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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



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FORM 10-Q



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(Mark One)

|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 Exchange Act
|- | ---------------------------------------------------------------

For the transition period from  to

Commission file number: 0-25846



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CCF HOLDING COMPANY

(Exact name of Issuer as Specified in Its Charter)



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|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|Georgia                                                        |  | 58-2173616                          
|(State or Other Jurisdiction of Incorporation or Organization) |  | (I.R.S. Employer Identification No.)

101 North Main Street

Jonesboro, Georgia 30236

(Address of Principal Executive Offices)

(770) 478-8881

(Issuers Telephone Number)



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Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or 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 the registrant is a large accelerated
filer, an accelerated filer, or a non-accelerated filer. See definition of accelerated filer and large accelerated filer (in Rule 12b-2 of the Exchange Act).



|                         |  |                    |  |                         
|------------------------ |  | ------------------ |  | ------------------------
|Large accelerated filer ̈ |  | Accelerated filer ̈ |  | Non-accelerated filer  x

State the number of shares outstanding of each of the issuers classes of common equity, as
of the latest practicable date: At August 3, 2006, 2,419,282 shares of the registrants common stock were outstanding.

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



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##### Table of Contents

FORM 10Q

INDEX



|                              |  |                                                                                                                              |  |     
|----------------------------- |  | ---------------------------------------------------------------------------------------------------------------------------- |  | ----
|                              |  |                                                                                                                              |  | Page
|PART I. FINANCIAL INFORMATION |  |                                                                                                                             
|                              |  |                                                                                                                             
|Item 1.                       |  | Financial Statements:                                                                                                        |  |     
|                              |  |                                                                                                                             
|                              |  | Consolidated Balance Sheets as ofJune 30, 2006 (unaudited) and December 31, 2005 (audited)                                   |  | 1   
|                              |  |                                                                                                                             
|                              |  | Consolidated Statements of EarningsFor the Three and Six Months EndedJune 30, 2006 and June 30, 2005 (unaudited)             |  | 2   
|                              |  |                                                                                                                             
|                              |  | Consolidated Statements of Comprehensive IncomeFor the Three and Six Months EndedJune 30, 2006 and June 30, 2005 (unaudited) |  | 3   
|                              |  |                                                                                                                             
|                              |  | Consolidated Statements of Cash FlowsFor the Six Months EndedJune 30, 2006 and June 30, 2005 (unaudited)                     |  | 4   
|                              |  |                                                                                                                             
|                              |  | Notes to Unaudited Consolidated Financial Statements                                                                         |  | 5   
|                              |  |                                                                                                                             
|Item 2.                       |  | Managements Discussion and Analysis or Plan of Operations                                                                   |  | 7   
|                              |  |                                                                                                                             
|Item 3.                       |  | Quantitative and Qualitative Disclosures About Market Risk                                                                   |  | 11  
|                              |  |                                                                                                                             
|Item 4.                       |  | Controls and Procedures                                                                                                      |  | 11  
|                              | 
|PART II. OTHER INFORMATION    |  |                                                                                                                             
|                              |  |                                                                                                                             
|Item 1.                       |  | Legal Proceedings                                                                                                            |  | 12  
|                              |  |                                                                                                                             
|Item 1A.                      |  | Risk Factors                                                                                                                 |  | 12  
|                              |  |                                                                                                                             
|Item 2.                       |  | Unregistered Sales of Equity Securities and Use of Proceeds                                                                  |  | 12  
|                              |  |                                                                                                                             
|Item 3.                       |  | Defaults Upon Senior Securities                                                                                              |  | 12  
|                              |  |                                                                                                                             
|Item 4.                       |  | Submission of Matters to a Vote of Security Holders                                                                          |  | 12  
|                              |  |                                                                                                                             
|Item 5.                       |  | Other Information                                                                                                            |  | 12  
|                              |  |                                                                                                                             
|Item 6.                       |  | Exhibits                                                                                                                     |  | 13  
|                              | 
|Signatures                    |  | 14                                                                                                                          
|                              | 
|Certificates                  |  |                                                                                                                             



