
discussion and analysis is intended to assist readers in the understanding and evaluation of the financial condition and results of operations of New Century Bancorp, Inc. (the Company). This report may contain certain forward-looking
statements consisting of estimates with respect to the financial condition, results of operations and other business of the Company that are subject to various factors which could cause actual results to differ materially from those estimates.
Factors that could influence the estimates include changes in national, regional and local market conditions, legislative and regulatory conditions, and the interest rate environment.

Overview

The Company is a commercial bank holding company that was incorporated on
September 19, 2003 and has two banking subsidiaries, New Century Bank, which was acquired as part of the Banks holding company reorganization, and New Century Bank South, a de novo institution which commenced operations in January 2004
(collectively referred to as the Banks). In September 2004, the Company formed New Century Statutory Trust I, which issued trust preferred securities to provide additional capital for general corporate purposes, including the current and
future expansion of New Century Bank. New Century Statutory Trust I is not a consolidated subsidiary of the Company. The Companys only business activity is the ownership of the Banks. Accordingly, this discussion focuses primarily on the
financial condition and operating results of the Banks.

New Century Bank opened for business on May 24, 2000 as a North Carolina-chartered banking
corporation. On June 17, 2003, New Century Bank opened an office in Fayetteville, which operated as a branch of New Century Bank until New Century Bank South commenced operations on January 2, 2004. At that time, the Fayetteville office
was sold to New Century Bank South. In January 2004, New Century Bank opened an office in Goldsboro, North Carolina and in March 2006, New Century Bank opened an office in Lillington, North Carolina.

The Banks lending activities are oriented to the consumer/retail customer as well as to the small-to medium-sized businesses located in Harnett, Cumberland,
Johnston, Sampson, and Wayne counties. The Banks offer the standard complement of commercial, consumer, and mortgage lending products, as well as the ability to structure products to fit specialized needs. The deposit services offered by the Banks
include small business and personal checking, savings accounts and certificates of deposit. The Banks concentrate on customer relationships in building their customer deposit base and compete aggressively in the area of transaction accounts.

On July 13, 2005, the Board of Directors of the Company declared a 3-for-2 stock split which was payable to shareholders of record as of
July 27, 2005. All references to average shares outstanding and net income per share have been adjusted to reflect this stock split.

Effective
January 1, 2006, the Company adopted SFAS No. 123 (revised 2004), Share-Based Payment, which is a revision of SFAS No. 123 Accounting for Stock-Based Compensation and supercedes APB Opinion No. 25
Accounting for Stock Issued to Employees. The Company adopted SFAS No. 123R using the modified prospective method as permitted under SFAS 123R. Accordingly, prior period amounts have not been restated. Under this application, the
Company is required to record compensation expense for all awards granted after the date of adoption and for the vested portion of previously granted awards that remain outstanding at the date of adoption.

Prior to the adoption of SFAS No. 123R, the Company used the intrinsic value method as prescribed by APB Opinion No. 25 and, as a result, had not recognized
compensation expense for options granted with exercise prices equal to the fair market value of the Companys stock on the date of grant.



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On February 2, 2006, the Company entered into an Agreement and Plan of Merger (the Agreement) with
Progressive State Bank (Progressive), a North Carolina chartered bank headquartered in Lumberton, NC. The merger was consummated at the close of business on July 13, 2006. Under the terms of the Agreement, 100% of Progressive was
merged with and into New Century Bank South. The Company acquired all five branches of Progressive. Two of these branches are located in Lumberton, one is located in Raeford, one is located in Pembroke and one is located in Dublin, North Carolina.
In order to fund this transaction and to provide additional capital for other corporate purposes, the Company entered into an underwriting agreement in June 2006 for the sale of 1,150,000 shares of common stock at $18.50 per share. Net proceeds of
the sale, which closed in early July, were $19.9 million.

Comparison of Financial Condition at

June 30, 2006 and December 31, 2005

During the first six months of 2006, total assets grew by $8.7 million from $436.3 million at December 31, 2005 to $444.9 million at June 30, 2006. Earning assets at June 30, 2006 totaled $426.2 million and consisted of
$348.1 million in gross loans, $45.6 million in investment securities, $31.2 million in overnight investments and interest-bearing deposits in other banks and $1.3 million in non-marketable equity securities. Total deposits and shareholders
equity at June 30, 2006 were $377.8 million and $35.3 million, respectively.

