UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-Q (Mark One)  X
        QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
 SECURITIES EXCHANGE ACT OF 1934  For the quarterly period ended
        March 31, 2007
  _____
        TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
 SECURITIES EXCHANGE ACT OF 1934  For the transition period from__________to__________  Commission File Number
        0-18868
  PREMIER COMMUNITY BANKSHARES, INC. (Exact name of registrant as specified in its charter)  Virginia
        54-1560968_______________________________
        ___________________________________(State or other jurisdiction
        (I.R.S. Employer Identification No.)of incorporation or organization)4095 Valley PikeWinchester, Virginia
        22602_______________________________
        __________(Address of principal executive offices)
        (Zip Code)(540) 869-6600(Registrants telephone number, including area code)
 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. YESXNO
  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.   (Check one): Large accelerated filer
        Accelerated filerX
        Non-accelerated filer
  Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES   NO X  Indicate the number of shares outstanding of each of the issuers classes of common stock, as of the latest practicable date: 5,739,710, $1.00 par value, as of May 1, 2007.       PART I.     FINANCIAL INFORMATIONItem 1.    Financial Statements3The following financial statements are provided at the page numbers indicated.Consolidated Balance Sheetsat March 31, 2007 and December 31, 2006
        3Consolidated Statements of Income forthe Three Months Ended March 31, 2007 and 2006
        4Consolidated Statements of Changes inShareholders Equity for the Three MonthsEnded March 31, 2007 and 2006
        5Consolidated Statements of Cash Flows for theThree Months Ended March 31, 2007 and 2006
        6Notes to Consolidated Financial Statements
        7-15Item 2.     Managements Discussion and Analysis of FinancialCondition and Results of Operations
        1622Item 3.     Quantitative and QualitativeDisclosures about Market Risk
        2324Item 4.     Controls and Procedures
        24Part II.     OTHER INFORMATION
        25Item 1.     Legal Proceedings
        25Item 1A.  Risk Factors
        25Item 2.     Unregistered Sales ofEquity Securities and Use of Proceeds
        25Item 3.     Defaults Upon Senior Securities
        25Item 4.     Submission of Matters to a Vote of Security Holders
        25Item 5.     Other Information
        25Item 6.     Exhibits
        25Signatures
        26
   2    PART I.  FINANCIAL INFORMATION  Item 1. FINANCIAL STATEMENTS PREMIER COMMUNITY BANKSHARES, INC. Consolidated Balance Sheets (In Thousands, Except for Share Data)  March 31,2007
        
        December 31,Assets:
        (Unaudited)
        
        2006Cash and due from banks
        $        24,170
        
        $        25,150Interest-bearing deposits in other banks
        1,737
        
        1,534Federal funds sold
        41,751
        
        25,380Securities available for sale, at fair value
        31,731
        
        33,067Securities held to maturity (fair value: March 31, 2007,$6,676;  December 31, 2006,  $6,721)
        6,774
        
        7,027Loans, net of allowance for loan losses  (allowance: $7,123March 31, 2007, $7,119 December 31, 2006)
        749,060
        
        747,444Bank premises and equipment, net
        26,197
        
        25,780Accrued interest receivable
        3,700
        
        3,804Other assets
        30,676
        
        31,525Total Assets
        $       915,796
        
        $       900,711Liabilities and Shareholders' Equity:Liabilities:Deposits:Non-interest bearing demand deposits
        $        95,519
        
        $        96,645Savings and interest-bearing demand deposits
        208,673
        
        196,951Time deposits
        438,081
        
        434,678Total deposits
        742,273
        
        728,274Federal Home Loan Bank advances
        55,000
        
        55,000Short-term borrowings
        532
        
        597Accounts payable and accrued expenses
        4,813
        
        5,702Capital lease payable
        155
        
        158Trust preferred capital notes
        39,177
        
        39,267Total Liabilities
        $       841,950
        
        $       828,998Shareholders' Equity:Preferred stock, Series A, 5% noncumulative, no parvalue; 1,000,000 shares authorized and unissued
        -
        
        -Common stock, $1 par value, 20,000,000 shares authorizedMarch 31, 2007, 5,737,797 shares issued and outstanding;December 31, 2006, 5,699,842 shares issued and outstanding
        5,738
        
        5,700Capital surplus
        34,445
        
        34,095Retained earnings
        33,698
        
        31,975Accumulated other comprehensive loss
        (35)
        
        (57)Total Shareholders' Equity
        73,846
        
        71,713Total Liabilities and Shareholders' Equity
        $       915,796
        
        $     900,711See Accompanying Notes to Consolidated Financial Statements
   3     PREMIER COMMUNITY BANKSHARES, INC. Consolidated Statements of Income (In Thousands, Except for Share and Per Share Data)  (Unaudited)For the Three Months EndedMarch 31,2,007
        
        2006Interest and dividend income:Interest and fees on loans
        $        14,980
        
        $         10,884Interest on investment securities:Nontaxable
        39
        
        40Taxable
        82
        
        66Interest and dividends on securities available for sale:Nontaxable
        60
        
        69Taxable
        267
        
        144Dividends
        73
        
        41Interest on deposits in banks
        17
        
        12Interest on federal funds sold
        320
        
        161Total interest and dividend income
        $        15,838
        
        $         11,417Interest expense:Interest on deposits
        $         6,177
        
        $          3,584Interest on capital lease obligations
        3
        
        3Interest on borrowings
        1,354
        
        769Total interest expense
        $         7,534
        
        $          4,356Net interest income
        $         8,304
        
        $          7,061Provision for loan losses
        79
        
        103Net interest income after provision for loan losses
        $         8,225
        
        $          6,958Noninterest income:Service charges on deposit accounts
        $           781
        
        $            761Commissions and fees
        324
        
        250Other
        336
        
        116Total noninterest income
        $         1,441
        
        $          1,127Noninterest expense:Salaries and employee benefits
        $         3,871
        
        $          3,150Net occupancy expense of premises
        538
        
        338Furniture and equipment
        449
        
        386Other
        2,223
        
        1,652Total noninterest expenses
        $         7,081
        
        $          5,526Income before income taxes
        $         2,585
        
        $          2,559Provision for income taxes
        862
        
        854Net income
        $         1,723
        
        $          1,705Average shares:Basic
        5,716,362
        
        4,961,231Assuming dilution
        5,885,544
        
        5,093,976Earnings per common per share:Basic
        $          0.30
        
        $           0.34Assuming dilution
        $          0.29
        
        $           0.33See Accompanying Notes to Consolidated Financial Statements
  4     PREMIER COMMUNITY BANKSHARES, INC.Consolidated Statement of Changes in Shareholders' EquityFor the Three Months Ended March 31, 2006 and 2007(In Thousands, Except Shares Issued)(Unaudited)AccumulatedOther
        
