##### Table of Contents

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U.S. SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549



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FORM 10-QSB



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|x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ---------------------------------------------------------------------------------------

For the quarterly period ended June 30, 2006



| ̈ | 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: 333-13583



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First Georgia Community Corp.

(Exact name of small business issuer as specified in its charter)



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|                                                               |  |                                  
|-------------------------------------------------------------- |  | ---------------------------------
|Georgia                                                        |  | 58-2266960                       
|(State or other jurisdiction of incorporation or organization) |  | (IRS Employer Identification No.)

150 Covington Street, Jackson, Georgia 30233

(Address of principal executive offices)

(770) 504-1090

(Issuers telephone number)

N/A

(Former name, former address and former fiscal year, if changed since
last report)



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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 for such shorter period that the registrant was required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days.    Yes  x    No ̈

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

State the number of shares outstanding of each of the issuers classes of common equity, as of August 11, 2006: 946,908; $5 par value

Transitional Small Business Disclosure Format    Yes ̈No  x



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##### Table of Contents

FIRST GEORGIA COMMUNITY CORP. AND SUBSIDIARY

INDEX



|         |  |                                                                                                                                                    |  |     
|-------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------- |  | ----
|         |  |                                                                                                                                                    |  | Page
|PART I.  |  | FINANCIAL INFORMATION                                                                                                                              |  |     
|         |  |                                                                                                                                                   
|         |  | Item 1. Financial Statements                                                                                                                       |  |     
|         |  |                                                                                                                                                   
|         |  | Consolidated Balance Sheet - June 30, 2006                                                                                                         |  | 3   
|         |  |                                                                                                                                                   
|         |  | Consolidated Statements of Income and Comprehensive Income - Three Months Ended June 30, 2006 and 2005 and Six Months Ended June 30, 2006 and 2005 |  | 4   
|         |  |                                                                                                                                                   
|         |  | Consolidated Statements of Cash Flows - Six Months Ended June 30, 2006 and 2005                                                                    |  | 5   
|         |  |                                                                                                                                                   
|         |  | Notes to Consolidated Financial Statements                                                                                                         |  | 6   
|         |  |                                                                                                                                                   
|         |  | Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations                                                      |  | 11  
|         |  |                                                                                                                                                   
|         |  | Item 3. Controls and Procedures                                                                                                                    |  | 17  
|         |  |                                                                                                                                                   
|PART II. |  | OTHER INFORMATION                                                                                                                                  |  |     
|         |  |                                                                                                                                                   
|         |  | Item 1  Legal Proceedings                                                                                                                         |  | 18  
|         |  |                                                                                                                                                   
|         |  | Item 2  Unregistered Sale of Equity Securities and Use of Proceeds                                                                                |  | 18  
|         |  |                                                                                                                                                   
|         |  | Item 3  Defaults Upon Senior Securities                                                                                                           |  | 18  
|         |  |                                                                                                                                                   
|         |  | Item 4  Submission of Matters to a Vote of Security Holders                                                                                       |  | 18  
|         |  |                                                                                                                                                   
|         |  | Item 5  Other Information                                                                                                                         |  | 19  
|         |  |                                                                                                                                                   
|         |  | Item 6  Exhibits                                                                                                                                  |  | 19  
|         |  |                                                                                                                                                   
|         |  | Signatures                                                                                                                                         |  | 20  



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##### Table of Contents

PART I - FINANCIAL INFORMATION

ITEM I. FINANCIAL STATEMENTS

FIRST GEORGIA COMMUNITY CORP. AND SUBSIDIARY

CONSOLIDATED BALANCE SHEET

JUNE 30, 2006

(Unaudited)



|                                                                                                |  |   |             |  
|----------------------------------------------------------------------------------------------- |  | - | ----------- | -
|Assets                                                                                          |  |   |             |  
|Cash and due from banks                                                                         |  | $ | 3,989,301   |  
|Interest-bearing deposits in banks                                                              |  |   | 807,589     |  
|Federal funds sold                                                                              |  |   | 28,803,000  |  
|Securities available-for-sale, at fair value                                                    |  |   | 21,395,628  |  
|Restricted equity securities, at cost                                                           |  |   | 1,740,950   |  
|Loans held for sale                                                                             |  |   | 272,584     |  
|                                                                                                | 
|Loans                                                                                           |  |   | 204,811,685 |  
|Less allowance for loan losses                                                                  |  |   | 2,494,254   |  
|                                                                                                |  |   |             |  
|Loans, net                                                                                      |  |   | 202,317,431 |  
|                                                                                                |  |   |             |  
|Premises and equipment                                                                          |  |   | 3,645,497   |  
|Other assets                                                                                    |  |   | 6,247,364   |  
|                                                                                                |  |   |             |  
|Total assets                                                                                    |  | $ | 269,219,344 |  
|                                                                                                |  |   |             |  
|Liabilities and Stockholders Equity                                                            |  |   |             |  
|Deposits                                                                                        |  |   |             |  
|Noninterest-bearing                                                                             |  | $ | 18,808,027  |  
|Interest-bearing                                                                                |  |   | 201,041,556 |  
|                                                                                                |  |   |             |  
|Total deposits                                                                                  |  |   | 219,849,583 |  
|Other borrowings                                                                                |  |   | 28,468,467  |  
|Other liabilities                                                                               |  |   | 3,846,722   |  
|                                                                                                |  |   |             |  
|Total liabilities                                                                               |  |   | 252,164,772 |  
|                                                                                                |  |   |             |  
|Commitments and contingencies                                                                   |  |   |             |  
|                                                                                                | 
|Stockholders equity                                                                            |  |   |             |  
|Common stock, par value $5; 10,000,000 shares authorized; 946,908 shares issued and outstanding |  |   | 4,734,540   |  
|Capital surplus                                                                                 |  |   | 5,272,523   |  
|Retained earnings                                                                               |  |   | 7,479,353   |  
|Accumulated other comprehensive loss                                                            |  |   | (431,844    | )
|                                                                                                |  |   |             |  
|Total stockholders equity                                                                      |  |   | 17,054,572  |  
|                                                                                                |  |   |             |  
|Total liabilities and stockholders equity                                                      |  | $ | 269,219,344 |  
|                                                                                                |  |   |             |  

See Notes to Consolidated Financial Statements.