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##### Table of Contents

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

CCF HOLDING COMPANY AND SUBSIDIARY

Consolidated Balance Sheets



|                                                                                                                                                      |  |               |             |   |                  |             |  
|----------------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------- | ----------- | - | ---------------- | ----------- | -
|                                                                                                                                                      |  | June 30, 2006 |             |   | December 31,2005 |            
|                                                                                                                                                      |  | (Unaudited)   |             |   | (Audited)        |            
|Assets                                                                                                                                                |  |               |             |   |                  |             |  
|Cash and due from banks                                                                                                                               |  | $             | 10,670,857  |   |                  | 9,283,200   |  
|Interest-bearing deposits in other financial institutions                                                                                             |  |               | 994,233     |   |                  | 3,190,873   |  
|Federal funds sold                                                                                                                                    |  |               | 11,748,000  |   |                  | 2,944,000   |  
|                                                                                                                                                      |  |               |             |   |                  |             |  
|Cash and cash equivalents                                                                                                                             |  |               | 23,413,090  |   |                  | 15,418,073  |  
|                                                                                                                                                      |  |              
|Investment securities available-for-sale                                                                                                              |  |               | 46,435,169  |   |                  | 48,389,272  |  
|Federal Home Loan Bank stock, at cost                                                                                                                 |  |               | 1,402,500   |   |                  | 1,129,100   |  
|Loans, net                                                                                                                                            |  |               | 316,657,976 |   |                  | 279,968,109 |  
|Premises and equipment, net                                                                                                                           |  |               | 8,058,656   |   |                  | 7,776,954   |  
|Accrued interest receivable                                                                                                                           |  |               | 2,172,921   |   |                  | 1,877,111   |  
|Cash surrender value of life insurance                                                                                                                |  |               | 5,303,807   |   |                  | 5,159,633   |  
|Other assets                                                                                                                                          |  |               | 5,061,733   |   |                  | 4,484,685   |  
|                                                                                                                                                      |  |               |             |   |                  |             |  
|Total assets                                                                                                                                          |  | $             | 408,505,852 |   |                  | 364,202,937 |  
|                                                                                                                                                      |  |               |             |   |                  |             |  
|Liabilities and Shareholders Equity                                                                                                                  |  |               |             |   |                  |             |  
|Deposits:                                                                                                                                             |  |               |             |   |                  |             |  
|Noninterest-bearing deposits                                                                                                                          |  | $             | 43,955,847  |   |                  | 43,228,076  |  
|Interest-bearing demand deposits                                                                                                                      |  |               | 142,309,683 |   |                  | 133,728,272 |  
|Savings accounts                                                                                                                                      |  |               | 5,252,209   |   |                  | 5,964,140   |  
|Time deposits less than $100,000                                                                                                                      |  |               | 109,223,341 |   |                  | 91,749,597  |  
|Time deposits greater than $100,000                                                                                                                   |  |               | 45,222,022  |   |                  | 37,585,198  |  
|                                                                                                                                                      |  |               |             |   |                  |             |  
|Total deposits                                                                                                                                        |  |               | 345,963,102 |   |                  | 312,255,283 |  
|                                                                                                                                                      |  |              
|Securities sold under agreement to repurchase                                                                                                         |  |               | 9,338,663   |   |                  | 3,949,539   |  
|Federal Home Loan Bank advances                                                                                                                       |  |               | 15,000,000  |   |                  | 10,000,000  |  
|Junior subordinated debentures                                                                                                                        |  |               | 8,765,000   |   |                  | 8,765,000   |  
|Accrued interest payable and other liabilities                                                                                                        |  |               | 3,159,591   |   |                  | 5,014,760   |  
|                                                                                                                                                      |  |               |             |   |                  |             |  
|Total liabilities                                                                                                                                     |  |               | 382,226,356 |   |                  | 339,984,582 |  
|                                                                                                                                                      |  |               |             |   |                  |             |  
|Shareholders Equity:                                                                                                                                 |  |               |             |   |                  |             |  
|Preferred stock, no par value; 1,000,000 shares authorized; none issued and outstanding                                                               |  |               |            |   |                  |            |  
|Common stock, $.10 par value, 4,000,000 shares authorized; 2,419,282 issued and outstanding in 2006; 2,374,013 shares issued and outstanding
in 2005. |  |               | 241,928     |   |                  | 237,401     |  
|Additional paid-in capital                                                                                                                            |  |               | 9,587,246   |   |                  | 9,204,813   |  
|Retained earnings                                                                                                                                     |  |               | 17,165,418  |   |                  | 15,187,843  |  
|Accumulated other comprehensive loss                                                                                                                  |  |               | (715,096    | ) |                  | (411,702    | )
|                                                                                                                                                      |  |               |             |   |                  |             |  
|Total shareholders equity                                                                                                                            |  |               | 26,279,496  |   |                  | 24,218,355  |  
|                                                                                                                                                      |  |              
|Total liabilities & shareholders equity                                                                                                              |  | $             | 408,505,852 |   |                  | 364,202,937 |  
|                                                                                                                                                      |  |               |             |   |                  |             |  

See accompanying notes to unaudited consolidated financial statements.



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##### Table of Contents

CCF HOLDING COMPANY AND SUBSIDIARY

Consolidated Statements of Earnings

(Unaudited)



|                                                                                 |  |                            |           |                           |           |      |            |      |            |  
|-------------------------------------------------------------------------------- |  | -------------------------- | --------- | ------------------------- | --------- | ---- | ---------- | ---- | ---------- | -
|                                                                                 |  | Three-months EndedJune 30, |           | Six-months Ended June 30, |          
|                                                                                 |  | 2006                       |           | 2005                      |           | 2006 |            | 2005 |           
|Interest and dividend income:                                                    |  |                            |           |                           |           |      |            |      |            |  
|Interest and fees on loans                                                       |  | $                          | 6,883,240 |                           | 4,885,177 |      | 13,003,319 |      | 9,412,135  |  
|Interest-bearing deposits in other financial institutions and federal funds sold |  |                            | 146,918   |                           | 90,404    |      | 209,039    |      | 155,196    |  
|Interest and dividends on taxable investment securities                          |  |                            | 433,119   |                           | 343,389   |      | 873,546    |      | 662,818    |  
|Interest on nontaxable investment securities                                     |  |                            | 52,242    |                           | 51,347    |      | 106,074    |      | 99,570     |  
|                                                                                 |  |                            |           |                           |           |      |            |      |            |  
|Total interest and dividend income                                               |  |                            | 7,515,519 |                           | 5,370,317 |      | 14,191,978 |      | 10,329,719 |  
|                                                                                 |  |                            |           |                           |           |      |            |      |            |  
|Interest expense:                                                                |  |                            |           |                           |           |      |            |      |            |  
|Deposit accounts                                                                 |  |                            | 2,410,883 |                           | 1,644,669 |      | 4,351,469  |      | 3,095,564  |  
|Other borrowings                                                                 |  |                            | 407,084   |                           | 198,885   |      | 762,584    |      | 405,386    |  
|                                                                                 |  |                            |           |                           |           |      |            |      |            |  
|Total interest expense                                                           |  |                            | 2,817,967 |                           | 1,843,554 |      | 5,114,053  |      | 3,500,950  |  
|                                                                                 |  |                            |           |                           |           |      |            |      |            |  
|Net interest income                                                              |  |                            | 4,697,552 |                           | 3,526,763 |      | 9,077,925  |      | 6,828,769  |  
|                                                                                 |  |                            |           |                          
|Provision for loan losses                                                        |  |                            | 165,000   |                           | 135,000   |      | 350,000    |      | 270,000    |  
|                                                                                 |  |                            |           |                           |           |      |            |      |            |  
|Net interest income after provision for loan losses                              |  |                            | 4,532,552 |                           | 3,391,763 |      | 8,727,925  |      | 6,558,769  |  
|                                                                                 |  |                            |           |                           |           |      |            |      |            |  
|Other income:                                                                    |  |                            |           |                           |           |      |            |      |            |  
|Service charges on deposit accounts                                              |  |                            | 352,301   |                           | 304,848   |      | 699,100    |      | 572,254    |  
|Gain on sale of loans                                                            |  |                            | 43,902    |                           | 111,312   |      | 43,902     |      | 431,057    |  
|Gain (loss) on sale of investment securities                                     |  |                            | 2,663     |                           |          |      | 2,663      |      | (23,090    | )
|Other                                                                            |  |                            | 182,712   |                           | 163,059   |      | 364,465    |      | 320,487    |  
|                                                                                 |  |                            |           |                           |           |      |            |      |            |  
|Total other income                                                               |  |                            | 581,578   |                           | 579,219   |      | 1,110,130  |      | 1,300,708  |  
|                                                                                 |  |                            |           |                           |           |      |            |      |            |  
|Other expenses:                                                                  |  |                            |           |                           |           |      |            |      |            |  
|Salaries and employee benefits                                                   |  |                            | 1,865,870 |                           | 1,683,685 |      | 3,708,416  |      | 3,390,787  |  
|Occupancy                                                                        |  |                            | 504,802   |                           | 472,803   |      | 994,728    |      | 942,369    |  
|Loss (gain) on Real Estate Owned                                                 |  |                            |          |                           |          |      | 201,500    |      | (30,234    | )
|Other                                                                            |  |                            | 771,397   |                           | 613,697   |      | 1,400,286  |      | 1,187,242  |  
|                                                                                 |  |                            |           |                           |           |      |            |      |            |  
|Total other expenses                                                             |  |                            | 3,142,069 |                           | 2,770,185 |      | 6,304,930  |      | 5,490,164  |  
|                                                                                 |  |                            |           |                           |           |      |            |      |            |  
|Earnings before income taxes                                                     |  |                            | 1,972,061 |                           | 1,200,797 |      | 3,533,125  |      | 2,369,313  |  
|                                                                                 |  |                            |           |                           |           |      |            |      |            |  
|Income tax expense                                                               |  |                            | 634,475   |                           | 380,675   |      | 1,131,925  |      | 753,800    |  
|                                                                                 |  |                            |           |                           |           |      |            |      |            |  
|Net earnings                                                                     |  | $                          | 1,337,586 |                           | 820,122   |      | 2,401,200  |      | 1,615,513  |  
|                                                                                 |  |                            |           |                           |           |      |            |      |            |  
|Basic earnings per share                                                         |  | $                          | 0.55      |                           | 0.35      |      | 0.99       |      | 0.70       |  
|                                                                                 |  |                            |           |                           |           |      |            |      |            |  
|Diluted earnings per share                                                       |  | $                          | 0.54      |                           | 0.33      |      | 0.96       |      | 0.66       |  
|                                                                                 |  |                            |           |                           |           |      |            |      |            |  