        TotalCommon
        Capital
        Retained
        Comprehensive
        Comprehensive
        Shareholders'Stock
        Surplus
        Earnings
        Income (Loss)
        Income
        EquityBalance December 31, 2005
        $  4,956
        $  19,805
        $ 25,612
        $         (84)
        
        $    50,289Comprehensive IncomeNet income
        
        
        1,705
        
        $       1,705
        1,705Other comprehensive loss,unrealized loss on available forsale securities (net of tax$15)
        
        
        
        (31)
        (31)
        (31)Total comprehensive income
        
        
        
        
        $       1,674Issuance of common stock-under incentive stock option plan(11,000 shares)
        11
        81
        
        
        
        92Balances - March 31, 2006
        $  4,967
        $  19,886
        $ 27,317
        $        (115)
        
        $    52,055AccumulatedOther
        
        TotalCommon
        Capital
        Retained
        Comprehensive
        Comprehensive
        Shareholders'Stock
        Surplus
        Earnings
        Income (Loss)
        Income
        EquityBalance December 31, 2006
        $  5,700
        $  34,095
        $ 31,975
        $         (57)
        
        $    71,713Comprehensive IncomeNet income
        
        
        1,723
        
        $       1,723
        1,723Other comprehensive loss,unrealized loss on available forsale securities (net of tax $11)
        
        
        
        22
        22
        22Total comprehensive income
        
        
        
        
        $       1,745Issuance of common stock-under incentive stock option plan(45,898 shares)
        46
        658
        
        
        
        704Repurchase of common stock-exercise of cashless stock options(7,943 shares)
        (8)
        (316)
        
        
        
        (324)Share-based compensation expense
        
        8
        
        
        
        8Balances - March 31, 2007
        $  5,738
        $  34,445
        $ 33,698
        $         (35)
        
        $    73,846See Accompanying Notes to Consolidated Financial Statements
   5    PREMIER COMMUNITY BANKSHARES, INC. Consolidated Statements of Cash Flows For the Three Months Ended March 31, 2007 and 2006 (In Thousands) (Unaudited)  2007
        
        2006CASH FLOWS FROM OPERATING ACTIVITIESNet income
        $      1,723
        
        $      1,705Adjustments to reconcile net income to net cash and cash equivalentsprovided by operating activities:Depreciation and amortization
        550
        
        413Net amortization (accretion) on securities
        (51)
        
        6Provision for loan losses
        79
        
        103Loss on sale of other real estate
        -
        
        (12)Stock-based compensation
        8
        
        -Changes in assets and liabilities:(Increase) decrease in other assets
        839
        
        (286)(Increase) decrease in accrued interest receivable
        104
        
        (108)Increase in accounts payable and accrued expenses
        565
        
        655Increase (decrease) in interest expense payable
        25
        
        (12)Net cash and cash equivalents provided by operating activities
        $      3,842
        
        $      2,464CASH FLOWS FROM INVESTING ACTIVITIESProceeds from maturities, calls and paydowns on securities held to maturity
        270
        
        -Proceeds from maturities, calls and paydowns on securities available for sale
        $      1,523
        
        $        981Purchase of securities available for sale
        (121)
        
        (1,847)Net increase in loans
        (1,695)
        
        (25,665)Purchase of bank premises and equipment
        (967)
        
        (2,227)Net cash and cash equivalents used in investing activities
        $       (990)
        
        $    (28,758)CASH FLOWS FROM FINANCING ACTIVITIESNet increase in demand deposits and interest bearing deposits
        $     10,596
        
        $     12,002Net increase in certificates of deposit
        3,402
        
        13,122Net decrease in borrowings
        (65)
        
        (2,159)Net decrease in trust preferred capital notes
        (89)
        
        (3)Cash dividends paid
        (1,482)
        
        (1,239)Issuance of common stock
        380
        
        92Net cash and cash equivalents provided by financing activities
        $     12,742
        
        $     21,815Increase (decrease) in cash and cash equivalents
        $     15,594
        
        $     (4,479)Beginning
        52,064
        
        40,362Ending
        $     67,658
        
        $     35,883SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATIONCash payments for:Interest
        $      7,658
        
        $      4,181Change in unrealized gain/(loss) on securities available for sale
        $         33
        