3



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##### Table of Contents

FIRST GEORGIA COMMUNITY CORP. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF INCOME

AND COMPREHENSIVE INCOME

THREE
MONTHS ENDED JUNE 30, 2006 AND 2005

SIX MONTHS ENDED JUNE 30, 2006 AND 2005

(Unaudited)



|                                                                                             |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|-------------------------------------------------------------------------------------------- |  | --------------------------- | --------- | - | ------------------------- | - | --------- | ---- |  | - | --------- | - |  | - | --------- | -
|                                                                                             |  | Three Months Ended June 30, |           |   | Six Months Ended June 30, |  
|                                                                                             |  | 2006                        |           |   | 2005                      |   |           | 2006 |  |   | 2005      |  
|Interest income                                                                              |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Loans                                                                                        |  | $                           | 4,547,117 |   |                           | $ | 3,766,429 |      |  | $ | 8,692,152 |   |  | $ | 6,716,705 |  
|Taxable securities                                                                           |  |                             | 200,789   |   |                           |   | 178,223   |      |  |   | 394,147   |   |  |   | 340,544   |  
|Nontaxable securities                                                                        |  |                             | 40,346    |   |                           |   | 44,742    |      |  |   | 80,682    |   |  |   | 93,501    |  
|Deposits in banks                                                                            |  |                             |          |   |                           |   |          |      |  |   |          |   |  |   |          |  
|Federal funds sold                                                                           |  |                             | 193,764   |   |                           |   | 112,935   |      |  |   | 357,337   |   |  |   | 182,341   |  
|                                                                                             |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Total interest income                                                                        |  |                             | 4,982,016 |   |                           |   | 4,102,329 |      |  |   | 9,524,318 |   |  |   | 7,333,091 |  
|                                                                                             |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Interest expense                                                                             |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Deposits                                                                                     |  |                             | 1,808,525 |   |                           |   | 1,230,759 |      |  |   | 3,396,765 |   |  |   | 2,165,146 |  
|Other borrowings                                                                             |  |                             | 407,510   |   |                           |   | 305,227   |      |  |   | 801,188   |   |  |   | 604,181   |  
|                                                                                             |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Total interest expense                                                                       |  |                             | 2,216,035 |   |                           |   | 1,535,986 |      |  |   | 4,197,953 |   |  |   | 2,769,327 |  
|                                                                                             |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Net interest income                                                                          |  |                             | 2,765,981 |   |                           |   | 2,566,343 |      |  |   | 5,326,365 |   |  |   | 4,563,764 |  
|Provision (credit) for loan losses                                                           |  |                             | 150,000   |   |                           |   | (228,453  | )    |  |   | 156,100   |   |  |   | (178,453  | )
|                                                                                             |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Net interest income after provision (credit) for loan losses                                 |  |                             | 2,615,981 |   |                           |   | 2,794,796 |      |  |   | 5,170,265 |   |  |   | 4,742,217 |  
|                                                                                             |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Other income                                                                                 |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Service charges on deposit accounts                                                          |  |                             | 212,303   |   |                           |   | 167,687   |      |  |   | 397,370   |   |  |   | 305,310   |  
|Gain on sale of securities                                                                   |  |                             |          |   |                           |   | 4,325     |      |  |   |          |   |  |   | 4,325     |  
|Other operating income                                                                       |  |                             | 33,349    |   |                           |   | 67,559    |      |  |   | 80,852    |   |  |   | 127,569   |  
|                                                                                             |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Total other income                                                                           |  |                             | 245,652   |   |                           |   | 239,571   |      |  |   | 478,222   |   |  |   | 437,204   |  
|                                                                                             |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Other expenses                                                                               |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Salaries and employee benefits                                                               |  |                             | 881,197   |   |                           |   | 957,375   |      |  |   | 1,639,207 |   |  |   | 1,844,525 |  
|Occupancy and equipment expenses                                                             |  |                             | 200,171   |   |                           |   | 181,522   |      |  |   | 390,543   |   |  |   | 346,819   |  
|Other operating expenses                                                                     |  |                             | 642,707   |   |                           |   | 750,486   |      |  |   | 1,216,541 |   |  |   | 1,268,969 |  
|                                                                                             |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Total other expenses                                                                         |  |                             | 1,724,075 |   |                           |   | 1,889,383 |      |  |   | 3,246,291 |   |  |   | 3,460,313 |  
|                                                                                             |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Net income before income taxes                                                               |  |                             | 1,137,558 |   |                           |   | 1,144,984 |      |  |   | 2,402,196 |   |  |   | 1,719,108 |  
|                                                                                             |  |                             |           |  
|Income tax expense                                                                           |  |                             | 409,666   |   |                           |   | 402,700   |      |  |   | 863,051   |   |  |   | 584,900   |  
|                                                                                             |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Net income                                                                                   |  |                             | 727,892   |   |                           |   | 742,284   |      |  |   | 1,539,145 |   |  |   | 1,134,208 |  
|                                                                                             |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Other comprehensive income (loss) :                                                          |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Unrealized gains (losses) on securities available-for-sale arising during period, net of tax |  |                             | (146,011  | ) |                           |   | 189,872   |      |  |   | (230,093  | ) |  |   | (622      | )
|                                                                                             |  |                             |           |  
|Realized gains on securities available-for-sale arising during period, net of tax            |  |                             |          |   |                           |   | 2,681     |      |  |   |          |   |  |   | 2,681     |  
|                                                                                             |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Comprehensive income                                                                         |  | $                           | 581,881   |   |                           | $ | 934,837   |      |  | $ | 1,309,052 |   |  | $ | 1,136,267 |  
|                                                                                             |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Basic earnings per share                                                                     |  | $                           | 0.76      |   |                           | $ | 0.80      |      |  | $ | 1.61      |   |  | $ | 1.22      |  
|                                                                                             |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Diluted earnings per share                                                                   |  | $                           | 0.76      |   |                           | $ | 0.77      |      |  | $ | 1.61      |   |  | $ | 1.18      |  
|                                                                                             |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  
|Cash dividends per share                                                                     |  | $                           |          |   |                           | $ |          |      |  | $ |          |   |  | $ |          |  
|                                                                                             |  |                             |           |   |                           |   |           |      |  |   |           |   |  |   |           |  

See Notes to Consolidated Financial Statements.