See accompanying notes to unaudited consolidated financial statements.



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##### Table of Contents

CCF HOLDING COMPANY AND SUBSIDIARY

Consolidated Statements of Comprehensive Income

(Unaudited)



|                                                                                |  |                            |           |   |                          |           |   |      |           |   |      |           |  
|------------------------------------------------------------------------------- |  | -------------------------- | --------- | - | ------------------------ | --------- | - | ---- | --------- | - | ---- | --------- | -
|                                                                                |  | Three-months EndedJune 30, |           |   | Six-months EndedJune 30, |          
|                                                                                |  | 2006                       |           |   | 2005                     |           |   | 2006 |           |   | 2005 |          
|Net earnings                                                                    |  | $                          | 1,337,586 |   |                          | 820,122   |   |      | 2,401,200 |   |      | 1,615,513 |  
|Other comprehensive income:                                                     |  |                            |           |   |                          |           |   |      |           |   |      |           |  
|Unrealized holding (losses) gains on investment securities available-for- sale: |  |                            | (355,655  | ) |                          | 342,071   |   |      | (457,024  | ) |      | (96,286   | )
|Associated taxes                                                                |  |                            | 120,923   |   |                          | (86,794   | ) |      | 155,388   |   |      | 24,431    |  
|Reclassification adjustment for (gains) losses included in earnings             |  |                            | (2,663    | ) |                          |          |   |      | (2,663    | ) |      | 23,090    |  
|Associated taxes                                                                |  |                            | 905       |   |                          |          |   |      | 905       |   |      | (7,850    | )
|                                                                                |  |                            |           |   |                          |           |   |      |           |   |      |           |  
|Total other comprehensive (loss) income                                         |  |                            | (236,490  | ) |                          | 255,277   |   |      | (303,394  | ) |      | (56,615   | )
|                                                                                |  |                            |           |   |                          |           |   |      |           |   |      |           |  
|Total comprehensive income                                                      |  | $                          | 1,101,096 |   |                          | 1,075,399 |   |      | 2,097,806 |   |      | 1,558,898 |  
|                                                                                |  |                            |           |   |                          |           |   |      |           |   |      |           |  

See accompanying notes to unaudited consolidated financial statements.



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##### Table of Contents

CCF HOLDING COMPANY AND SUBSIDIARY

Consolidated Statements of Cash Flows

(Unaudited)