        $        (46)See Accompanying Notes to Consolidated Financial Statements
   6    PREMIER COMMUNITY BANKSHARES, INC.  Notes to Consolidated Financial Statements (Unaudited) For the Three Months Ended March 31, 2007 and 2006  Note 1.
        Basis of Presentation
  The consolidated financial statements, which include the accounts of Premier Community Bankshares, Inc. and all of its subsidiaries, are prepared in conformity with accounting principles generally accepted in the United States of America and follow general practice within the banking industry.  In the opinion of management, the consolidated financial statements include all adjustments necessary for a fair presentation of the interim period.  These adjustments are of a normal nature and include adjustments to eliminate all significant intercompany transactions.  In view of the changing conditions in the national economy, the effect of actions taken by regulatory authorities and normal seasonal factors, the results for the interim period are not necessarily indicative of annual performance.  For purposes of comparability, certain prior period amounts have been reclassified to conform to
current period presentation.  The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and contingent assets and liabilities in the financial statements, and the disclosure of revenue and expenses during the reporting period.  These assumptions are based on information available as of the date of the financial statements and could differ from actual results.  The results for the three months ended March 31, 2007 are not necessarily indicative of the results that may be expected for the year ending December 31, 2007.  Note 2.
        Merger with United Bankshares, Inc.
  On January 26, 2007, the Corporation entered into an Agreement and Plan of Reorganization (the Agreement) with United Bankshares, Inc. (United). The Agreement sets forth the terms and conditions of Uniteds acquisition of the Corporation through the merger of the Corporation with and into a subsidiary of United (the Merger). Under the terms of the Agreement, United will issue to the shareholders of the Corporation, for each share of the Corporations common stock that they own, 0.93 shares of Uniteds common stock or $34.00 in cash, subject to the limitation that no less than 50% and no more than 65% of the total consideration will be in the form of stock. Shareholders of the Corporation may elect to receive Uniteds common stock, cash, or a combination of common stock and cash for their shares of the Corporations common stock, subject to pro ration in the event that the
aggregate stock elections are less than the 50% minimum or exceed the 65% maximum.  In addition, at the effective time of the Merger, each outstanding option to purchase shares of the Corporations common stock under any of the Corporations stock plans shall vest pursuant to its terms and shall be converted into an option to acquire the number of shares of Uniteds common stock equal to the number of shares of the Corporations common stock underlying the option multiplied by 0.93. The exercise price of each option will be adjusted accordingly.  The Agreement also provides for the merger of The Marathon Bank, Rockingham Heritage Bank and Premier Bank with and into United Bank, a wholly-owned subsidiary of United, immediately after the effective time of the Merger.  Consummation of the Merger is subject to a number of customary conditions including the approval of the Merger by the Corporations shareholders and the receipt of all required regulatory approvals. The Merger is expected to be completed in the early third quarter of 2007.  Note 3.
        Business Combination
  On January 12, 2006, the Corporation signed a definitive merger agreement with Albemarle First Bank (Albemarle).  Effective July 1, 2006, Albemarle was merged into Rockingham Heritage Bank, which is a subsidiary bank of the Corporation.  The transaction was valued at $29.0 million.  Total consideration paid to Albemarle shareholders consisted of $14.5 million in cash and 688,788 shares of the Corporations common stock.  The transaction resulted in total assets acquired as of July 1, 2006 of $122.1 million, including $95.2 million of loans; liabilities assumed were $110.0 million, including $102.2 million of deposits.  Additionally, the Corporation recorded $15.8 million of goodwill and $3.0 million of core deposit intangibles.  The Corporation expensed $115 thousand in merger related costs since the consummation of the merger.  7    Note 4.Share-based Payment Plans  The Corporations Long-Term Incentive Plan allows for incentive stock options and nonqualified stock options to be granted to certain key employees and directors with an exercise price to be not less than 100% of the fair market value of the underlying stock on the day the stock option is granted.  440,000 shares of the Corporations common stock plus sufficient shares to cover the options outstanding under the Corporations previous plan have been reserved for the issuance of stock options under the plan.  All options expire ten years from the grant date or, in the case of former employees, ninety days after termination of employment.  In December 2004, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 123R, Share-Based Payment (SFAS 123R). SFAS 123R requires companies to recognize the cost of employee services received in exchange for awards of equity instruments, such as stock options and restricted stock, based on the fair value of those awards at the date of grant and eliminates the choice to account for employee stock options under Accounting Principles Board Opinion No. 25, Accounting for Stock Issued to Employees (APB 25).  The Corporation adopted SFAS 123R effective January 1, 2006 using the modified perspective method and, as such, results for prior periods have not been restated.  Prior to January 1, 2006, no compensation expense was recognized for stock option grants as all such grants had an exercise price not less than fair market value on the date of grant.  As a result of the Corporations application of the fair value recognition provisions of SFAS No. 123,Accounting for Stock-Based Compensation, to stock-based compensation for the three months ended March 31, 2007, the Corporation recognized share-based compensation expense of $8,798. This minimal impact is a result of the Corporation having vested all outstanding stock options as of December 31, 2005.  Share-based option compensation expense is the estimated fair value of options granted amortized on a straight-line basis over the requisite service period for each separately vesting portion of the award.  The following table summarizes stock option plan activity for the three months ended March 31, 2007:  Weighted
        
        Value ofWeighted
        
        Average
        
        UnexercisedNumber
        
        Average
        
        Remaining
        
        In-The-of
        
        Exercise
        
        Contractual
        
        MoneyShares
        
        Price
        
        Life (in years)
        
        OptionsOptions outstanding, January 1
        344,192
        
        $      13.62Granted
        - -
        
        - -Exercised
        (45,898)
        
        14.34Forfeited
        - -
        
        - -Options outstanding, March 31
        298,294
        
        $      13.51
        
        6.30
        
        $   5,738,279Options exercisable, March 31
        278,044
        
        $      13.00
        
        6.28
        
        $   5,491,229
  The total value of in-the-money options exercised during the three months ended March 31, 2007 was $658,356.  8    Note 5.Earnings Per Share  Earnings per share were as follows for the three months then ended.  March 31,
        March 31,2007
        2006Shares
        Amount
        Shares
        AmountBasic earnings per share
        5,716,362
        $0.30
        4,961,231
        $0.34Effect of dilutive securities:Stock options
        169,182
        
        132,745Diluted earnings per share
        5,885,544
        $0.29
        5,093,976
        $0.33
  Note 6.
        Securities
  Securities held to maturity at March 31, 2007 are summarized as follows (in thousands): Gross
        GrossAmortized
        Unrealized
        Unrealized
        FairCost
        Gains
        (Losses)
        ValueMarch 31, 2007U.S. Government andfederal agencies
        $     498
        $       -
        $     (15)
        $     483Obligations of state andpolitical subdivisions
        3,834
        22
        (30)
        3,826Trust Preferred Securities
        2,442
        35
        (110)
        2,367$   6,774
        $      57
        $    (155)
        $   6,676
  Securities available for sale at March 31, 2007 are summarized as follows (in thousands): Gross
        GrossAmortized
        Unrealized
        Unrealized
        FairCost
        Gains
        (Losses)
        ValueMarch 31, 2007U.S. Government andfederal agencies
        $  18,142
        $      65
        $     (72)
        $  18,135Obligations of state andpolitical subdivisions
        6,311
        7
        (54)
        6,264Mortgage-backed securities
        1,716
        1
        (1)
        1,716Other
        5,616
        -
        -
        5,616$  31,785
        $      73
        $    (127)
        $  31,731
  Securities in an unrealized loss position at March 31, 2007, and December 31, 2006, by duration of the unrealized loss, are shown below.  No impairment has been recognized on any of the securities in a loss position because of managements intent and demonstrated ability to hold securities to scheduled maturity or call dates.  There were 41 securities in the consolidated portfolio of the Corporation that had losses as of March 31, 2007, all of which are considered to be temporary.  Management has evaluated the investment portfolio by security and determined the declines in fair value were primarily attributable to changes in market interest rates, not in estimated cash flows or credit quality, and therefore no other-than-temporary impairment was recorded at the end of the reporting period.  9     March 31, 2007Less than 12 months
        
        More than 12 months
        
        Total(In Thousands)
        Fair Value
        Unrealized (Losses)
        
        Fair Value
        Unrealized (Losses)
        
        Fair Value
        Unrealized (Losses)US government and agency securities
        $    2,742
        $        (6)
        
        $    5,794
        $       (81)
        
        $    8,536
        $      (87)Obligations of states and politicalsubdivisions
        3,089
        (41)
        
        3,583
        (44)
        