4



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##### Table of Contents

FIRST GEORGIA COMMUNITY CORP. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CASH FLOWS

SIX MONTHS ENDED JUNE 30, 2006 AND 2005

(Unaudited)



|                                                                                  |  |      |             |   |      |   |             |  
|--------------------------------------------------------------------------------- |  | ---- | ----------- | - | ---- | - | ----------- | -
|                                                                                  |  | 2006 |             |   | 2005 |  
|OPERATING ACTIVITIES                                                              |  |      |             |   |      |   |             |  
|Net income                                                                        |  | $    | 1,539,145   |   |      | $ | 1,134,208   |  
|Adjustments to reconcile net income to net cash provided by operating activities: |  |      |             |   |      |   |             |  
|Depreciation and amortization                                                     |  |      | 188,469     |   |      |   | 153,035     |  
|Net increase in loans held for sale                                               |  |      | (272,584    | ) |      |   | (672,330    | )
|Provision (credit) for loan losses                                                |  |      | 156,100     |   |      |   | (178,453    | )
|Provision for other losses                                                        |  |      |            |   |      |   | 87,379      |  
|Deferred compensation                                                             |  |      | 53,521      |   |      |   | 68,353      |  
|Loss on sale of other real estate owned                                           |  |      |            |   |      |   | 13,702      |  
|Gain on sale of securities available-for-sale                                     |  |      |            |   |      |   | (4,325      | )
|Increase in interest receivable                                                   |  |      | (247,471    | ) |      |   | (315,147    | )
|Increase (decrease) in interest payable                                           |  |      | (16,247     | ) |      |   | 436,231     |  
|Net other operating activities                                                    |  |      | (477,227    | ) |      |   | 202,689     |  
|                                                                                  |  |      |             |   |      |   |             |  
|Net cash provided by operating activities                                         |  |      | 923,706     |   |      |   | 925,342     |  
|                                                                                  |  |      |             |   |      |   |             |  
|INVESTING ACTIVITIES                                                              |  |      |             |   |      |   |             |  
|Net (increase) decrease in interest-bearing deposits in banks                     |  |      | 637,982     |   |      |   | (105,506    | )
|Purchases of securities available-for-sale                                        |  |      | (1,910,000  | ) |      |   | (2,975,826  | )
|Proceeds from maturities of securities available-for-sale                         |  |      | 230,312     |   |      |   | 820,049     |  
|Proceeds from sales of securities available-for-sale                              |  |      |            |   |      |   | 1,391,344   |  
|Purchase of restricted equity securities                                          |  |      | (100,300    | ) |      |   | (182,400    | )
|Net increase in federal funds sold                                                |  |      | (9,549,000  | ) |      |   | (6,153,000  | )
|Net increase in loans                                                             |  |      | (10,861,766 | ) |      |   | (36,158,155 | )
|Proceeds from sale of other real estate owned                                     |  |      | 205,513     |   |      |   |            |  
|Purchase of premises and equipment                                                |  |      | (75,107     | ) |      |   | (410,646    | )
|                                                                                  |  |      |             |   |      |   |             |  
|Net cash used in investing activities                                             |  |      | (21,422,366 | ) |      |   | (43,774,140 | )
|                                                                                  |  |      |             |   |      |   |             |  
|FINANCING ACTIVITIES                                                              |  |      |             |   |      |   |             |  
|Net increase in deposits                                                          |  |      | 17,360,192  |   |      |   | 44,565,863  |  
|Net increase in other borrowings                                                  |  |      |            |   |      |   | 499,781     |  
|Retirement of stock                                                               |  |      | (100,788    | ) |      |   |            |  
|Proceeds from exercise of stock options                                           |  |      | 9,423       |   |      |   | 16,324      |  
|Recognition of stock based compensation                                           |  |      | 16,500      |   |      |   |            |  
|                                                                                  |  |      |             |   |      |   |             |  
|Net cash provided by financing activities                                         |  |      | 17,285,327  |   |      |   | 45,081,968  |  
|                                                                                  |  |      |             |   |      |   |             |  
|Net increase (decrease) in cash and due from banks                                |  |      | (3,213,333  | ) |      |   | 2,233,170   |  
|Cash and due from banks, beginning of period                                      |  |      | 7,202,634   |   |      |   | 4,281,050   |  
|                                                                                  |  |      |             |   |      |   |             |  
|Cash and due from banks, end of period                                            |  | $    | 3,989,301   |   |      | $ | 6,514,220   |  
|                                                                                  |  |      |             |   |      |   |             |  
|SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION                                 |  |      |             |   |      |   |             |  
|                                                                                  |  |     
|Cash paid during period for:                                                      |  |      |             |   |      |   |             |  
|                                                                                  |  |     
|Interest                                                                          |  | $    | 4,214,200   |   |      | $ | 2,333,096   |  
|                                                                                  |  |     
|Income taxes                                                                      |  | $    | 718,613     |   |      | $ | 567,400     |  
|NONCASH TRANSACTIONS                                                              |  |      |             |   |      |   |             |  
|Principal balance of loans transferred to other real estate owned                 |  | $    | 263,108     |   |      | $ | 1,248,340   |  
|                                                                                  |  |     
|Financed sale of other real estate owned                                          |  | $    |            |   |      | $ | 1,234,638   |  

See Notes to Consolidated Financial Statements.



5



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##### Table of Contents

FIRST GEORGIA COMMUNITY CORP. AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1. BASIS OF PRESENTATION

The consolidated financial information for First Georgia Community Corp. (the Company) included herein is unaudited; however, such
information reflects all adjustments (consisting solely of normal recurring adjustments) which are, in the opinion of management, necessary for a fair statement of results for the interim period.

The results of operations for the three and six month periods ended June 30, 2006 are not necessarily indicative of the results to be expected for the full year.

NOTE 2. STOCK COMPENSATION PLAN

The Company adopted
Statement of Financial Accounting Standards No. 123 (revised 2004), Share Based Payment, (SFAS 123(R)) on the required effective date, January 1, 2006, using the modified prospective transition method. SFAS 123(R) addresses accounting for
share-based payment transactions in which an enterprise receives employee services in exchange for equity instruments of the enterprise. SFAS 123(R) requires an entity to recognize as compensation expense the grant-date fair value of stock options
and other equity-based compensation granted to employees within the income statement using a fair-value-based method, eliminating the intrinsic value method of accounting previously permissible under Accounting Principles Board Opinion No. 25,
Accounting for Stock Issued to Employees (APB 25) and related interpretations.

The Company recorded compensation expense related to the adoption of SFAS
123(R) during the six months ended June 30, 2006, totaling $16,500. The Companys estimate of the full year increase in compensation expense due to the expensing of stock options for 2006 is approximately $35,000.

At June 30, 2006, there was approximately $146,000 of unrecognized compensation cost related to unvested stock options. That cost is expected to be recognized as
expense over the future vesting period of approximately five years.