|                                                                                    |  |                           |             |   |      |             |  
|----------------------------------------------------------------------------------- |  | ------------------------- | ----------- | - | ---- | ----------- | -
|                                                                                    |  | Six Months Ended June 30, |            
|                                                                                    |  | 2006                      |             |   | 2005 |            
|Cash flows from operating activities:                                               |  |                           |             |   |      |             |  
|Net earnings                                                                        |  | $                         | 2,401,200   |   |      | 1,615,513   |  
|Adjustments to reconcile net earnings to net cash provided by operating activities: |  |                           |             |   |      |             |  
|Provision for loan losses                                                           |  |                           | 350,000     |   |      | 270,000     |  
|Depreciation, amortization, and accretion, net                                      |  |                           | 363,509     |   |      | 367,306     |  
|Net (gain) loss on sale of investment securities                                    |  |                           | (2,663      | ) |      | 23,090      |  
|Net write-down (gain) on real estate owned                                          |  |                           | 201,500     |   |      | (30,234     | )
|Net loss (gain) on sale of premises and equipment                                   |  |                           | 18,116      |   |      | (573        | )
|Net gain on sale of loans                                                           |  |                           | (43,902     | ) |      | (431,057    | )
|Increase in cash surrender value of life insurance                                  |  |                           | (144,174    | ) |      | (137,421    | )
|Change in:                                                                          |  |                           |             |   |      |             |  
|Accrued interest receivable and other assets                                        |  |                           | (295,810    | ) |      | (157,166    | )
|Accrued interest payable and other liabilities                                      |  |                           | (2,565,668  | ) |      | 1,088,541   |  
|                                                                                    |  |                           |             |   |      |             |  
|Net cash provided by operating activities                                           |  |                           | 282,108     |   |      | 2,607,999   |  
|                                                                                    |  |                           |             |   |      |             |  
|Cash flows from investing activities:                                               |  |                           |             |   |      |             |  
|Proceeds from maturities and calls of investment securities available-for-sale      |  |                           | 2,480,362   |   |      | 3,281,844   |  
|Purchases of investment securities available-for-sale                               |  |                           | (995,000    | ) |      | (5,957,909  | )
|Proceeds from sales of investment securities available-for-sale                     |  |                           |            |   |      | 2,476,910   |  
|Proceeds from maturities of certificate of deposit investments                      |  |                           |            |   |      | 99,000      |  
|Proceeds from redemption of Federal Home Loan Bank stock                            |  |                           | 675,000     |   |      | 675,000     |  
|Purchase of Federal Home Loan Bank stock                                            |  |                           | (948,400    | ) |      | (539,100    | )
|Proceeds from sales of real estate owned                                            |  |                           | 125,000     |   |      | 1,011,143   |  
|Net increase in loans                                                               |  |                           | (48,157,640 | ) |      | (31,391,850 | )
|Proceeds from sale of loans                                                         |  |                           | 11,104,174  |   |      | 12,839,851  |  
|Purchases of premises and equipment                                                 |  |                           | (658,681    | ) |      | (127,496    | )
|                                                                                    |  |                           |             |   |      |             |  
|Net cash used in investing activities                                               |  |                           | (36,375,185 | ) |      | (17,632,607 | )
|                                                                                    |  |                           |             |   |      |             |  
|Cash flows from financing activities:                                               |  |                           |             |   |      |             |  
|Net change in deposits                                                              |  |                           | 33,707,819  |   |      | 26,841,868  |  
|Net change in securities sold under agreements to repurchase                        |  |                           | 5,389,124   |   |      | 753,072     |  
|Proceeds from Federal Home Loan Bank advances                                       |  |                           | 15,000,000  |   |      |            |  
|Repayments of Federal Home Loan Bank advances                                       |  |                           | (10,000,000 | ) |      | (5,000,000  | )
|Dividends paid                                                                      |  |                           | (395,809    | ) |      | (273,535    | )
|Proceeds from exercise of stock options                                             |  |                           | 514,672     |   |      | 709,244     |  
|Retirement of common stock                                                          |  |                           | (127,712    | ) |      | (797,366    | )
|                                                                                    |  |                           |             |   |      |             |  
|Net cash provided by financing activities                                           |  |                           | 44,088,094  |   |      | 22,233,283  |  
|                                                                                    |  |                           |             |   |      |             |  
|Increase in cash and cash equivalents                                               |  |                           | 7,995,017   |   |      | 7,208,675   |  
|Cash and cash equivalents at beginning of period                                    |  | $                         | 15,418,073  |   |      | 20,471,930  |  
|                                                                                    |  |                           |             |   |      |             |  
|Cash and cash equivalents at end of period                                          |  | $                         | 23,413,090  |   |      | 27,680,605  |  
|                                                                                    |  |                           |             |   |      |             |  
|Supplemental disclosure of cash flow information:                                   |  |                           |             |   |      |             |  
|Interest paid                                                                       |  | $                         | 5,076,384   |   |      | 3,344,751   |  
|                                                                                    |  |                           |             |   |      |             |  
|Income taxes paid                                                                   |  | $                         | 1,186,279   |   |      | 480,729     |  
|                                                                                    |  |                           |             |   |      |             |  

See accompanying notes to unaudited consolidated financial statements.



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##### Table of Contents

CCF HOLDING COMPANY AND SUBSIDIARY

Notes to Consolidated Financial Statements

(Unaudited)

1. Basis of Presentation

The consolidated financial statements for the three- and six-month periods ended June 30, 2006 and 2005 are not audited and reflect all adjustments
(consisting only of normal recurring accruals) which are, in the opinion of management, necessary for a fair presentation of the financial position, operating results, and cash flows for the interim periods. Accordingly, they do not include all
information and disclosures required by generally accepted accounting principles for complete financial statements.

The results of operations for the
three- and six-month periods ended June 30, 2006, are not necessarily indicative of the results for the entire year ending December 31, 2006.

2.
Stock Compensation Plans

Effective January 1, 2006, the Company adopted the provisions of Statement of Financial Accounting Standards
(SFAS) No. 123(R), Share-Based Payment. SFAS No. 123(R) requires compensation expense to be recognized for share-based payments over the vesting period based on the awards fair value at the date of grant. SFAS
No. 123(R) also requires the benefits of tax deductions in excess of recognized compensation cost to be reported as a financing cash flow, rather than as an operating cash flow as previously required.

The Company adopted SFAS 123(R) using the modified prospective application; accordingly, the financial statements for periods prior to January 1, 2006, will not
include compensation cost calculated under the fair value method. Under the modified prospective application, SFAS 123(R) applies to new awards and to awards modified, repurchased or cancelled after the effective date. SFAS 123(R) also applies to
awards granted prior to, but not yet vested, as of January 1, 2006, as if the fair value method required for pro forma disclosure under SFAS 123, Accounting for Stock Based Compensation, were in effect for expense recognition
purposes.

Prior to the adoption of SFAS No. 123(R), the Company accounted for stock-based compensation to employees and non-employee members of the
Board under the recognition and measurement principles of APB Opinion No. 25, Accounting for Stock Issued to Employees,and related interpretations. No stock-based employee compensation cost was reflected in net earnings, as all stock
options granted under those plans had an exercise price equal to the market value of the underlying common stock on the date of the grant. For the quarter and six-months ended June 30, 2006, the Company recognized $26,350 in share-based
compensation costs or $0.01 per basic and diluted share. As of June 30, 2006, all of the Companys unvested stock options are tax qualifying and no income tax benefits were recognized relating to the compensation expense.