        6,672
        (85)Mortgage-backed securities
        -
        -
        
        24
        (1)
        
        24
        (1)Other securities
        -
        -
        
        1,692
        (110)
        
        1,692
        (110)$    5,831
        $       (47)
        
        $  11,093
        $     (236)
        
        $  16,924
        $     (283)
  December 31, 2006Less than 12 months
        
        More than 12 months
        
        Total(In Thousands)
        Fair Value
        Unrealized (Losses)
        
        Fair Value
        Unrealized (Losses)
        
        Fair Value
        Unrealized (Losses)US government and agency securities
        $  1,888
        $     (7)
        
        $  7,563
        $  (110)
        
        $  9,451
        $   (117)Obligations of states and politicalsubdivisions
        4,859
        (77)
        
        1,882
        (30)
        
        6,741
        (117)Mortgage-backed securities
        -
        -
        
        25
        (1)
        
        25
        (1)Other securities
        66
        (184)
        
        1,702
        (103)
        
        1,768
        (287)$  6,813
        $   (268)
        
        $ 11,172
        $   (244)
        
        $ 17,985
        $   (522)
  Note 7.
        Loans
  The consolidated loan portfolio was composed of the following at the dates indicated:  March 31,
        December 31,2007
        2006(In Thousands)Loans secured by real estate:Construction and land development
        $   194,450
        $  202,280Secured by farmland
        13,361
        14,264Secured by 1-4 family residential
        177,861
        172,851Multi-family residential
        37,062
        38,930Nonfarm, nonresidential
        195,910
        184,061Loans to farmers(except those secured by real estate)
        1,044
        1,058Commercial loans(except those secured by real estate)
        97,895
        107,082Loans to individuals(except those secured by real estate)
        35,973
        28,041All other loans
        2,626
        5,996Total loans
        $   756,182
        $  754,563Allowance for loan losses
        7,122
        7,119Loans, net
        $   749,060
        $  747,444
   10    Impaired loans totaled $6.6 million at March 31, 2007 and $6.9 million at December 31, 2006. Non-accrual loans excluded from impaired loans disclosure under Financial Accounting Standards Board
Statement No. 114 amounted to $761 thousand at March 31, 2007 and $15 thousand at December 31, 2006.  Note 8.
        Allowance for Loan Losses
  The Corporation maintains the allowance for loan losses at a sufficient level to provide for potential losses in the loan portfolio.  Loan losses are charged directly to the allowance when they occur, while recoveries are credited to the allowance.  The adequacy of the provision for loan losses is reviewed periodically by management through consideration of factors including changes in the character and size of the loan portfolio and related loan experience, a review and examination of overall loan quality, which includes the assessment of problem loans, and an analysis of anticipated economic condition in the market area.  An analysis of the allowance for loan losses, including charge-off activity, is presented below for the three months ended March 31, 2007 and 2006.  March 31,(In thousands)
        2007
        
        2006Balance, beginning of period
        $7,119
        
        $5,591Less Charge-offs:Commercial
        40
        
        2Real estate-mortgage
        -
        
        -Real estate-construction
        -
        
        -Consumer installment loans
        66
        
        66Total
        $106
        
        $68Plus Recoveries:Commercial
        6
        
        2Real estate-mortgage
        -
        
        -Real estate-construction
        1
        
        -Consumer installment loans
        23
        
        26Total
        $30
        
        $28Additions charged to operating expense
        $79
        
        $103Balance, end of period
        $7,122
        
        $5,654
  The following is a summary of information pertaining to risk elements and impaired loans at March 31, 2007 and December 31, 2006.  March 31,
        
        December 31,2007
        
        2006(In Thousands)Non-accrual loans
        $    2,218
        
        $      2,049Loans past due 90 days or more and still accruing interest
        837
        
        2,861$     3,055
        
        $      4,910
   11    The accrual of interest on mortgage and commercial loans is discontinued at the time the loan is past due 90 days or more unless the credit is well-secured and in process of collection.  Loans are placed on non-accrual at an earlier date or charged off if collection of principal or interest is considered doubtful by management.  All interest accrued but not collected for loans that are placed on non-accrual or charged off is reversed against interest income.  The interest on these loans is accounted for by the cost-recovery method, until qualifying for return to accrual status.  Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.  Note 9.
        Deferred Compensation Plans
  The Corporation has entered into supplemental executive retirement plan arrangements with each of Messrs. Unger, Stephens and Youngblood.  Each arrangement consists of a deferred compensation plan and split dollar life insurance plan.  Benefits are to be paid upon each individuals retirement on or after he reaches the age of 65.  The Corporation adopted the arrangement for Messrs. Unger and Youngblood, who are employees of Marathon Bank, in 2004.  Under this arrangement, the benefit is equal to 25% of the individual employees final compensation at time of retirement.  Benefits are to be paid in monthly installments commencing at retirement for a period of 180 months.  The arrangement provides that, if employment is terminated for reasons other than death, disability or cause prior to the age of 65, the benefit is reduced based upon a vesting schedule.  If death occurs prior to termination of service, no retirement benefits are paid but a life insurance benefit of up to three times compensation is paid to the employees beneficiary. Benefits are forfeited if he enters into competition with us at any time after termination of employment for any reason or if his employment is terminated for cause, except if there is a change of
control.  The plans are unfunded; however, life insurance has been acquired on the life of employees in amounts sufficient to offset the expense of the obligations.  The Corporation adopted the arrangement for Mr. Stephens, who is an employee of Rockingham Heritage Bank, in 2005.  Under this arrangement, the benefit is equal to 25% of the sum of the individual employee's final base compensation at time of retirement plus the average of bonuses paid during the final five years of service. Benefits are to be paid in annual installments commencing at retirement for a period of 15 years. The arrangement provides that, if employment is terminated for reasons other than death, disability or cause prior to the age of 65, the benefit is reduced based upon a vesting schedule. If death occurs prior to termination of service, only the accrued benefit and a life insurance benefit of $50,000 is paid to the employees' beneficiary. Benefits are forfeited if he enters into competition with us at any time after termination of employment for any reason or if his employment is terminated for
cause, except if there is a change of control.  The plans are unfunded; however, life insurance has been acquired on the life of employees in amounts sufficient to offset the expense of the obligations.  The deferred compensation charged to expense for the three months ended March 31, 2007 and 2006, based on the present value of the retirement benefits, was $121,472 and $94,364, respectively. The plans are unfunded; however, life insurance has been acquired on the life of company employees in amounts sufficient to offset the expense of the obligations.  Note 10.
        Other Expenses
  The Corporation and its subsidiaries had the following other expenses for the three months ended March 31, 2007 and 2006.  2007
        