Prior to January 1, 2006, the Company accounted for its share-based payments
under Statement of Financial Accounting Standards No. 123, Accounting for Stock-Based Compensation (SFAS 123), which allowed two alternative accounting methods for stock-based compensation: a fair-value based method or an intrinsic-value-based
method prescribed by APB 25 and related interpretations. The Company elected to use the intrinsic-value-based method of accounting for stock-based compensation under APB 25, and adopted the disclosure requirements of SFAS 123, as amended by
Statement of Financial Accounting Standards No. 148, Accounting for Stock-Based Compensation  Transition and Disclosure.

The Company has a
stock incentive plan and has reserved 750,000 shares of common stock for issuance pursuant to awards granted under the plan. The plan provides for the granting of stock options, stock appreciation rights, stock awards and other stock incentives to
director and certain key employees.



6



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##### Table of Contents

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 2. STOCK COMPENSATION PLAN (Continued)

A summary of stock options outstanding as of June 30, 2006 is presented in the following table.



|                                                                                        |  |                               |            |   |                               |   |      
|--------------------------------------------------------------------------------------- |  | ----------------------------- | ---------- | - | ----------------------------- | - | -----
|                                                                                        |  | Six Months Ended June 30,2006
|                                                                                        |  | Number                        |            |   | Weighted-AverageExercisePrice
|Under option, beginning of period                                                       |  |                               | 37,665     |   |                               | $ | 13.34
|Granted                                                                                 |  |                               | 5,000      |   |                               |   | 19.00
|Exercised                                                                               |  |                               | (665       | ) |                               |   | 14.17
|                                                                                        |  |                               |            |   |                               |   |      
|Under option, end of period                                                             |  |                               | 42,000     |   |                               |   | 14.00
|                                                                                        |  |                               |            |   |                               |   |      
|Exercisable, end of period                                                              |  |                               | 28,240     |   |                               | $ | 13.06
|                                                                                        |  |                               |            |   |                               |   |      
|Weighted average fair value of options granted during the period                        |  | $                             | 8.04       |   |                               |   |      
|                                                                                        |  |                               |            |   |                               |   |      
|Total intrinsic value of options exercised during the period                            |  | $                             | 3,212      |   |                               |   |      
|                                                                                        |  |                               |            |   |                               |   |      
|Weighted average remaining contractual term of exercisable options at end of the period |  |                               | 6.07 years |   |                               |   |      
|                                                                                        |  |                               |            |   |                               |   |      
|Aggregate intrinsic value of exercisable options at end of the period                   |  | $                             | 167,724    |   |                               |   |      
|                                                                                        |  |                               |            |   |                               |   |      
|Aggregate intrinsic value of outstanding options at end of the period                   |  | $                             | 210,035    |   |                               |   |      
|                                                                                        |  |                               |            |   |                               |   |      



7



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##### Table of Contents

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 2. STOCK COMPENSATION PLAN (Continued)

A summary of the status of the nonvested options at June 30, 2006 and changes during the period ended on that date is as follows:



|                                                 |  |                               |   |  |                                 |       
|------------------------------------------------ |  | ----------------------------- | - |  | ------------------------------- | ------
|                                                 |  | Six Months EndedJune 30, 2006
|                                                 |  | Number                        |   |  | Weighted-AverageGrant DatePrice
|Nonvested, beginning of the period               |  | 10,950                        |   |  | $                               | 14.17 
|Granted                                          |  | 5,000                         |   |  |                                 | 19.00 
|Vested                                           |  | (2,190                        | ) |  |                                 | 11.17 
|                                                 |  |                               |   |  |                                 |       
|Nonvested, end of the period                     |  | 13,760                        |   |  |                                 | 15.92 
|                                                 |  |                               |   |  |                                 |       
|Total fair value of options vested during period |  |                               |   |  |                                 | 24,462
|                                                 |  |                               |   |  |                                 |       

Information pertaining to options outstanding at June 30, 2006 is as follows:



|                         |  |                     |  |                                              |  |                               |       |                    |        |                               |   |      
|------------------------ |  | ------------------- |  | -------------------------------------------- |  | ----------------------------- | ----- | ------------------ | ------ | ----------------------------- | - | -----
|                         |  | Options Outstanding |  | Options Exercisable                         
|Range of Exercise Prices |  | NumberOutstanding   |  | Weighted- Average Remaining Contractual Life |  | Weighted-AverageExercisePrice |       | Number Exercisable |        | Weighted-AverageExercisePrice
|$12.38  $14.17          |  | 37,000              |  | 5.51 years                                   |  | $                             | 13.32 |                    | 28,240 |                               | $ | 13.06
|$19                      |  | 5,000               |  | 9.50 years                                   |  |                               | 19.00 |                    |       |                               |   |     
|                         |  |                     |  |                                              |  |                               |       |                    |        |                               |   |      
|                         |  | 42,000              |  | 6.61 years                                   |  | $                             | 14.00 |                    | 28,240 |                               | $ | 13.06
|                         |  |                     |  |                                              |  |                               |       |                    |        |                               |   |      

The fair value of each option grant is estimated on the date of the grant using the Black-Scholes option-pricing
model with the following weighted-average assumptions:



|                        |  |                               |  
|----------------------- |  | ----------------------------- | -
|                        |  | Six Months EndedJune 30, 2006 |  
|Dividend yield          |  | 0                             | %
|Expected life           |  | 10 years                      |  
|Expected volatility     |  | 20                            | %
|Risk-free interest rate |  | 4.36                          | %



8



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##### Table of Contents

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 2. STOCK COMPENSATION PLAN (Continued)

The proforma information regarding the impact of total stock-based compensation on net income and income per share for the periods, as if the Company had accounted for
its employee stock options under the fair value is illustrated in the following tables.