Since the end of 2005, gross loans have grown $21.4 million to $348.1
million as of June 30, 2006. Gross loans as of June 30, 2006 consisted of $77.2 million in commercial and industrial loans, $106.9 million in commercial real estate loans, $14.1 million in multi-family residential loans, $16.9 million in
consumer loans, $62.1 million in residential real estate, $71.2 million in construction loans and $263,000 of deferred loan fees. As of quarter end, there was $320,000 of loans held for sale. These loans are guaranteed by the Small Business
Administration (SBA) and sold in the secondary market.

At June 30, 2006, the Company had nearly $2.5 million in loans that were 30 days
or more past due. This represented .73% of gross loans outstanding on that date. This is a slight improvement from December 31, 2005 when there were $2.9 million in loans that were more than 30 days past due, or .89% of gross loans outstanding.
Non-accrual loans increased from $823,000 at December 31, 2005 to $854,000 at June 20, 2006. The allowance for loan losses increased 3 basis points to 1.65% of gross loans at June 30, 2006 from 1.62% at December 31, 2005.
Overall, watch list loans decreased during this six month period but the effect of this was offset by loans being downgraded within the watch list. Management believes that the allowance for loan losses as of June 30, 2006 is adequate to absorb
probable losses inherent in the loan portfolio as of that date.

Management strives to maintain a position of liquidity sufficient to fund future loan
demand and to satisfy fluctuations in deposit levels. This is achieved primarily in the form of federal funds sold on an overnight basis and an investment portfolio that includes a laddered maturity schedule. At June 30, 2006, federal funds
sold were $30.2 million, a decrease of $14.5 million from the $44.7 million held as of December 31, 2005. The Company also holds an investment of $1.2 million in the form of Federal Home Loan Bank stock with an annualized yield of 5.60%.
Interest-earning deposits in other banks decreased from $3.3 million at December 31, 2005 to $1.0 million as of June 30, 2006. The Companys investment securities as of June 30, 2006 were $45.6 million, an increase of $3.9
million from December 31, 2005. The investment portfolio as of June 30, 2006 consisted of $26.5 million in government agency debt securities, $15.8 million in mortgage-backed securities and $4.1 million in municipal securities. The
unrealized loss on these securities at June 30, 2006 was $841,000.

The Company also has an investment in bank owned life insurance of $4.9 million,
which increased $686,000 from December 31, 2005 due to an additional purchase of $600,000 and an increase in cash surrender value. Since the income on this investment is included in non-interest income, the asset is not included in the
Companys calculation of earning assets.



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At June 30, 2006, non-earning assets were $19.6 million, which reflects a slight decrease from the $19.9 million as
of December 31, 2005. Non-earning assets as of June 30, 2006 included $7.6 million in cash and due from correspondent banks, $6.0 million in premises and equipment, accrued interest receivable of $2.2 million, and other assets of $3.6
million.

Total deposits at June 30, 2006 were $377.8 million and consisted of $56.1 million in non-interest-bearing demand deposits, $41.9 million in
money market and NOW accounts, $31.8 million in savings accounts, and $248.0 million in time deposits. Total deposits grew by $10.8 million from $367.0 million as of December 31, 2005. At December 31, 2005, the Company was holding escrow
deposits for three unaffiliated proposed banks. During the first six months of 2006, all of these banks opened and withdrew their deposits. Net deposits withdrawn from money market and NOW accounts by these banks during this period were $19.5
million. Money market and NOW accounts further decreased by nearly $7.8 million due to a shift from these accounts to a new premium savings account product. Savings accounts grew by $21.5 million due to the new premium savings account product. Time
deposits grew by $13.8 million during the first six months of 2006. Non-interest-bearing demand deposits increased by $2.8 million from $53.3 million as of December 31, 2005. Brokered deposits totaled $12.1 million or 3.2% of quarter end
deposits.

As of June 30, 2006, the Company has $9.5 million in short-term borrowings and $20.4 million in long-term borrowings. Short term borrowings
include repurchase agreements of $7.0 million and a $2.5 million advance outstanding on a line of credit with the Federal Home Loan Bank (FHLB) of Atlanta that is due in June 2007. Long-term borrowings include FHLB advances of $3.5 million due in
July 2006, $2.5 million due in December 2006, and $2.0 million due in August 2007. The FHLB advances are collateralized by a lien on 1-4 family first mortgage loans. Also included in long-term borrowings is $12.4 million of junior subordinated
debentures issued in September 2004. The proceeds of the junior subordinated debentures will provide additional capital for the future expansion of New Century Bank.