        2006(In Thousands)Advertising
        $     117
        
        $     219ATM expense
        137
        
        120Directors' fees
        113
        
        147Postage expense
        95
        
        78Stationery and supplies
        80
        
        100Telephone expense
        127
        
        112Other (no item >1% of revenue)
        1,554
        
        876$   2,223
        
        $   1,652
   12    Note 11.Goodwill and Other Intangible Assets  In connection with the acquisition of Albemarle, the Corporation recorded $15.8 million in goodwill and $3.0 million in core deposit intangible assets.  The core deposit intangible assets are amortized over a weighted average remaining useful life of 7.37 years on a straight-line basis.  The Corporation adopted SFAS No. 142, Goodwill and Other Intangible Assets, which discontinues the amortization of goodwill and intangible assets with indefinite lives but requires an annual or more frequent impairment review if certain impairment indicators are evidenced.  There have been no events subsequent to the acquisition that would indicate any evidence of impairment of goodwill.  Information concerning goodwill and intangible assets is presented in the following table (in thousands):  Gross Carrying
        
        Accumulated
        
        Net CarryingValue
        
        Amortization
        
        ValueMarch 31, 2007Amortizable core deposit intangibles
        $          3,030
        
        $        308
        
        $           2,722Goodwill
        15,800
        
        -
        
        15,800
  Note 12.  Recent Accounting Pronouncements  In September 2006, the Financial Accounting Standards Board issued SFAS No. 157, Fair Value Measurements (SFAS 157).  SFAS 157 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements.  SFAS 157 does not require any new fair value measurements but may change current practice for some entities.  This Statement is effective for financial statements issued for fiscal years beginning after November 15, 2007 and interim periods within those years.  The Corporation does not expect the implementation of SFAS 157 to have a material impact on its consolidated financial statements.  In February 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities (SFAS 159). This Statement permits entities to choose to measure many financial instruments and certain other items at fair value. The objective is to improve financial reporting by providing entities with the opportunity to mitigate volatility in reported earnings caused by measuring related assets and liabilities differently without having to apply complex hedge accounting provisions. The fair value option established by this Statement permits all entities to choose to measure eligible items at fair value at specified election dates. A business entity shall report unrealized gains and losses on items for which the fair value option has been elected in earnings at each subsequent reporting date. The fair value option may be applied instrument by instrument and is irrevocable. SFAS
159 is effective as of the beginning of an entitys first fiscal year that begins after November 15, 2007. Early adoption is permitted as of the beginning of a fiscal year that begins on or before November 15, 2007, provided the entity also elects to apply the provisions of SFAS 157, Fair Value Measurements. The Corporation is in the process of evaluating the impact this statement may have on its consolidated financial statements but does not intend to adopt early.  13    Item 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 The following discussion and analysis of the financial condition and results of operations for the three months ended March 31, 2007 should be read in conjunction with the Consolidated Financial Statements and the accompanying Notes to Consolidated Financial Statements included in this quarterly report and in the Annual Report on Form 10-K for the year ended December 31, 2006. CAUTION ABOUT FORWARD LOOKING STATEMENTS  We make forward-looking statements in this quarterly report that are subject to risks and uncertainties.  These forward-looking statements include statements regarding our profitability, liquidity, the allowance for loan losses, interest rate sensitivity, market risk, growth strategy, and financial and other goals.  The words believes, expects, may, will, should, projects, contemplates, anticipates, forecasts, intends, or other similar words or terms are intended to identify forward-looking statements.  These forward-looking statements are subject to significant uncertainties because they are based upon or are affected by factors including, but not limited to:  
        the ability to obtain the required shareholder approval or the required regulatory approvals for the merger with United;
  
        the ability to consummate the merger with United;
  
        personnel and business risks associated with any potential uncertainty regarding the merger with United;
  
        the risks of a cool down or slow down in the real estate market that might affect the real estate portion of our loan portfolio;
  
        competition with other banks and financial institutions, and companies outside of the banking industry, including those companies that have substantially greater access to capital and other resources;
  
        risks inherent in making loans such as repayment risks and fluctuating collateral reliance on our management team, including our ability to attract and retain key personnel;
  
        the successful management of interest rate risk;
  
        maintaining cost controls and asset qualities as we open or acquire new branches;
  
        changes in general economic and business conditions in our market area;
  
        changes in interest rates and interest rate policies;
  
        demand, development and acceptance of new products and services;
  
        problems with technology utilized by us;
  
        the ability to successfully manage our growth or implement our growth strategies if we are unable to identify attractive markets, locations or opportunities to expand in the future;
  