|                                                                                                                |  |                                  |          
|--------------------------------------------------------------------------------------------------------------- |  | -------------------------------- | ---------
|                                                                                                                |  | Three Months Ended June 30, 2005
|Net income, as reported                                                                                         |  | $                                | 742,284  
|Deduct: Total stock-based employee compensation expense determined under fair value based method for all awards |  |                                  | 61,750   
|                                                                                                                |  |                                  |          
|Pro forma net income                                                                                            |  | $                                | 680,534  
|                                                                                                                |  |                                  |          
|Earnings per share:                                                                                             |  |                                  |          
|Basic - as reported                                                                                             |  | $                                | .80      
|                                                                                                                |  |                                  |          
|Basic  pro forma                                                                                               |  | $                                | .73      
|                                                                                                                |  |                                  |          
|Diluted - as reported                                                                                           |  | $                                | .77      
|                                                                                                                |  |                                  |          
|Diluted - pro forma                                                                                             |  | $                                | .71      
|                                                                                                                |  |                                  |          
|                                                                                                                | 
|                                                                                                                |  | Six Months Ended June 30, 2005  
|Net income, as reported                                                                                         |  | $                                | 1,134,208
|Deduct: Total stock-based employee compensation expense determined under fair value based method for all awards |  |                                  | 61,750   
|                                                                                                                |  |                                  |          
|Pro forma net income                                                                                            |  | $                                | 1,072,458
|                                                                                                                |  |                                  |          
|Earnings per share:                                                                                             |  |                                  |          
|Basic - as reported                                                                                             |  | $                                | 1.22     
|                                                                                                                |  |                                  |          
|Basic - pro forma                                                                                               |  | $                                | 1.15     
|                                                                                                                |  |                                  |          
|Diluted - as reported                                                                                           |  | $                                | 1.18     
|                                                                                                                |  |                                  |          
|Diluted - pro forma                                                                                             |  | $                                | 1.11     
|                                                                                                                |  |                                  |          



9



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##### Table of Contents

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 3. EARNINGS PER SHARE

Presented below is a summary of the components used to calculate basic and diluted earnings per common share.



|                                                                                                                                |  |                             |           |      |   |          
|------------------------------------------------------------------------------------------------------------------------------- |  | --------------------------- | --------- | ---- | - | ---------
|                                                                                                                                |  | Three Months Ended June 30,
|                                                                                                                                |  | 2006                        |           | 2005
|Basic Earnings Per Share:                                                                                                       |  |                             |           |      |   |          
|Weighted average common shares outstanding                                                                                      |  |                             | 952,709   |      |   | 932,117  
|                                                                                                                                |  |                             |           |      |   |          
|Net income                                                                                                                      |  | $                           | 727,892   |      | $ | 742,284  
|                                                                                                                                |  |                             |           |      |   |          
|Basic earnings per share                                                                                                        |  | $                           | .76       |      | $ | .80      
|                                                                                                                                |  |                             |           |      |   |          
|Diluted Earnings Per Share:                                                                                                     |  |                             |           |      |   |          
|Weighted average common shares outstanding                                                                                      |  |                             | 952,709   |      |   | 932,117  
|Net effect of the assumed exercise of stock options based on the treasury stock method using average market prices for the
year |  |                             | 2,631     |      |   | 32,750   
|                                                                                                                                |  |                             |           |      |   |          
|Total weighted average common shares and common stock equivalents outstanding                                                   |  |                             | 955,340   |      |   | 964,867  
|                                                                                                                                |  |                             |           |      |   |          
|Net income                                                                                                                      |  | $                           | 727,892   |      | $ | 742,284  
|                                                                                                                                |  |                             |           |      |   |          
|Diluted earnings per share                                                                                                      |  | $                           | .76       |      | $ | .77      
|                                                                                                                                |  |                             |           |      |   |          
|                                                                                                                                | 
|                                                                                                                                |  | Six Months Ended June 30,  
|                                                                                                                                |  | 2006                        |           | 2005
|Basic Earnings Per Share:                                                                                                       |  |                             |           |      |   |          
|Weighted average common shares outstanding                                                                                      |  |                             | 954,790   |      |   | 931,582  
|                                                                                                                                |  |                             |           |      |   |          
|Net income                                                                                                                      |  | $                           | 1,539,145 |      | $ | 1,134,208
|                                                                                                                                |  |                             |           |      |   |          
|Basic earnings per share                                                                                                        |  | $                           | 1.61      |      | $ | 1.22     
|                                                                                                                                |  |                             |           |      |   |          
|Diluted Earnings Per Share:                                                                                                     |  |                             |           |      |   |          
|Weighted average common shares outstanding                                                                                      |  |                             | 954,790   |      |   | 931,582  
|Net effect of the assumed exercise of stock options based on the treasury stock method using average market prices for the
year |  |                             | 3,156     |      |   | 32,886   
|                                                                                                                                |  |                             |           |      |   |          
|Total weighted average common shares and common stock equivalents outstanding                                                   |  |                             | 957,946   |      |   | 964,468  
|                                                                                                                                |  |                             |           |      |   |          
|Net income                                                                                                                      |  | $                           | 1,539,145 |      | $ | 1,134,208
|                                                                                                                                |  |                             |           |      |   |          
|Diluted earnings per share                                                                                                      |  | $                           | 1.61      |      | $ | 1.18     
|                                                                                                                                |  |                             |           |      |   |          



10



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##### Table of Contents

ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following is
managements discussion and analysis of certain significant factors which have affected the financial position and operating results of First Georgia Community Corp. and its bank subsidiary, First Georgia Community Bank, during the periods
included in the accompanying consolidated financial statements.

Special Cautionary Notice Regarding Forward Looking Statements

Certain of the statements made herein under the caption Managements Discussion and Analysis of Financial Condition and Results of Operations
(MD&A) are forward-looking statements for purposes of the Securities Act of 1933, as amended (the Securities Act) and the Securities Exchange Act of 1934, as amended (the Exchange Act), and as such may involve
known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of First Georgia Community Corp. to be materially different from future results, performance or achievements expressed or
implied by such forward-looking statements. Such forward looking statements include statements using the words such as may, will, anticipate, should, would, believe,
contemplate, expect, estimate, continue, intend, or other similar words and expressions of the future. Our actual results may differ significantly from the results we discuss in these
forward-looking statements.

These forward-looking statements involve risks and uncertainties and may not be realized due to a variety of factors,
including, without limitation: the effects of future economic conditions; governmental monetary and fiscal policies, as well as legislative and regulatory changes; the risks of changes in interest rates on the level and composition of deposits, loan
demand, and the values of loan collateral, securities, and other interest-sensitive assets and liabilities; interest rate risks; the effects of competition from other commercial banks, thrifts, mortgage banking firms, consumer finance companies,
credit unions, securities brokerage firms, insurance companies, money market and other mutual funds and other financial institutions operating in our market area and elsewhere, including institutions operating regionally, nationally, and
internationally, together with such competitors offering banking products and services by mail, telephone, computer, and the Internet.