Total shareholders equity at June 30, 2006 was $35.3 million, an increase of $2.3 million from $33.0 million as of December 31, 2005. This increase was due to $2.3 million in net income that was
partially offset by a decrease of $240,000, net of tax, in the fair value of the Companys investment securities available for sale and an increase of $125,000 from the exercise of stock options.

Comparison of Results of Operations for the

Three months ended June 30, 2006 and 2005

General. During the second quarter of 2006, the
Company generated net income of nearly $1.3 million compared with net income of $988,000 for the second quarter of 2005. Net income per share for the quarter ended June 30, 2006 was $.30 per share-basic and $.28 per share-diluted, compared with
net income per share of $.23 per share-basic and $.22 per share-diluted, for the second quarter of 2005. The increase in net income is due to higher net interest income and a lower provision for loan losses which were partially offset by an increase
in non-interest expenses.

Net Interest Income.Like most financial institutions, the primary component of earnings for the Company is net interest
income. Net interest income is the difference between interest income, principally from loan and investment securities portfolios, and interest expense, principally on customer deposits and borrowings. Changes in net interest income result from
changes in volume, spread and margin. For this purpose, volume refers to the average dollar level of interest-earning assets and interest-bearing liabilities, spread refers to the difference between the average yield on interest-earning assets and
the average cost of interest-bearing liabilities, and margin refers to net interest income divided by average interest-earning assets. Margin is influenced by the level and relative mix of interest-earning assets and interest-bearing liabilities, as
well as by levels of non-interest-bearing liabilities and capital.



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Net interest income increased by nearly $1.1 million to $4.5 million for the quarter ended June 30, 2006. The
Companys total interest income benefited from continued strong growth in interest-earning assets. Average total interest-earning assets were $423.0 million in the second quarter of 2006 compared with $357.1 million during the same period one
year earlier, while the yield on those assets increased 121 basis points from 6.59% to 7.80%. The Companys average interest-bearing liabilities grew by $55.1 million to $355.5 million as compared to June 30, 2005, while the cost of those
funds increased from 3.23% to 4.20% or 97 basis points. For the quarter ended June 30, 2006, the Companys net interest margin was 4.28% and our net interest spread was 3.61%. For the quarter ended June 30, 2005, net interest margin
was 3.88% and net interest spread was 3.36%.

Provision for Loan Losses. Provisions for loan losses are charged to income to bring the allowance for
loan losses to a level deemed appropriate by management. In evaluating the allowance for loan losses, management considers factors that include growth, composition and industry diversification of the portfolio, historical loan loss experience,
current delinquency levels, adverse situations that may affect a borrowers ability to repay, estimated value of any underlying collateral, prevailing economic conditions and other relevant factors. The Company recorded a $192,000 provision for
loan losses in the second quarter of 2006, representing a decrease of $241,000 from the $433,000 provision made in the same period of 2005. In the second quarter of 2006, the level of provision for loan losses resulted from net loan charge-offs of
$117,000 and an accommodation for loan growth of $8.5 million. In the second quarter of 2005, the provision reflected loan growth of $12.7 million, net charge-offs of approximately $82,000 and an increase in the level of watch list credits. During
2005, management implemented an internal credit review department and that led to a better identification of risk within the portfolio and resulted in an increase in adversely classified loans. At June 30, 2006, the allowance for loan losses
was $5.7 million, representing 1.65% of gross loans outstanding, compared to 1.62% at December 31, 2005 and 1.47% at June 30, 2005. Management believes that the allowance for loan losses as of June 30, 2006 is adequate to absorb
probable losses inherent in the loan portfolio as of that date.

Non-Interest Income.Non-interest income for the quarter ended June 30, 2006
was $678,000, an increase of $68,000 from the second quarter of 2005. Compared to the second quarter of last year, the Company had increases in deposit service fees and charges of $23,000, in fees from presold mortgages of $28,000, and in other fees
and income of $46,000. However, these increases were offset by a decline in commissions on the sale of loans guaranteed by the SBA of $15,000, and lower commissions on credit life insurance of nearly $13,000.