The following table illustrates the effect of net earnings and earnings per share if the Company had applied the fair value recognition provisions of SFAS No. 123
to stock-based compensation for the three and six-month periods ended June 30, 2005:



|                                                                                                                            |  |                                        |         |   |                                      |           |  
|--------------------------------------------------------------------------------------------------------------------------- |  | -------------------------------------- | ------- | - | ------------------------------------ | --------- | -
|                                                                                                                            |  | For the threemonths endedJune 30, 2005 |         |   | For the sixmonths endedJune 30, 2005 |          
|Net earnings as reported                                                                                                    |  | $                                      | 820,122 |   |                                      | 1,615,513 |  
|Deduct: Total stock based employee compensation expense determined under fair-value based method for all awards, net of tax |  |                                        | (1,475  | ) |                                      | (169,950  | )
|                                                                                                                            |  |                                        |         |   |                                      |           |  
|Pro forma net earnings                                                                                                      |  | $                                      | 818,647 |   |                                      | 1,445,563 |  
|                                                                                                                            |  |                                        |         |   |                                      |           |  
|Basic earnings per share:                                                                                                   |  |                                        |         |   |                                      |           |  
|As reported                                                                                                                 |  | $                                      | 0.35    |   |                                      | 0.70      |  
|Pro forma                                                                                                                   |  | $                                      | 0.35    |   |                                      | 0.63      |  
|                                                                                                                            |  |                                       
|Diluted earnings per share:                                                                                                 |  |                                        |         |   |                                      |           |  
|As reported                                                                                                                 |  | $                                      | 0.33    |   |                                      | 0.66      |  
|Pro forma                                                                                                                   |  | $                                      | 0.33    |   |                                      | 0.59      |  



5



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##### Table of Contents

The difference between the net earnings as reported and pro forma is the expense associated with the option grants, which
would have been earned in the period. This expense was calculated based on the number of options vested during the period multiplied by the fair value of the respective option at the time of grant, net of tax effect.

During the first six-months of 2006 and 2005, the fair value of each option was estimated on the date of grant using the Black-Scholes options-pricing model with the
following weighted average assumptions:



|                                       |  |                          |         |   |      |   |         |  
|-------------------------------------- |  | ------------------------ | ------- | - | ---- | - | ------- | -
|                                       |  | Six Months EndedJune 30, |        
|                                       |  | 2006                     |         |   | 2005 |  
|Weighted average grant date fair value |  | $                        | 5.27    |   |      | $ | 3.29    |  
|Risk-free interest rate                |  |                          | 4.21    | % |      |   | 4.27    | %
|Expected dividend yield                |  |                          | 1.58    | % |      |   | 1.30    | %
|Expected stock price volatility        |  |                          | 0.1520  |   |      |   | 0.2181  |  
|Expected life                          |  |                          | 7 years |   |      |   | 7 years |  

3. Accounting Policies

Reference is made to the accounting policies of the Company described in the notes to the consolidated financial statements contained in the Companys Annual Report on Form 10-KSB for the fiscal year ended December 31, 2005, filed
with the Securities and Exchange Commission.

4. Reclassification

Certain amounts in the prior period financial statements have been reclassified to conform to the presentation used in the current period unaudited consolidated financial statements.

5. Earnings per share

Basic earnings per share are based on the
weighted average number of common shares outstanding during the period while the effects of potential shares outstanding during the period are included in diluted earnings per share. The reconciliation of the amounts used in the computation of both
basic earnings per share and diluted earnings per share for each period is presented as follows:

For the
three-months ended June 30, 2006



|                                 |  |             |           |              |           |                 |   |       |  
|-------------------------------- |  | ----------- | --------- | ------------ | --------- | --------------- | - | ----- | -
|                                 |  | NetEarnings |           | CommonShares |           | Per ShareAmount |  
|Basic earnings per share         |  | $           | 1,337,586 |              | 2,419,411 |                 | $ | 0.55  |  
|Effect of dilutive common stock: |  |             |           |              |           |                 |   |       |  
|Stock options                    |  |             |           |              | 72,861    |                 | $ | (0.01 | )
|                                 |  |             |           |              |           |                 |   |       |  
|Diluted earnings per share       |  | $           | 1,337,586 |              | 2,492,272 |                 | $ | 0.54  |  
|                                 |  |             |           |              |           |                 |   |       |  

For the three-months ended June 30, 2005



|                                 |  |             |         |              |           |                 |   |       |  
|-------------------------------- |  | ----------- | ------- | ------------ | --------- | --------------- | - | ----- | -
|                                 |  | NetEarnings |         | CommonShares |           | Per ShareAmount |  
|Basic earnings per share         |  | $           | 820,122 |              | 2,334,449 |                 | $ | 0.35  |  
|Effect of dilutive common stock: |  |             |         |              |           |                 |   |       |  
|Stock options                    |  |             |         |              | 117,112   |                 |   | (0.02 | )
|                                 |  |             |         |              |           |                 |   |       |  
|Diluted earnings per share       |  | $           | 820,122 |              | 2,451,561 |                 | $ | 0.33  |  
|                                 |  |             |         |              |           |                 |   |       |  



6



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##### Table of Contents

For the six-months ended June 30, 2006



|                                 |  |             |           |              |           |                 |   |       |  
|-------------------------------- |  | ----------- | --------- | ------------ | --------- | --------------- | - | ----- | -
|                                 |  | NetEarnings |           | CommonShares |           | Per ShareAmount |  
|Basic earnings per share         |  | $           | 2,401,200 |              | 2,413,726 |                 | $ | 0.99  |  
|Effect of dilutive common stock: |  |             |           |              |           |                 |   |       |  
|Stock options                    |  |             |           |              | 79,511    |                 | $ | (0.03 | )
|                                 |  |             |           |              |           |                 |   |       |  
|Diluted earnings per share       |  | $           | 2,401,200 |              | 2,493,237 |                 | $ | 0.96  |  
|                                 |  |             |           |              |           |                 |   |       |  

For the six-months ended June 30, 2005



|                                 |  |             |           |              |           |                 |   |       |  
|-------------------------------- |  | ----------- | --------- | ------------ | --------- | --------------- | - | ----- | -
|                                 |  | NetEarnings |           | CommonShares |           | Per ShareAmount |  
|Basic earnings per share         |  | $           | 1,615,513 |              | 2,299,769 |                 | $ | 0.70  |  
|Effect of dilutive common stock: |  |             |           |              |           |                 |   |       |  
|Stock options                    |  |             |           |              | 138,381   |                 |   | (0.04 | )
|                                 |  |             |           |              |           |                 |   |       |  
|Diluted earnings per share       |  | $           | 1,615,513 |              | 2,438,150 |                 | $ | 0.66  |  
|                                 |  |             |           |              |           |                 |   |       |  

6. Dividends Payable

On June 21, 2006, the Company declared a $0.09 dividend per share to shareholders of record on July 3, 2006, with a payment date of July 17, 2006.

7. Recent Accounting Pronouncements

Other accounting standards that have been issued or proposed by the FASB and
other standard setting entities that do not require adoption until a future date are not expected to have a material impact on the Companys consolidated financial statements upon adoption.