Critical
Accounting Policies

In connection with our application of accounting principles generally accepted in the United States, we make judgments and
estimates that, in the case of determination of our allowance for loan losses, have been critical to the determination of our financial position, results of operations and cash flows. Our evaluation considers significant factors relative to the
credit risk and loss exposure in the loan portfolio, including past due and classified loans, historical experience, underlying collateral values, and current economic conditions that may affect the borrowers ability to repay. The allowance
for loan losses is evaluated by segmenting the loan portfolio into unclassified and classified loans. An allowance percentage is applied to the unclassified loans to establish a general allowance for loan losses. The allowance percentage is
determined based upon our experience specifically and the historical experience of the banking industry generally. The classified loans, including impaired loans, are analyzed individually in order to establish a specific allowance for loan losses.
The allowance for loan losses as a percentage of total loans was 1.22% at June 30, 2006 as compared to 1.19% at December 31, 2005. See Results of Operations for the Six Months Ended June 30, 2006 and 2005 for more
information about the effect of the allowance and provision for loan losses.



11



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##### Table of Contents

Liquidity and Capital Resources

As of June 30, 2006, our liquidity ratio, as determined under guidelines established by regulatory authorities, was satisfactory. We consider our liquidity to be adequate to meet operating and loan funding
requirements. The liquidity ratio (i.e. cash, short-term assets and marketable assets divided by deposits and other borrowings) was approximately 17.70%. As we grow, we will continue to monitor liquidity and make adjustments as deemed necessary.

As our loan demand has continued to increase, we have used brokered deposits as a funding source. Total brokered deposits amounted to $103 million, or
approximately 47% of total deposits, as of June 30, 2006. These deposits are readily obtainable at rates not significantly different from rates that we pay on deposits in our local market.

At June 30, 2006, our capital ratios were adequate based on regulatory minimum capital requirements. The minimum capital requirements and the actual capital ratios
on a consolidated and bank-only basis are as follows:



|                           |  |              |   |  |                              |   |  |      |  
|-------------------------- |  | ------------ | - |  | ---------------------------- | - |  | ---- | -
|                           |  | Actual       |   |  | MinimumRegulatoryRequirement |  
|                           |  | Consolidated |   |  | Bank                         |   | 
|Leverage capital ratios    |  | 9.10         | % |  | 9.44                         | % |  | 4.00 | %
|Risk-based capital ratios: |  |              |   |  |                              |   |  |      |  
|Core capital               |  | 9.92         |   |  | 10.29                        |   |  | 4.00 |  
|Total capital              |  | 11.08        |   |  | 11.46                        |   |  | 8.00 |  

Off-Balance Sheet Risk

We are a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of our customers. These financial instruments include commitments to extend credit and standby letters of
credit. Such commitments involve, to varying degrees, elements of credit risk and interest rate risk in excess of the amount recognized in the balance sheets.

Our exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit and standby letters of credit is represented by the contractual amount of those instruments. We use
the same credit policies in making commitments and conditional obligations as we do for on-balance sheet instruments. A summary of our commitments is as follows:



|                             |  |               |           
|---------------------------- |  | ------------- | ----------
|                             |  | June 30, 2006
|Commitments to extend credit |  | $             | 70,641,000
|Letters of credit            |  |               | 567,000   
|                             |  |               |           
|                             |  | $             | 71,208,000
|                             |  |               |           

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any
condition established in the contract. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The amount of collateral obtained, if deemed
necessary by us upon extension of credit, is based on our credit evaluation of the customer.



12



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##### Table of Contents

Standby letters of credit are conditional commitments issued by us to guarantee the performance of a customer to a third
party. Those letters of credit are primarily issued to support public and private borrowing arrangements. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loans to customers. Collateral is
required in instances which we deem necessary.

Financial Condition

Following is a summary of our balance sheets for the periods indicated:



|                                   |  |                        |         |                  |   |        
|---------------------------------- |  | ---------------------- | ------- | ---------------- | - | -------
|                                   |  | June 30,2006           |         | December 31,2005
|                                   |  | (Dollars in Thousands)
|Cash and due from banks            |  | $                      | 3,989   |                  | $ | 7,203  
|Interest-bearing deposits in banks |  |                        | 808     |                  |   | 1,445  
|Federal funds sold                 |  |                        | 28,803  |                  |   | 19,254 
|Securities                         |  |                        | 23,137  |                  |   | 21,726 
|Loans held for sale                |  |                        | 273     |                  |   |       
|Loans, net                         |  |                        | 202,317 |                  |   | 191,875
|Premises and equipment             |  |                        | 3,645   |                  |   | 3,759  
|Other assets                       |  |                        | 6,247   |                  |   | 5,989  
|                                   |  |                        |         |                  |   |        
|                                   |  | $                      | 269,219 |                  | $ | 251,251
|                                   |  |                        |         |                  |   |        
|Deposits                           |  | $                      | 219,850 |                  | $ | 202,489
|Other borrowings                   |  |                        | 28,468  |                  |   | 28,469 
|Other liabilities                  |  |                        | 3,847   |                  |   | 4,473  
|Stockholders equity               |  |                        | 17,054  |                  |   | 15,820 
|                                   |  |                        |         |                  |   |        
|                                   |  | $                      | 269,219 |                  | $ | 251,251
|                                   |  |                        |         |                  |   |        

Our assets increased by 7.15% during the first six months of 2006. Gross loans outstanding increased approximately
$10.9 million during the first six months of 2006. Deposit growth of $17.3 million was used primarily to fund loan growth with the remaining increase invested in federal funds sold and investment securities available-for-sale. We continue to fund
the majority of our loans with brokered out of territory funds. Our loans to available funds ratio has remained in the 75% to 85% range. Our total equity has increased by year-to-date net income of $1,539,000, partially offset by increases on losses
on securities available for sale, net of tax, of $230,000 and the retirement of 7,999 shares of common stock for $101,000.