Non-Interest Expenses. Non-interest expenses increased by $873,000 to $3.0 million for the quarter ended June 30, 2006, from $2.1 million for the quarter
ended June 30, 2005. Because of the growth in non-interest expenses, the Companys ratio of non-interest expenses to average total assets increased from 2.29% in the second quarter of 2005 to 2.70% in the second quarter of 2006. Salaries
and employee benefits increased to $1.8 million in the second quarter of 2006 from $1.3 million in the same quarter of 2005 due mostly to the increase of Company personnel from 74 full-time equivalent employees at June 30, 2005 to 116 full-time
equivalent employees at June 30, 2006. The increase in staff is due to the opening of two new branch locations since June 30, 2005, and additional operations personnel. Also, the Company recognized $17,000 in compensation expense related
to stock options vesting during the period in accordance with the provisions of SFAS No. 123R, which was adopted on January 1, 2006 using the modified prospective method. Prior to the adoption of SFAS No. 123R, the Company used the
intrinsic value method as prescribed by APB Opinion No. 25 and, as a result had not recognized compensation expense for options granted with exercise prices equal to the fair market value of the Companys stock on the date of grant.
Occupancy and equipment expenses increased by $83,000 to $258,000 for the quarter ended June 30, 2006. The increase in occupancy and equipment is due to the opening of the new branch locations and the



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##### Table of Contents

operations center in the third quarter of 2005. The following highlight other changes in non-interest expenses:



| |  |  | Postage, printing and office supplies increased from $55,000 in 2005 to $137,000 in 2006 due to the addition of new branches and the new operations center, as well as general growth
of the Company.
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Advertising and promotion expenses decreased from $72,000 in 2005 to $43,000 in 2006, due to fewer promotions and deposit related marketing campaigns in all of the Banks
markets.
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Data processing and other outsourced service expenses increased from $192,000 in 2005 to $224,000 in 2006 due to the new branches and operations center.
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Professional service expenses increased from $90,000 in 2005 to $132,000 in 2006 due to increased auditing fees and fees paid to a trust advisory service.
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Other operating expense increased from $338,000 in 2005 to $509,000 in 2006 due to general growth of the Company.
| | - |  | -----------------------------------------------------------------------------------------------------------------

Provision for Income Taxes. The Companys effective tax rate was 35.8% and 33.6% for the quarters ended June 30, 2006 and 2005, respectively.

Comparison of Results of Operations for the

Six months ended June 30, 2006 and 2005

General. During the first six months of 2006, the
Company generated net income of $2.3 million compared with net income of $1.8 million for the first six months of 2005. Net income per share for the year ended June 30, 2006 was $.55 per share-basic and $.51 per share-diluted, compared with net
income per share of $.43 per share-basic and $.40 per share-diluted, for the six months ended June 30, 2005. The increase in net income is due to higher net interest income and a lower provision for loan losses which were partially offset by an
increase in non-interest expenses.

Net Interest Income. Net interest income increased by nearly $2.2 million to $8.8 million for the six months
ended June 30, 2006. The Companys total interest income benefited from continued strong growth in interest-earning assets. Average total interest-earning assets were $419.8 million in the first six months of 2006 compared with $339.6
million during the same period one year earlier, while the yield on those assets increased 110 basis points from 6.53% to 7.63%. The Companys average interest-bearing liabilities grew by $67.5 million to $353.5 million as compared to
June 30, 2006, while the cost of those funds increased from 3.05% to 4.02% or 97 basis points. For the six months ended June 30, 2006, the Companys net interest margin was 4.25% and net interest spread was 3.61%. For the six months
ended June 30, 2005, net interest margin was 3.97% and net interest spread was 3.49%.

Provision for Loan Losses.The Company recorded a
$601,000 provision for loan losses in the first six months of 2006, representing a decrease of $331,000 from the $932,000 provision made in the same period of 2005. Provisions for loan losses are charged to income to bring the allowance for loan
losses to a level deemed appropriate by management. In evaluating the allowance for loan losses, management considers factors that include growth, composition and industry diversification of the portfolio, historical loan loss experience, current
delinquency levels, adverse situations that may affect a borrowers ability to repay, estimated value of any underlying collateral, prevailing economic conditions and other relevant factors. In the first six months of 2006, the level of
provision for loan losses resulted from net loan charge-offs of $150,000 and an accommodation for loan growth of $21.4 million. In the first six months of 2005, the provision reflected loan growth of $37.9 million, net charge-offs of approximately
$97,000, and an increase in the level of watch list credits. At June 30, 2006, the allowance for loan losses was $5.7 million, representing 1.65% of gross loans outstanding.