        changing trends in customer profiles and behavior; and
  
        changes in banking and other laws and regulations applicable to us.
  Because of these uncertainties, our actual future results may be materially different from the results indicated by these forward-looking statements.  In addition, our past results of operations do not necessarily indicate our future results.  EXECUTIVE OVERVIEW  Premier Community Bankshares, Inc. (the Corporation) is a Virginia multi-bank holding company headquartered in Winchester, Virginia.  The Corporation is the parent company of the following banking subsidiaries: The Marathon Bank, Rockingham Heritage Bank and its subsidiary, RHB Services, Inc., all of which are located in Virginia, and Premier Bank, Inc., which is located in West Virginia and began operating as a de novo bank on July 18, 2005.  On July 1, 2006, the Corporation acquired Albemarle First Bank (Albemarle) in Charlottesville, Virginia.  Albemarle merged with and into Rockingham Heritage Bank and operates as a division of it.  The Corporation and its subsidiaries are engaged in the business of offering financial services to the general public. Premier offers checking accounts, savings and time deposits, and commercial, real estate, personal, home improvement, automobile and other installment and term loans.  The Corporation also offers financial services, travelers checks, safe deposit boxes, collection, notary public and other customary bank services (with the exception of trust services) to its customers.  14    On January 26, 2007, we entered into an Agreement and Plan of Reorganization (the Agreement) with United Bankshares, Inc. (United). The Agreement sets forth the terms and conditions of Uniteds acquisition of the Corporation through the merger of the Corporation with and into a subsidiary of United (the Merger). Under the terms of the Agreement, United will issue to the shareholders of the Corporation, for each share of the Corporations common stock that they own, 0.93 shares of Uniteds common stock or $34.00 in cash, subject to the limitation that no less than 50% and no more than 65% of the total consideration will be in the form of stock. Shareholders of the Corporation may elect to receive Uniteds common stock, cash, or a combination of common stock and cash for their shares of the Corporations common stock, subject to pro ration in the event that the aggregate stock elections are less than the 50% minimum or exceed the 65% maximum.  In addition, at the effective time of the Merger, each outstanding option to purchase shares of the Corporations common stock under any of the Corporations stock plans shall vest pursuant to its terms and shall be converted into an option to acquire the number of shares of Uniteds common stock equal to the number of shares of the Corporations common stock underlying the option multiplied by 0.93. The exercise price of each option will be adjusted accordingly.  The Agreement also provides for the merger of The Marathon Bank, Rockingham Heritage Bank and Premier Bank with and into United Bank, a wholly-owned subsidiary of United, immediately after the effective time of the Merger.  
Consummation of the Merger is subject to a number of customary conditions including the approval of the Merger by the Corporations shareholders and the receipt of all required regulatory approvals. The Merger is expected to be completed in the early third quarter of 2007.  Loan interest and fee income is our primary source of revenue.  We define revenue as interest and dividend income plus non-interest income.  As discussed further in the quantitative and qualitative disclosures about market risk section on pages 23 through 24, we manage our balance sheet and interest rate risk to both maximize and stabilize net interest income.  We do this by monitoring the spread between the interest rates we earn on interest-earning assets such as loans and the interest rates we pay on interest-bearing liabilities such as deposit accounts.  We attempt to minimize our exposure to interest rate risk; however, this risk cannot be completely eliminated. In addition to the management of interest rate risk, we analyze our loan portfolio for credit risk.  Risk of loan defaults and foreclosures is inherent in our loan portfolio and generally within the banking industry.   We mitigate our exposure to
this risk through the underwriting process and subsequent monitoring of our credits.    In addition to interest, dividend and loan fee income, non-interest income is an increasingly important source of income for the Corporation.  Non-interest income is derived chiefly from service charges on deposit accounts (such as charges for non-sufficient funds and ATM fees) as well as commissions and fees from bank services (such as mortgage originations and debit and credit card processing).  Our earnings per share, on a fully diluted basis, for the quarter ended March 31, 2007 were $0.29, a decrease from $0.33 for the same quarter in 2006.Overall earnings growth compared to prior years has slowed, which is attributable to the factors explained below.  The decline in earnings per share was attributable mainly to three factors.  First, in the first quarter of 2007, the Corporation incurred expenses related to the merger such as legal and investment bank fees that totaled $229 thousand, net of tax.  These expenses were partially offset by increases in other income.  Next, as part of our acquisition of Albemarle in July 2006, the Corporation issued 688,788 common stock shares, which increased our average shares outstanding.  Finally, the Corporation continued to experience a compression in our net interest margin, which is the basis for the majority our income.  CRITICAL ACCOUNTING POLICIES  General  The Corporations financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). The financial information contained within our statements is, to a significant extent, financial information that is based on measures of the financial effects of transactions and events that have already occurred. In preparing our financial statements, we are required to make estimates and assumptions that affect the reported amounts of revenues and expenses during the reporting period.  A variety of factors could affect the ultimate value that is obtained either when earning income, recognizing an expense, recovering an asset or relieving a liability. These actual results may differ from our estimates.  The allowance for loan losses is considered our critical accounting estimate.  15    Allowance for Loan Losses  The allowance for loan losses is an estimate of the losses that may be sustained in our loan portfolio.  The allowance is based on two basic principles of accounting:  
        SFAS 5, Accounting for Contingencies, which requires that losses be accrued when they are probable of occurring and estimatable and
 