13



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##### Table of Contents

Results of Operations For The Three Months Ended June 30, 2006 and 2005 and for the Six Months Ended
June 30, 2006 and 2005

Following is a summary of our operations for the periods indicated.



|                                   |  |                             |       |      |   |       |  
|---------------------------------- |  | --------------------------- | ----- | ---- | - | ----- | -
|                                   |  | Three Months Ended June 30, |      
|                                   |  | 2006                        |       | 2005 |  
|                                   |  | (Dollars in Thousands)      |      
|Interest income                    |  | $                           | 4,982 |      | $ | 4,102 |  
|Interest expense                   |  |                             | 2,216 |      |   | 1,536 |  
|                                   |  |                             |       |      |   |       |  
|Net interest income                |  |                             | 2,766 |      |   | 2,566 |  
|Provision (credit) for loan losses |  |                             | 150   |      |   | (228  | )
|Other income                       |  |                             | 246   |      |   | 240   |  
|Other expense                      |  |                             | 1,724 |      |   | 1,889 |  
|                                   |  |                             |       |      |   |       |  
|Pretax income                      |  |                             | 1,138 |      |   | 1,145 |  
|Income taxes                       |  |                             | 410   |      |   | 403   |  
|                                   |  |                             |       |      |   |       |  
|Net income                         |  | $                           | 728   |      | $ | 742   |  
|                                   |  |                             |       |      |   |       |  
|                                   | 
|                                   |  | Six Months EndedJune 30,    |      
|                                   |  | 2006                        |       | 2005 |  
|                                   |  | (Dollars in Thousands)      |      
|Interest income                    |  | $                           | 9,524 |      | $ | 7,333 |  
|Interest expense                   |  |                             | 4,198 |      |   | 2,769 |  
|                                   |  |                             |       |      |   |       |  
|Net interest income                |  |                             | 5,326 |      |   | 4,564 |  
|Provision (credit) for loan losses |  |                             | 156   |      |   | (178  | )
|Other income                       |  |                             | 478   |      |   | 437   |  
|Other expense                      |  |                             | 3,246 |      |   | 3,460 |  
|                                   |  |                             |       |      |   |       |  
|Pretax income                      |  |                             | 2,402 |      |   | 1,719 |  
|Income taxes                       |  |                             | 863   |      |   | 585   |  
|                                   |  |                             |       |      |   |       |  
|Net income                         |  | $                           | 1,539 |      | $ | 1,134 |  
|                                   |  |                             |       |      |   |       |  

Our net interest income has increased by $200,000 and $762,000 for the second quarter and first six months of
2006, respectively, as compared to the same periods in 2005. Our net interest margin was 4.75% during the first six months of 2006 as compared to 4.47% for the first six months of 2005 and 4.14% for the entire year of 2005. The increase in net
interest income is due to the yield on earning assets increasing faster than the cost of funds. Our cost of funds has increased to 3.77% in the first six months of 2006 as compared to 3.00% in the first six months of 2005.



14



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##### Table of Contents

The provision for loan losses increased by $378,000 and $334,000 in the second quarter and first six months of 2006,
respectively, when compared to the same periods in 2005. Net recoveries for the first six months of 2006 were $33,000 as compared to $302,000 in 2005. The increase in the provision for loan losses as well as the decrease in net recoveries during the
six months ended 2006, were due to a recovery on a previously charged-off loan partially off-set by two loans charged-off during the second quarter of 2005. The allowance for loan losses as a percentage of total loans was 1.22% at June 30, 2006
as compared to 1.19% at December 31, 2005. As of June 30, 2006, we had no nonperforming loans and assets, compared to $336,000 at December 31, 2005. Based upon our evaluation of the loan portfolio, we believe the allowance for loan
losses to be adequate to absorb losses on existing loans that may become uncollectible. Our evaluation considers significant factors relative to the credit risk and loss exposure in the loan portfolio, including past due and classified loans,
historical experience, underlying collateral values, and current economic conditions that may affect the borrowers ability to repay. The allowance for loan losses is evaluated by segmenting the loan portfolio into unclassified and classified
loans. An allowance percentage is applied to the unclassified loans to establish a general allowance for loan losses. The allowance percentage is determined based upon our experience specifically and the historical experience of the banking industry
generally. The classified loans, including impaired loans, are analyzed individually in order to establish a specific allowance for loan losses. Management has reviewed the potential problem loans individually and determined that the likelihood of
any significant loss of principal is mitigated due to the value of the collateral securing these loans.

Information with
respect to nonaccrual, past due and restructured loans at June 30, 2006 and 2005 is as follows:



|                                                                                                         |  |                        |       |      |   |      
|-------------------------------------------------------------------------------------------------------- |  | ---------------------- | ----- | ---- | - | -----
|                                                                                                         |  | June 30,              
|                                                                                                         |  | 2006                   |       | 2005
|                                                                                                         |  | (Dollars in Thousands)
|Nonaccrual loans                                                                                         |  | $                      | 0     |      | $ | 0    
|Loans contractually past due ninety days or more as to interest or principal payments and still accruing |  |                        | 365   |      |   | 0    
|Restructured loans                                                                                       |  |                        | 0     |      |   | 0    
|Potential problem loans                                                                                  |  |                        | 4,021 |      |   | 3,226
|Interest income that would have been recorded on nonaccrual and restructured loans under original terms  |  |                        | 8     |      |   | 0    
|Interest income that was recorded on nonaccrual and restructured loans                                   |  |                        | 20    |      |   | 0    

Potential problem loans are defined as loans about which we have serious doubts as to the ability of the borrower
to comply with the present loan repayment terms and which may cause the loan to be placed on nonaccrual status, to become past due more than ninety days, or to be restructured.

It is our policy to discontinue the accrual of interest income when, in the opinion of management, collection of interest becomes doubtful. This status is accorded interest when (1) there is a significant
deterioration in the financial condition of the borrower and full repayment of principal and interest is not expected and (2) the principal or interest is more than ninety days past due, unless the loan is both well-secured and in the process
of collection.



15



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##### Table of Contents

Loans classified for regulatory purposes as loss, doubtful, substandard, or special mention that have not been included
in the table above do not represent or result from trends or uncertainties which management reasonably expects will materially impact future operating results, liquidity or capital resources. These classified loans do not represent material credits
about which management is aware of any information which causes management to have serious doubts as to the ability of such borrowers to comply with the loan repayment terms.