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Non-Interest Income.Non-interest income for the six months ended June 30, 2006 was $1.2 million, an increase
of $64,000 from the six months ended June 30, 2005. Compared to the first six months of last year, the Company had increases in deposit service fees and charges of $54,000, in fees from presold mortgages of $46,000, and in other fees and income
of $28,000. However, these increases were offset by a decline in gains on the sale of loans guaranteed by the SBA of $38,000, and lower commissions on credit life insurance of nearly $23,000.

Non-Interest Expenses. Non-interest expenses increased by $1.5 million to $5.8 million for the six months ended June 30, 2006, from $4.2 million for the six
months ended June 30, 2005. Because of the growth in non-interest expenses, the Companys ratio of non-interest expenses to average total assets increased from 2.37% in the six months of 2005 to 2.61% in the first six months of 2006.
Salaries and employee benefits increased to $3.5 million in the first six months of 2006 from $2.5 million in the same period of 2005 due mostly to the increase of Company personnel from 74 full-time equivalent employees at June 30, 2005 to 116
full-time equivalent employees at June 30, 2006. The increase in staff is due to the opening of two new branch locations since June 30, 2005, and additional operations personnel. Also, the Company recognized $32,000 in compensation expense
related to stock options vesting during the period in accordance with the provisions of SFAS No. 123R, which was adopted on January 1, 2006 using the modified prospective method. Prior to the adoption of SFAS No. 123R, the Company
used the intrinsic value method as prescribed by APB Opinion No. 25 and, as a result had not recognized compensation expense for options granted with exercise prices equal to the fair market value of the Companys stock on the date of
grant. Occupancy and equipment expenses increased by $170,000 to $503,000 for the year ended June 30, 2006. The increase in occupancy and equipment is due to the opening of the new branch locations and the operations center in the third quarter
of 2005. The following highlight other changes in non-interest expenses:



| |  |  | Postage, printing and office supplies increased from $123,000 in 2005 to $210,000 in 2006 due to the addition of new branches and the operations center, as well as general growth of
the Company.
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Advertising and promotion expenses increased from $113,000 in 2005 to $143,000 in 2006, due to promotions and deposit related marketing campaigns in all of the Banks markets.
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Data processing and other outsourced service expenses increased slightly from $385,000 in 2005 to $416,000 in 2006.
| | - |  | -------------------------------------------------------------------------------------------------------------------



| |  |  | Professional service expenses increased from $181,000 in 2005 to $215,000 in 2006.
| | - |  | ----------------------------------------------------------------------------------



| |  |  | Other operating expense increased from $704,000 in 2005 to $956,000 in 2006 due to general growth of the Company.
| | - |  | -----------------------------------------------------------------------------------------------------------------

Provision for Income Taxes. The Companys effective tax rate was 37.0% and 33.7% for the year ended June 30, 2006 and 2005, respectively.

Liquidity

The Companys liquidity is a measure
of its ability to fund loans, withdrawals and maturities of deposits, and other cash outflows in a cost effective manner. The principal sources of liquidity are deposits, scheduled payments and prepayments of loan principal, maturities of investment
securities, access to liquid deposits, and funds provided by operations. While scheduled loan payments and maturing investments are relatively predictable sources of funds, deposit flows and loan prepayments are greatly influenced by general
interest rates, economic conditions and competition.

Liquid assets (consisting of cash and due from banks, interest-earning deposits with other banks,
federal funds sold and investment securities classified as available for sale) comprised 19% of total assets at June 30, 2006.



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The Company has been a net seller of federal funds since its inception and strives to maintain a position of liquidity
sufficient to fund future loan demand and to satisfy fluctuations in deposit levels. Should the need arise; the Company would have the capability to sell securities classified as available for sale or to borrow funds as necessary. The Company has
established credit lines with other financial institutions to purchase up to $20.6 million in federal funds. Also, as a member of the Federal Home Loan Bank of Atlanta (FHLB), the Company may obtain advances of up to 10% of total assets, subject to
available collateral. A floating lien of $18.7 million of qualifying loans is pledged to the FHLB to secure borrowings. Another source of short-term borrowings is securities sold under agreements to repurchase. At June 30, 2006, total
borrowings consisted of four advances from the FHLB totaling $10.5 million, and securities sold under agreements to repurchase of $7.0 million and junior subordinated debentures of $12.4 million.