Item 2. Managements Discussion and Analysis or Plan of Operations

CCF Holding Company (the Company) may
from time to time make written or oral forward-looking statements, including statements contained in the Companys filings with the Securities and Exchange Commission (including this report on Form 10-Q), in its reports to
stockholders and in other communications by the Company, which are made in good faith by the Company pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.

These forward-looking statements involve risks and uncertainties, such as statements of the Companys plans, objectives, expectations, estimates and intentions,
that are subject to change based on various important factors, some of which are beyond the Companys control. The following factors, among others, could cause the Companys financial performance to differ materially from the plans,
objectives, expectations, estimates and intentions expressed in such forward-looking statements: the strength of the United States economy in general and the strength of the local economies in which the Company conducts operations; the effects of,
and changes in, trade, monetary and fiscal policies and laws, including interest rate policies of the Board of Governors of the Federal Reserve System; inflation; interest rate, market and monetary fluctuations; the timely development of and
acceptance of new products and services of the Company and the perceived overall value of these products and services by users, including the features, pricing and quality compared to competitors products and services; the willingness of users
to substitute competitors products and services for the Companys products and services; the success of the Company in gaining regulatory approval of its products and services, when required; the impact of changes in financial
services laws and regulations, including laws concerning taxes, banking, securities and insurance; technological changes and acquisitions; managing credit risk; changes in consumer spending and saving habits; the impact of the war on
terrorism; and the success of the Company at managing the risks involved in the foregoing.



7



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##### Table of Contents

The Company cautions that these important factors are not exclusive. The Company does not undertake to update any
forward-looking statement, whether written or oral, that may be made from time to time by or on behalf of the Company.

Comparison of Financial Condition at June 30, 2006 and December 31, 2005

Assets - The Companys total assets increased
$44.3 million, or 12.2%, between December 31, 2005, and June 30, 2006. Net loans receivable increased $36.7 million, or 13.2%, to $316.7 million, at June 30, 2006, from $280.0 million at December 31, 2005. The Companys loan
growth for the six-month period includes approximately $19.9 million in commercial and commercial real estate loans, $10.4 million in construction real estate loans, and $7.0 million in acquisition and development loans. Loan demand remains strong
in the Companys market.

Investment securities decreased during the period by $1.9 million due to maturities and calls of bonds totaling $2.0
million, principal repayments on mortgage backed securities of $400,000 and the change in market value of the portfolio totaling $465,000. These amounts were partially offset by the purchase of a $1.0 million agency bond.

Cash and cash equivalents increased $8.0 million during the six-months ended June 30, 2006 as deposit accounts increased during the six-month period.

Premises and equipment increased $281,000 since December 31, 2005 due to the renovation of the existing operations center. This was done to increase capacity at the
facility.

Federal Home Loan Bank (the FHLB) stock owned increased during the six-month period by $273,000. This net increase in ownership was
required by the FHLB due to increased borrowing during the period.

Liabilities - Total deposits during the six-months ended June 30, 2006,
grew to $346.0 million, an increase of $33.7 million, or 10.9%, from $312.3 million at December 31, 2005. Deposit growth in transaction accounts, which include non-interest bearing demand deposit accounts, NOW accounts and money market
accounts, equaled $9.3 million, from $177.0 million at December 31, 2005 to $186.3 million at June 30, 2006. Repurchase accounts, used by small businesses as a cash management tool, increased $5.4 million, or 136.4%, during the period,
from $3.9 million at December 31, 2005, to $9.3 million at June 30, 2006.

Time deposits increased during the six-month period from $129.3
million at December 31, 2005, to $154.4 million at June 30, 2006, an increase of $25.1 million, or 19.4%. This increase was needed to fund loan growth and improve the liquidity position of Heritage Bank (the Bank) as well as
provide funds for the repayment of an FHLB advance. Certificates of deposit totaling $18.0 million were generated through the internet from financial institutions nationwide. These certificates are of one year or less in maturity and provide funding
at an average rate of 5.10%, which was comparable to local certificate campaigns during the same period. The remaining increase was generated through local deposits.

Shareholders Equity - Shareholders equity increased $2.1 million, from $24.2 million at December 31, 2005, to $26.3 million at June 30, 2006. This increase was the result of net earnings
of $2.4 million in the first six-months of 2006 and cash received from the exercise of stock options totaling $515,000, partially offset by the declaration of $0.175 per share in dividends, which totaled $396,000, and the repurchase and retirement
of common stock, which totaled $128,000. The remainder of the offset is a reflection of the change in the fair value of the Banks available-for-sale investment securities portfolio, which affects accumulated other comprehensive income. The
ratio of shareholders equity as a percentage of total assets was 6.4% at June 30, 2006, and 6.6% at December 31, 2005. Book value per share increased $0.66 per share during the period, from $10.20 at December 31, 2005, to $10.86
at June 30, 2006.

Comparison of Operating Results for the Three months and Six months ended June 30, 2006 and June 30, 2005

Net Earnings - The Company had net earnings of $1.3 million for the three-month period ended June 30, 2006, compared to net earnings of $820,000 in the same
three-month period in 2005. This represents an increase in net earnings of $517,000, or 63.1%. For the six-month period ended June 30, 2006, net earnings of $2.4 million represented an increase of $786,000, or 48.6%, over the six-month period
ended June 30, 2005, which had earnings of $1.6 million. Earnings during the first six-months of 2006 included a loss of $201,500 on other real estate owned. The write-down was performed in order to reduce the carrying value of the property to
its contracted sales price, less estimated selling costs. The six-month period ended June 30, 2006, also had net gains on loans sold of $44,000. For the six-months ended June 30, 2005, earnings included gains on sales of loans of $431,000,
and a loss on sale of investment securities of $23,000.



8



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##### Table of Contents

Net Interest Income - Net interest income for the six-month period ended June 30, 2006, increased $2.2
million, or 32.9%, from $6.8 million in 2005, to $9.1 million at June 30, 2006. For the three-month period, net interest income increased $1.2 million, or 33.1%, from $3.5 million at June 30, 2005, to $4.7 million at June 30, 2006.

Interest income for the six-month period ended June 30, 2006, increased $3.9 million, or 37.4%, from $10.3 million at June 30, 2005, to $14.2
million at June 30, 2006. This increase is primarily due to the increase in interest rates during the period, however, growth in interest earning assets also contributed to the increase. The average rate earned on loans for the period ended
June 30, 2006, increased 160 basis points, from 7.01% at June 30, 2005, to 8.61% at June 30, 2006. For the three-month period ended June 30, 2006, interest income increased $2.1 million, or 39.9%, from $5.4 million at
June 30, 2005, to $7.5 million at June 30, 2006. Average balances on loans increased from $283.7 million at December 31, 2005, to $303.0 million at June 30, 2006.