        SFAS 114, Accounting by Creditors for Impairment of a Loan, which requires that losses be accrued based on the differences between the value of collateral, present value of future cash flows or values that are observable in the secondary market and the loan balance.
  Our allowance for loan losses is determined by evaluating our loan portfolio on at least a quarterly basis.   Particular attention is paid to individual loan performance, collateral values, borrower financial condition and overall economic conditions.  The evaluation includes a close review of the internal watch list and other non-performing loans.  Management uses three steps in calculating the balance of the allowance.  The first step is the specific classification, which examines problem loans and applies a weight factor to each category.  The weight factor is based upon historical data, and the loans within each category are reviewed on a monthly basis to determine changes in their status.  The second step applies a predetermined rate against total loans with unspecified reserves.  Again, this rate is based upon experience and can change over time.  The third step is an amount, which is estimated based
upon the potential impact of economic and other events and conditions that may have a real, but as yet undetermined, impact upon the portfolio.  Each of these steps is based on data that can be subjective and the actual losses may be greater or less than the amount of the allowance.  However, management feels that the allowance represents a reasonable assessment of the risk embedded in the portfolio.  RESULTS OF OPERATIONS  Net Income  Net income for the quarter ended March 31, 2007 was $1.7 million. This is an increase of $18 thousand or 1.1% over the same period in 2006. The provision for income tax expense increased $9 thousand or 1.1% from $854 thousand for the first quarter of 2006 to $862 thousand for the same period in 2007. The return on assets decreased to 0.76% at March 31, 2007, compared to 0.98% for the first quarter of 2006.  Return on equity was 9.61% and 13.51% for the first quarter of 2007 and 2006, respectively.  Interest and Dividend Income
  Interest income totaled $15.8 million for the three months ended March 31, 2007, $4.4 million or 38.7% higher than the three months ended March 31, 2006.  Interest and fees on loans comprise the vast majority of interest income with $15.0 million for the first three months of 2007.  Interest income from securities increased by $161 thousand or 44.5% from the first quarter of 2006. Interest income on federal funds, the third major component of the Corporations interest income, increased $160 thousand or 99.1%.  This is a direct result of the increased balances in federal funds sold, as our total deposit account balances have increased.  Interest Expense  Total interest expense for the three months ended March 31, 2007 was $7.5 million, $3.2 million or 72.9% higher than the three months ended March 31, 2006. Interest on deposits for the three-month period in 2007 increased by $2.6 million or 72.3% over the same period in 2006.  This increase was attributable to the increased interest rates being paid on deposits, combined with the customer migration to higher-earning certificates of deposit.  Interest on borrowings increased by $600 thousand or 81.0% over the same period last year.  This increase in interest expense is a result of the issuance of additional trust preferred capital notes during the third and fourth quarters of 2006.  Net Interest Income
  Net interest income for the three months ended March 31, 2007 was $8.3 million, $1.2 million or 17.6% higher than the three months ended March 31, 2006. This increase was the result of the combination of the growth in interest earning assets of $16.6 million and the increase in loan interest income.  The net interest margin decreased 33 basis points to 4.07% for the three months ended March 31, 2007 from 4.40% for the same period of 2006.  16    Non-Interest Income  Total non-interest income for the three months ended March 31, 2007 was $1.4 million, an increase of $314 thousand or 27.9% over the 2006 amount of $1.1 million. Service charges on deposit accounts increased $21 thousand or 2.7% as a result of increased deposit account balances.  Commissions and fees and other non-interest income increased $294 thousand, mostly as a result of higher secondary market fee income and ATM fees.  Non-Interest Expense  Total non-interest expense for the three months ended March 31, 2007 was $7.1 million, $1.6 million or 28.1% higher than the three months ended March 31, 2006. The Corporation incurred $350 thousand in merger-related expenses, attributable to the pending merger with United. Additionally, salary expense increased $721 thousand or 22.9%, and occupancy expenses increased by $199 thousand, over the same period in 2006.  This increase was mainly attributable to additional staffing related to the Albemarle branch network and additional branches opened during the last year, the expenses associated with opening additional branches and the costs involved in processing an increasing number of accounts and transactions.  FINANCIAL CONDITION  Total Assets  Total assets of the Corporation increased to $915.8 million at March 31, 2007 compared to $900.7 million at December 31, 2006, representing an increase of $15.1 million or 1.7%.  Total loans at March 31, 2007, were $756.2 million, of which $618.6 million were loans secured by real estate.  The remaining loans consisted of $97.9 million in commercial loans, $36.0 million in consumer installment loans and $3.7 million in all other loans.  Net loans at March 31, 2007 increased $1.6 million or 0.2% from the December 31, 2006 amount of $747.4 million.  The loan to deposit ratio was 102.8% at March 31, 2007 and 103.6% at December 31, 2006.  The investment portfolio decreased 4.0% to $38.5 million at March 31, 2007 compared to $40.1 million at December 31, 2006.  Federal funds sold increased from $25.4 million at December 31, 2006, to $41.8 million at March 31, 2007. Total interest-earning assets increased by $16.6 million or 2.0% to $838.2 million at March 31, 2007 compared to $821.6 million at December 31, 2006.  17    Allowance for Loan Losses  We maintain the allowance for loan losses at a sufficient level to provide for potential losses in the loan portfolio.  Loan losses are charged directly to the allowance when they occur, while recoveries are credited to the allowance.  Specific reserves by loan type are established based on overall historical losses, anticipated losses, and inherent risk.  Additionally, specific reserves for individual loans are established depending on the severity of the potential loss.  Loans are individually reserved once classified as a watch item by management.  The adequacy of the provision for loan losses is reviewed regularly by management through consideration of several factors including changes in character and size of the loan portfolio and related loan loss experience, a review and examination of overall
loan quality, which includes the identification and assessment of problem loans, and an analysis of anticipated economic conditions in the market area.  The allowance for loan losses, at March 31, 2007, was $7.1 million. This is an increase of $3 thousand or 0.05% from December 31, 2006.  This gives the Corporation a 0.94% allowance for loan losses to total loans.  Management has completed an analysis on the reserve and feels the reserve is adequate.  Liabilities  Total deposits increased to $742.3 million at March 31, 2007, from $728.3 million at December 31, 2006, which is an increase of $14.0 million or 1.9%.  Non-interest bearing deposits decreased from $96.6 million at December 31, 2006, to $95.5 million at March 31, 2007.  This is a decrease of $1.1 million or 1.2% from December 31, 2006.  During this period, interest bearing checking and savings accounts increased $11.7 million or 6.0% to $208.7 million.  The amount of time deposits was $438.1 million at the end of the first quarter, reflecting an increase of $3.4 million or 0.8% over the end of the year.  At March 31, 2007, non-interest bearing deposits represented 12.9% of total deposits as compared to 13.3% at year-end 2006.  Low cost interest bearing deposits, including savings and interest bearing checking, were 28.1% of total deposits, up slightly from 27.0% at December 31, 2006.  Time deposits represented
59.0% of total deposits at March 31, 2007, a slight decrease from 59.7% at year-end.  Shareholders' Equity  Total shareholders equity increased by $2.1 million or 3.0% from December 31, 2006 to March 31, 2007.  The majority of this growth is due to a net profit of $1.7 million for the first three months of 2007. Stock options totaling $388 thousand were exercised.  Accumulated other comprehensive income increased $22 thousand, net of tax. The primary capital to assets ratio was 8.0%.  LIQUIDITY  Premiers liquidity requirements are measured by the need to meet deposit withdrawals, fund loans, meet reserve requirements and maintain cash levels necessary for daily operations. To meet liquidity requirements, Premier maintains cash reserves and has an adequate flow of funds from maturing loans, securities, and short-term investments. In addition, Premiers subsidiary banks have the ability to borrow additional funds from various sources.  Short-term borrowings are available from federal funds facilities at correspondent banks and from the discount window of the Federal Reserve Bank.  Borrowings are available from the Federal Home Loan Bank. The Corporation considers its sources of liquidity to be sufficient to meet its estimated needs.  CAPITAL RESOURCES  The Corporations risk-based capital position at March 31, 2007 was $74.5 million, or 9.78% of risk-weighted assets, for Tier 1 capital, and $102.2 million, or 13.4% for total risk based capital. Tier 1 capital consists primarily of common shareholders' equity and qualifying Trust Preferred Capital Notes. Total risk-based capital includes the allowance for loan losses in addition to total shareholders equity. Risk-weighted assets are determined by assigning various levels of risk to different categories of assets and off-balance sheet items. Under current risk-based capital standards, all banks are required to have Tier 1 capital of at least 4% and a total capital ratio of 8%.  The Corporations issuance of $6.2 million in trust preferred capital notes in the third quarter of 2003, $8.2 million in notes in the second quarter of 2005, $14.4 million in notes during the second quarter of 2006, and
$10.3 million in notes during the fourth quarter of 2006 are included in total risk-based capital, and will serve as a long-term source of funding.  18    The Corporation is party to financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of its customers.  These financial instruments include commitments to extend credit and standby letters of credit and commercial lines of credit.  Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated balance sheets.  There have been no material changes in these instruments from the amounts disclosed in the 2006 Form 10-K.  Item 3.
        Quantitative and Qualitative Disclosures About Market Risk
  General  Market risk is the risk of loss arising from adverse changes in the fair value of financial instruments due to changes in interest rates, exchange rates and equity prices.  The Corporations market risk is composed primarily of interest rate risk.  The Corporations Asset and Liability Management Committee (ALCO) is responsible for reviewing the interest rate sensitivity position and establishing policies to monitor and limit exposure to this risk.  The Board of Directors reviews the guidelines established by ALCO.  Interest rate risk is monitored through the use of three complementary modeling tools: static gap analysis, earnings simulation modeling and economic value simulation (net present value estimation).  Each of these models measures changes in a variety of interest rate scenarios.  While each of the interest rate risk measures has limitations, taken together they represent a reasonably comprehensive view of the magnitude of interest rate risk in the Corporation, the distribution of risk along the yield curve, the level of risk through time, and the amount of exposure to changes in certain interest rate relationships.  Static gap, which measures aggregate re-pricing values, is less utilized since it does not effectively measure the earnings impact on the Corporation and is not addressed here. Earnings simulation and economic value models, however, which more effectively reflect the earnings impact, are utilized by
management on a regular basis and are explained below.  Earnings Simulation Analysis  Management uses simulation analysis to measure the sensitivity of net income to changes in interest rates.  The model calculates an earnings estimate based on current and projected balances and rates.  This method is subject to the accuracy of the assumptions that underlie the process, but it provides a better analysis of the sensitivity of earnings to changes in interest rates than other analysis such as the static gap analysis.  Assumptions used in the model, including loan and deposit growth rates, are derived from seasonal trends and managements outlook, as are the assumptions used to project the yields and rates for new loans and deposits.  All maturities, calls and prepayments in the securities portfolio are assumed to be reinvested in like instruments.  Mortgage loans and mortgage backed securities prepayment assumptions are based on industry estimates of prepayment speeds for portfolios with similar coupon ranges and seasoning.  Different interest rate scenarios and yield curves are used to measure the sensitivity of earnings to changing interest rates.  Interest rates on different asset and liability accounts move differently when the prime rate changes and are accounted for in the different rate scenarios.  The following table represents the interest rate sensitivity on net income for the Corporation using different rate scenarios as of December 31, 2006. There have been no material changes in quantitative and qualitative disclosures about market risk since this information was developed using December 31, 2006 data, the latest date for which such data is available to the Corporation.  % Change inChange in Prime Rate
        