Total deposits were $377.8 million at June 30, 2006. Time deposits, which are the only deposit accounts that have stated maturity dates, are generally considered to
be rate sensitive. Time deposits represented 65.6% of total deposits at June 30, 2006. Time deposits of $100,000 or more represented 27.8% of the Companys total deposits at June 30, 2006. At June 30, 2006, the Company had $12.1
million in brokered time deposits. Management believes most other time deposits are relationship-oriented. While the Banks will need to pay competitive rates to retain these deposits at their maturities, there are other subjective factors that will
determine their continued retention. Based upon prior experience, the Company anticipates that a substantial portion of outstanding certificates of deposit will renew upon maturity.

Management believes that current sources of funds provide adequate liquidity for our current cash flow needs.

Capital Resources

A significant measure of the strength of a financial institution is its capital base. Federal regulations have
classified and defined capital into the following components: (1) Tier 1 capital, which includes common shareholders equity and qualifying preferred equity, and (2) Tier 2 capital, which includes a portion of the allowance for loan
losses, certain qualifying long-term debt and preferred stock which does not qualify as Tier 1 capital. Minimum capital levels are regulated by risk-based capital adequacy guidelines, which require a financial institution to maintain capital as a
percent of its assets, and certain off-balance sheet items adjusted for predefined credit risk factors (risk-adjusted assets). A financial institution is required to maintain, at a minimum, Tier 1 capital as a percentage of risk-adjusted assets of
4.0% and combined Tier 1 and Tier 2 capital as a percentage of risk-adjusted assets of 8.0%. In addition to the risk-based guidelines, federal regulations require that we maintain a minimum leverage ratio (Tier 1 capital as a percentage of tangible
assets) of 4.0%. The Companys equity to assets ratio was 7.9% at June 30, 2006. As the following table indicates, at June 30, 2006, the Company and its two bank subsidiaries exceeded regulatory capital requirements.



|                                |  |                  |   |  |                    |   |  |                             |  
|------------------------------- |  | ---------------- | - |  | ------------------ | - |  | --------------------------- | -
|                                |  | At June 30, 2006 |  
|New Century Bancorp, Inc.       |  | ActualRatio      |   |  | MinimumRequirement |   |  | Well-CapitalizedRequirement |  
|Total risk-based capital ratio  |  | 14.40            | % |  | 8.00               | % |  | 10.00                       | %
|Tier 1 risk-based capital ratio |  | 13.00            | % |  | 4.00               | % |  | 6.00                        | %
|Leverage ratio                  |  | 10.56            | % |  | 4.00               | % |  | 5.00                        | %



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|                                |  |                  |   |  |                    |   |  |                             |  
|------------------------------- |  | ---------------- | - |  | ------------------ | - |  | --------------------------- | -
|                                |  | At June 30, 2006 |  
|New Century Bank                |  | ActualRatio      |   |  | MinimumRequirement |   |  | Well-CapitalizedRequirement |  
|Total risk-based capital ratio  |  | 15.03            | % |  | 8.00               | % |  | 10.00                       | %
|Tier 1 risk-based capital ratio |  | 13.77            | % |  | 4.00               | % |  | 6.00                        | %
|Leverage ratio                  |  | 11.34            | % |  | 4.00               | % |  | 5.00                        | %
|                                | 
|                                |  | At June 30, 2006 |  
|New Century Bank South          |  | ActualRatio      |   |  | MinimumRequirement |   |  | Well-CapitalizedRequirement |  
|Total risk-based capital ratio  |  | 11.67            | % |  | 8.00               | % |  | 10.00                       | %
|Tier 1 risk-based capital ratio |  | 10.41            | % |  | 4.00               | % |  | 6.00                        | %
|Leverage ratio                  |  | 8.09             | % |  | 4.00               | % |  | 5.00                        | %

During 2004, the Company issued $12.4 million of junior subordinated debentures to a newly formed subsidiary, New
Century Statutory Trust I, which in turn issued $12.0 million of trust preferred securities. The proceeds from the sale of the trust preferred securities provided additional capital for the current and future expansion of New Century Bank. Under the
current applicable regulatory guidelines, $11.5 million of these debentures qualify as Tier 1 capital, as of June 30, 2006. Management anticipates that all $12.0 million of the outstanding trust preferred will count as Tier 1 capital following
the successful completion of the Companys stock offering on July 5, 2006. Management expects that the Company and both Banks will remain well-capitalized for regulatory purposes, although there can be no assurance that
additional capital will not be required in the near future due to greater-than-expected growth, or otherwise.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

Market risk reflects the risk of economic loss
resulting from adverse changes in market price and interest rates. This risk of loss can be reflected in diminished current market values and/or reduced potential net interest income in future periods.