Interest expense increased $1.6 million, or 46.1%, from $3.5 million in the six-month period ended June 30, 2005, to $5.1 million for the six-month period ended June 30, 2006. For the three-month period
ended June 30, 2006, interest expense increased $974,000, from $1.8 million at June 30, 2005, to $2.8 million at June 30, 2006.

The
increase is due to the repricing at higher rates of deposit accounts coinciding with the increases in federal funds rates, combined with the increase in the interest rate paid on the junior subordinated debentures. The debentures are floating rate
instruments that adjust quarterly.

The average rate paid for the time deposits increased 86 basis points, from 3.02% for the period ended June 30,
2005, to 3.88% for the period ended June 30, 2006. For interest-bearing transaction accounts the average rate paid increased 110 basis points, from 1.24% for the period ended June 30, 2005, to 2.34% at June 30, 2006. During the
six-month period ended June 30, 2006, the increase in the yield on earning assets outpaced the increase in the cost of funds for the Bank. With a positive gap, the Bank experiences an increase in net interest income in the short term, during a
rising rate environment. In a decreasing rate environment, the Bank could experience margin compression as certain deposit accounts have not increased in rate proportionately to the increases in certain asset categories. This compression could also
occur in a stable rate environment if competitive situations require an increase in certain deposit liability categories as well.

Provision for Loan
Losses - The Banks provision for loan losses for the six-month period ended June 30, 2006, was $350,000, an increase of $80,000 over the provision of $270,000 for the six-month period ended June 30, 2005. The loan loss reserve
balance at June 30, 2006, was $3.7 million, or 1.17% of loans outstanding. For the period ended June 30, 2005, the loan loss reserve was $3.4 million, or 1.21% of loans outstanding. For the three month period ended June 30, 2006, the
provision was $165,000, an increase of $30,000 over the provision of $135,000 for the period ended June 30, 2005.

Based on the Banks internal
calculation the allowance for loan losses is considered adequate. Management will continue to monitor and adjust the allowance provision as necessary during the year based on growth in the loan portfolio, loss experience, workout of non-performing
loans, financial condition of borrowers, and continued monitoring of local economic conditions, as well as any other external factors.

Non-performing
loans totaled $53,000 at June 30, 2006, which equaled 0.017% of loans outstanding. This compares to $633,000, or 0.23%, at June 30, 2005. At June 30, 2006, nonperforming loans consisted of one loan, partially secured by commercial
equipment. The balance at June 30, 2005, consisted of one relationship, partially guaranteed by the United States Department of Agriculture (the USDA). The property was sold in 2005, with a balance of $382,500 due from the USDA
still being held in a receivable account by the Bank. See reference to this receivable in Other Items.

Non-performing assets were at $2.0
million on June 30, 2006. This balance consists primarily of one property valued at $2.0 million and secured by commercial real estate. The balance is net of a write down of $201,500, reflected in the first quarter 2006 earnings. This write
down was required to adjust the book value of the property to the contracted sales price. The property remains under contract to sell with the closing date scheduled in the third quarter of 2006.



9



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##### Table of Contents

Other Income Other income of $1.1 million for the six-month period ended June 30, 2006, is less than
other income for the same period in 2005, of $1.3 million. Other income for the period ended June 30, 2005, included a pre-tax net gain of $430,000 on the sale of SBA loans. This type of income distorts quarterly earnings because the gains may
be booked in different periods from year to year. Gains on sales of SBA loans are a part of the normal course of business for the Bank and, as such, should be compared as a part of annual earnings. The period ended June 30, 2006, included gains
on sales of loans of $44,000.

Service charges on deposit accounts increased for the six-month period ended June 30, 2006 by $127,000, or 22.2%, from
$572,000 at June 30, 2005 to $699,000 at June 30, 2006. The increase is attributed to a 19.6% increase in the number of non-interest bearing demand deposit accounts. In addition, the Bank implemented an overdraft protection program during
the second quarter of 2005, which has increased service charge income. Service charges for the three-month period ended June 30, 2006 equaled $352,000, representing an increase of $47,000, or 15.6%, over the same three-month period ended
June 30, 2005 which had service charge income of $305,000.

During 2005, the Bank implemented a mortgage origination program, which has contributed
fees of $92,000 during the first six-months of 2006, as compared to the period ended June 30, 2005 when net mortgage fees earned were $32,000. For the three-month period ended June 30, 2006, mortgage fees were $54,000, an increase of
$28,000 over the three-month period ended June 30, 2005, which had mortgage fee income of $26,000.

Other Expenses - Other expenses for the
six-month period ended June 30, 2006, increased $8155,000, or 14.8%, from $5.5 million for the six-month period ended June 30, 2005, to $6.3 million for the same period in 2006. Of this increase, $201,500 was the write-down on real estate
owned discussed earlier. Salaries and employee benefits increased to $3.7 million for the six-month period ended June 30, 2006, compared to $3.4 million during the same six-month period in 2005, an increase of $318,000, or 9.4%. Annual salary
increases and related tax expenses account for the increase. Additionally, the Bank incurred a $46,000 loss on check fraud during April 2006, which is included in other expenses. For the three-month period ended June 30, 2006, other expenses
increased $372,000, or 13.4%, from $2.8 million at June 30, 2005, to $3.1 million at June 30, 2006.

Liquidity - The Banks
short-term liquidity was 12.2% on June 30, 2006. The Bank is required to maintain minimum levels of liquid assets as defined by the State of Georgia and the Federal Deposit Insurance Corporation regulations. The Bank continues to search for
deposits and other means of meeting its loan demand. The Bank adjusts its liquidity level as appropriate to meet its asset/liability objectives. The primary sources of funds are deposits, amortization, and prepayments of loans and mortgage-backed
securities, maturity of investments, and funds provided from operations. As an alternative to supplement liquidity needs, the Bank has the ability to borrow from the Federal Home Loan Bank of Atlanta and other correspondent banks. These commitments
totaled $51.7 million at June 30, 2006, with $15.0 million drawn. Scheduled loan amortization and maturing investment securities are a relatively predictable source of funds, however, deposit flow and loan prepayments are greatly influenced by,
among other things, market interest rates, economic conditions, and competition. The Banks liquidity, represented by cash, cash equivalents, and unpledged securities available-for-sale, is a product of its operating, investing, and financing
activities.