        Net Income+300 basis points
        
        +5.5%+200 basis points
        
        +6.8%+100 basis points
        
        +5.9%Most Likely
        
        0-100 basis points
        
        -0.1%-200 basis points
        
        -1.5%-300 basis points
        
        -8.2%
   19    Economic Value Simulation  Economic value simulation is used to calculate the estimated fair value of assets and liabilities over different interest rate environments.  Economic values are calculated based on discounted cash flow analysis.  The economic value of equity is the economic value of all assets minus the economic value of all liabilities.  The change in economic value of equity over different rate environments is an indication of the longer term re-pricing risk in the balance sheet.  The same assumptions are used in the economic value simulation as in the earnings simulation.  The following chart reflects the change in net market value by using December 31, 2006 data, over different rate environments with a one-year horizon.  There have been no material changes in quantitative and qualitative disclosures about market risk since this information was developed using December 31, 2006 data, the latest date for which such data is available to the Corporation.  Change in Economic Value of EquityChange in Prime Rate
        
        (dollars in thousands)+300 basis points
        
        $(5,510)+200 basis points
        
        (4,950)+100 basis points
        
        (4,868)Most Likely
        
        (5,105)-100 basis points
        
        (4,137)-200 basis points
        
        (4,985)-300 basis points
        
        (8,823)
  Item 4.
        Controls and Procedures
  The Corporation maintains disclosure controls and procedures that are designed to provide assurance that information required to be disclosed by the Corporation in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods required by the Securities and Exchange Commission.  As of March 31, 2007, an evaluation of the effectiveness of the design and operation of the Corporations disclosure controls and procedures was carried out under the supervision and with the participation of management, including the Corporations Chief Executive Officer and Chief Financial Officer.  Based on and as of the date of such evaluation, the aforementioned officers concluded that the Corporations disclosure controls and procedures were effective.  The Corporations management is also responsible for establishing and maintaining adequate internal control over financial reporting.  There were no changes in the Corporations internal control over financial reporting identified in connection with the evaluation of it that occurred during the Corporations last fiscal quarter that materially affected, or are reasonably likely to materially affect, internal control over financial reporting.  20    PART II. OTHER INFORMATION  Item 1.
        Legal Proceedings
  None
  Item 1A.
        Risk Factors
  As of the date of this report, there are no material changes to the risk factors previously disclosed in Part I, Item 1A (Risk Factors) of the 2006 Form 10-K.  Item 2.
        Unregistered Sales of Equity Securities and Use of Proceeds
  None
  Item 3.
        Defaults upon Senior Securities
  None
  Item 4.
        Submission of Matters to a Vote of Security Holders
  None
  Item 5.
        Other Information
  None
  Item 6.
        Exhibits
  2.1
        Agreement and Plan of Reorganization, dated as of January 26, 2007, by and between United Bankshares, Inc. and Premier Community Bankshares, Inc., incorporated herein by reference to Exhibit 2.1 to the Corporations Current Report on Form 8-K filed January, 29, 2007 (File No. 0-18868).3.1
        Bylaws (as amended and restated in electronic format as of February 15, 2007), incorporated herein by reference to Exhibit 3.1 to the Corporations Current Report Form 8-K filed February 22, 2007 (File No. 333-109656).31.1
        Rule 13(a)-14(a) Certification of Chief Executive Officer.31.2
        Rule 13(a)-14(a) Certification of Chief Financial Officer.32.1
        Statement of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350.
   21     SIGNATURES  Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.  PREMIER COMMUNITY BANKSHARES, INC.
   DATE:
        5/8/07
        /s/ Donald L. Unger
 DONALD L. UNGER PRESIDENT & CHIEF EXECUTIVE OFFICER  DATE:
        5/8/07
        /s/ John A. Willingham
 JOHN A. WILLINGHAM CHIEF FINANCIAL OFFICER       24    EXHIBIT INDEX   Exhibit No.
        Description2.1
        Agreement and Plan of Reorganization, dated as of January 26, 2007, by and between United Bankshares, Inc. and Premier Community Bankshares, Inc., incorporated herein by reference to Exhibit 2.1 to the Corporations Current Report on Form 8-K filed January, 29, 2007 (File No. 0-18868).3.1
        Bylaws (as amended and restated in electronic format as of February 15, 2007), incorporated herein by reference to Exhibit 3.1 to the Corporations Current Report Form 8-K filed February 22, 2007 (File No. 333-109656).31.1
        Rule 13(a)-14(a) Certification of Chief Executive Officer.31.2
        Rule 13(a)-14(a) Certification of Chief Financial Officer.32.1
        Statement of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350.