The Companys market risk arises primarily from interest rate risk inherent in its lending and deposit-taking activities. The structure of the Companys loan
and deposit portfolios is such that a significant decline in interest rates may adversely impact net market values and net interest income. The Company does not maintain a trading account nor is the Company subject to currency exchange risk or
commodity price risk. Interest rate risk is monitored as part of the Companys asset/liability management function, which is discussed above in Item 2 Managements Discussion and Analysis of Financial Condition and Results of
Operations under the heading Liquidity and Capital Resources.

Management does not believe there has been any significant change in the
overall analysis of financial instruments considered market risk sensitive since December 31, 2005.



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##### Table of Contents

Item 4. Controls and Procedures



| | (a) | As of the end of the period covered by this report, the Company carried out an evaluation, under the supervision and with the participation of the Companys management,
including the Companys Chief Executive Officer and Chief Financial Officer, of the effectiveness of the Companys disclosure controls and procedures (as defined in Rule 13a-15(e)) pursuant to Exchange Act Rule 13a-14. Based upon that
evaluation, the Companys Chief Executive Officer and Chief Financial Officer have concluded that the Companys disclosure controls and procedures are effective.
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | (b) | No change in the Companys internal control over financial reporting occurred during the Companys last fiscal quarter that has materially affected, or is reasonably
likely to materially affect, the Companys internal control over financial reporting.
| | --- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



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##### Table of Contents

Part II. OTHER INFORMATION

Item 4. Submission of Matters to a Vote of Securities Holders

The Annual Meeting of the Shareholders was held on
April 26, 2006. Of 4,256,772 shares entitled to vote at the meeting, 2,812,736 shares voted. The following proposals were approved by shareholder vote at the meeting:

Proposal 1.Election of Directors. Votes for each nominee were as follows:



|                |  |           |  |         
|--------------- |  | --------- |  | --------
|Name            |  | For       |  | Withheld
|Oscar N. Harris |  | 2,809,117 |  | 3,619   
|John McCauley   |  | 2,812,736 |  | 0       
|John Q. Shaw    |  | 2,812,736 |  | 0       

The following six directors terms continued after the annual meeting: J. Gary Ciccone; T.C. Godwin; Gerald
W. Hayes; Carlie C. McLamb; Anthony Rand; and C.L. Tart, Jr. The terms of Messrs. Hayes, Godwin and Rand will expire at the 2007 annual meeting and the terms of Messrs. Ciccone, McLamb and Tart will expire at the 2008 annual meeting.

Proposal 2:Ratification of the appointment of Dixon Hughes PLLC as the companys independent public accountants for 2006.



|          |  |         |  |        
|--------- |  | ------- |  | -------
|For       |  | Against |  | Abstain
|2,804,813 |  | 118     |  | 7,805  

Item 6. Exhibits



|          |  |                                                                                                                                                                                            
|--------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit # |  | Description                                                                                                                                                                                
|31.1      |  | Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities and Exchange Act of 1934 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
|          | 
|31.2      |  | Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities and Exchange Act of 1934 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
2002 
|          | 
|32.1      |  | Certification by the Chief Executive Officer pursuant to 18 U.S.C. 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002                                               
|          | 
|32.2      |  | Certification by the Chief Financial Officer pursuant to 18 U.S.C. 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002                                               



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##### Table of Contents

SIGNATURES

Under 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 thereunto duly authorized.



|                      |  |                           |  |                                                  
|--------------------- |  | ------------------------- |  | -------------------------------------------------
|                      |  | NEW CENTURY BANCORP, INC.
|                      |  |                          
|Date: August 11, 2006 |  | By:                       |  | /s/ John Q. Shaw, Jr.                            
|                      |  |                           |  | John Q. Shaw, Jr.                                
|                      |  |                           |  | President and Chief Executive Officer            
|                      |  |                          
|Date: August 11, 2006 |  | By:                       |  | /s/ Lisa F. Campbell                             
|                      |  |                           |  | Lisa F. Campbell                                 
|                      |  |                           |  | Senior Vice President and Chief Financial Officer



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