Capital Ratios  Quantitative measures established by regulation to ensure capital adequacy require the Company and the Bank to
maintain minimum amounts and ratios of total and Tier 1 capital to risk-weighted assets, and of Tier 1 capital to average assets. As of June 30, 2006, the most recent notification from the Federal Deposit Insurance Corporation categorized the
Bank as well capitalized under the regulatory framework for prompt corrective action. There are no conditions or events since that notification that management believes have changed the Banks capital category.

As of June 30, 2006, total risk based capital ratios were 10.46% for the Bank and 11.04% for the consolidated company. The Tier 1 capital to risk weighted assets
ratio was 9.39% for the Bank and 9.43% for the consolidated company. The Tier 1 capital to average asset ratio (leverage ratio) was 8.23% for the Bank and 8.67% for the consolidated company.

Other Items  The Bank continues to carry a receivable for $382,500 due from the USDA associated with the final settlement of its loss claim filed on
March 3, 2006. On June 28, 2006, the Bank received written communication from the USDA seeking further explanation of the tactics used by the Bank in its collection and resolution of the failed credit. The letter received from the USDA
questioned a portion of the receivable totaling $190,000. On July 17, 2006, the Bank filed its response to the USDA thoroughly outlining all facts associated with the collection effort. The Bank expects that the full loss claim will be honored,
as well as other collectible expenses and interest carry.



10



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##### Table of Contents

Item 3. Qualitative and Quantitative Disclosures about Market Risk

Pursuant to Instruction 1 to Item 305(c) of
Regulation S-K, no disclosure under this item will be required until December 31, 2006.

Item 4. Controls and Procedures

Within the 90-day period prior to the date of this report, the Company, under the
supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of the design and operation of the Companys disclosure controls and
procedures as defined in Exchange Act Rule 13a  15(e). The design of any system of controls and procedures is based in part upon certain assumptions about the likelihood of future events. There can be no assurance that any design will succeed
in achieving its stated goals under all potential future conditions, regardless of how remote. Based upon this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective as
of June 30, 2006 in ensuring that material information relating to the Company, including our consolidated subsidiaries, is made known to them by others within those entities, particularly during the period in which this quarterly report was
being prepared. There were no significant changes in our internal controls or in other factors during the fiscal quarter ended June 30, 2006 that have materially affected or are reasonable likely to materially affect these controls subsequent
to the date of the evaluation.



11



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##### Table of Contents

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

None.

Item 1A. Risk Factors

You should carefully consider the factors discussed in Part I, Item 1. Description of
Business under the heading Risk Factors in our Annual Report on Form 10-KSB for the year ended December 31, 2005, which could materially affect our business, financial condition or future results. The risks described in our
Annual Report on Form 10-KSB are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition
and/or operating results.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds



| | (a) | Not applicable.
| | --- | ---------------



| | (b) | Not applicable.
| | --- | ---------------



| | (c) | The following table sets forth the Companys repurchases of its common equity during the second quarter of 2006:
| | --- | ----------------------------------------------------------------------------------------------------------------



|                               |  |                                   |  |                            |       |                                                                              |   |                                                                                                          |  
|------------------------------ |  | --------------------------------- |  | -------------------------- | ----- | ---------------------------------------------------------------------------- | - | -------------------------------------------------------------------------------------------------------- | -
|Period                         |  | Total Numberof SharesPurchased(1) |  | AveragePrice Paidper Share |       | Total Number ofShares Purchased asPart of PubliclyAnnounced Plans orPrograms |   | Maximum Number (orApproximate Dollar Value)of Shares that May Yet BePurchased Under the Plansor
Programs
|April 1, through June 30, 2006 |  | 67                                |  | $                          | 17.71 |                                                                              |  |                                                                                                          | 
|May 1 through May 31, 2006     |  |                                  |  |                            |      |                                                                              |  |                                                                                                          | 
|June 1 through June 30, 2006   |  |                                  |  |                            |      |                                                                              |  |                                                                                                          | 
|Total                          |  |                                   |  |                            |       |                                                                              |  |                                                                                                          | 

---

|(1) | The Company repurchased the shares indicated from certain participants in the Companys Employee Stock Ownership Plan. The purchases were made pursuant to the terms of the
Employee Stock Ownership Plan and such purchases were not made pursuant to a publicly announced plan or program.
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Item 3. Defaults Upon Senior Securities

None.

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

The Company held its Annual Meeting of Shareholders on
May 18, 2006.

Following is a description of each matter voted on at the Annual Meeting and the results of the voting:



| | 1. | Election of Directors to serve a three-year term expiring at the 2009 Annual Meeting of Shareholders :
| | -- | ------------------------------------------------------------------------------------------------------



|                      |  |                 |  |                   |  |                  
|--------------------- |  | --------------- |  | ----------------- |  | -----------------
|                      |  | John T.Mitchell |  | Edwin S.Kemp, Jr. |  | Stephen E.Boswell
|Shares voted in favor |  | 1,916,224       |  | 1,860,749         |  | 1,914,012        
|Votes withheld        |  | 5,305           |  | 60,780            |  | 7,517            
|Shares abstained      |  |                |  |                  |  |                 
|Broker non-votes      |  |                |  |                  |  |                 

Item 5. Other Information

None.



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##### Table of Contents

Item 6. Exhibits



| | (a) | Exhibits
| | --- | --------



|     |  |                                                                                                                                                   
|---- |  | --------------------------------------------------------------------------------------------------------------------------------------------------
|31.1 |  | Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.                                               
|     | 
|31.2 |  | Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.                                               
|     | 
|32.1 |  | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|     | 
|32.2 |  | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.



13



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##### Table of Contents

CCF HOLDING COMPANY AND SUBSIDIARY

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.



|                      |  |     |  |                                               
|--------------------- |  | --- |  | ----------------------------------------------
|CCF HOLDING COMPANY  
|                      |  |    
|Date: August 11, 2006 |  | BY: |  | /s/ David B. Turner                           
|                      |  |     |  | David B. Turner                               
|                      |  |     |  | President and Chief Executive Officer         
|                      |  |    
|Date: August 11, 2006 |  | BY: |  | /s/ Mary Jo Rogers                            
|                      |  |     |  | Mary Jo Rogers                                
|                      |  |     |  | Sr. Vice President and Chief Financial Officer



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