Information regarding certain loans and allowance for loan loss data through June 30, 2006 and 2005 is as follows:



|                                                                                                 |  |                          |         |    |      |   |         |   
|------------------------------------------------------------------------------------------------ |  | ------------------------ | ------- | -- | ---- | - | ------- | --
|                                                                                                 |  | Six Months EndedJune 30, |        
|                                                                                                 |  | 2006                     |         |    | 2005 |  
|                                                                                                 |  | (Dollars in Thousands)   |        
|Average amount of loans outstanding                                                              |  | $                        | 196,853 |    |      | $ | 167,298 |   
|                                                                                                 |  |                          |         |    |      |   |         |   
|Balance of allowance for loan losses at beginning of period                                      |  | $                        | 2,305   |    |      | $ | 1,987   |   
|                                                                                                 |  |                          |         |    |      |   |         |   
|Loans charged off                                                                                |  |                          |         |    |      |   |         |   
|Commercial and financial                                                                         |  |                          |        |    |      |   |        |   
|Real estate mortgage                                                                             |  |                          | (61     | )  |      |   | (404    | ) 
|Installment                                                                                      |  |                          |        |    |      |   | (2      | ) 
|                                                                                                 |  |                          |         |    |      |   |         |   
|                                                                                                 |  |                          | (61     | )  |      |   | (406    | ) 
|                                                                                                 |  |                          |         |    |      |   |         |   
|Loans recovered                                                                                  |  |                          |         |    |      |   |         |   
|Commercial and financial                                                                         |  |                          |        |    |      |   |        |   
|Real estate mortgage                                                                             |  |                          | 89      |    |      |   | 701     |   
|Installment                                                                                      |  |                          | 5       |    |      |   | 7       |   
|                                                                                                 |  |                          |         |    |      |   |         |   
|                                                                                                 |  |                          | 94      |    |      |   | 708     |   
|                                                                                                 |  |                          |         |    |      |   |         |   
|Net recoveries                                                                                   |  |                          | 33      |    |      |   | 302     |   
|                                                                                                 |  |                          |         |    |      |   |         |   
|Additions to (subtractions from) allowance charged (credited) to operating expense during period |  |                          | 156     |    |      |   | (178    | ) 
|                                                                                                 |  |                          |         |    |      |   |         |   
|Balance of allowance for loan losses at end of period                                            |  | $                        | 2,494   |    |      | $ | 2,111   |   
|                                                                                                 |  |                          |         |    |      |   |         |   
|Ratio of net loans recovered during the period to average loans outstanding                      |  |                          | (.02    | )% |      |   | (.18    | )%
|                                                                                                 |  |                          |         |    |      |   |         |   

Other income increased by $6,000 and $41,000 for the second quarter and first six months of 2006 as compared to
the same period in 2005. Increases in service charges on deposits accounted for the majority of the increases.



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Other expenses decreased by $165,000 and $214,000 for the second quarter and first six months of 2006, respectively, as
compared to the same periods in 2005. Salaries and employee benefits decreased by $76,000 and $205,000 for the second quarter and first six months of 2006 as compared to the same periods in 2005. Occupancy and equipment expenses increased $19,000
and $44,000 for the second quarter and first six months of 2006 as compared to the same periods in 2005. Other operating expenses decreased $108,000 and $53,000 for the second quarter and first six months of 2006, as compared to the same periods in
2005. Salaries and employee benefits have decreased due to the restructure of senior management. Full time equivalent employees were consistent with 59 at June 30, 2006 compared to 59 at June 30, 2005. Occupancy and equipment expenses have
increased due to expenses attributed to our planned growth. Other operating expenses have decreased due to decreases in data processing, stationary and supplies, audit and legal, and advertising expenses. In addition, management has had more
emphasis on cost control during 2006.

We have provided for income taxes at an effective rate of 36% and 34% including state income taxes for the first six
months of 2006 and 2005, respectively. The increase in the rate is due to decreased non-taxable income as a percentage of pre-tax income.

We are not aware
of any known trends, events or uncertainties, other than the effect of events as described above, that will have or are reasonably likely to have a material effect on our liquidity, capital resources or operations. We are also not aware of any
current recommendations by the regulatory authorities which, if they were implemented, would have such an effect.

ITEM 3. CONTROLS AND PROCEDURES

As of the end of the period covered by this report, we carried out an evaluation, under
the supervision and with the participation of our Chief Executive Officer and the Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rule 13a-15 of the Securities Exchange
Act of 1934, as amended. Based on this evaluation, our Chief Executive and Chief Financial Officer concluded that our disclosure controls and procedures are effective for gathering, analyzing and disclosing the information that we are required to
disclose in the reports we file under the Securities Exchange Act of 1934, within the time periods specified in the SECs rules and forms. Our Chief Executive Officer and Chief Financial Officer also concluded that our disclosure controls and
procedures are effective in timely alerting them to material information relating to our company required to be included in our periodic SEC filings. In connection with the new rules, we are in the process of further reviewing and documenting our
disclosure controls and procedures, including our internal controls and procedures for financial reporting, and may from time to time make changes designed to enhance their effectiveness and to ensure that our systems evolve with our business.

There have been no changes in our internal controls or in other factors that could significantly affect internal controls subsequent to the date of this
evaluation.



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PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

None

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.



| | (c) | Small Business Issuer Purchases of Equity Securities
| | --- | ----------------------------------------------------



|             |  |                                    |  |                                 |       |                                                                                   |   |                                                                               |  
|------------ |  | ---------------------------------- |  | ------------------------------- | ----- | --------------------------------------------------------------------------------- | - | ----------------------------------------------------------------------------- | -
|Period       |  | (a) Total Number ofSharesPurchased |  | (b) Average PricePaid Per Share |       | (c) Total Number ofSharesPurchased as part of a PubliclyAnnounced Plan or Program |   | (d) MaximumNumber ofShares that mayyet be Purchasedunder the Plansor Programs
|June 5, 2006 |  | 7,999                              |  | $                               | 12.60 |                                                                                   | 0 |                                                                               | 0

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.



| | (a) | The annual meeting of the stockholders of the Company was held on May 25, 2006.
| | --- | -------------------------------------------------------------------------------



| | (b) | The following directors were selected at the meeting to serve terms for the upcoming year:
| | --- | ------------------------------------------------------------------------------------------



|                     |  |                  
|-------------------- |  | -----------------
|Charles W. Carter    |  | Joey McClelland  
|Alfred D. Fears, Jr. |  | Alexander Pollack
|William B. Jones     |  | James H. Warren  
|Emory B. Lewis       |  | George L. Weaver 
|Harry Lewis          |  |                  

The shares represented at the meeting (556,481 or 58.27%) voted as follows:



|          |  |                   
|--------- |  | ------------------
|          |  | Item (b)# ofShares
|For       |  | 553,315           
|Against   |  |                  
|Abstained |  | 3,166             
|          |  |                   
|Total     |  | 556,481           
|          |  |                   



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ITEM 5. OTHER INFORMATION.

None

ITEM 6. EXHIBITS.



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



| | 31.1 | Certification of Chief Executive Officer, Pursuant to Rule 13a-15(a) under the Securities Exchange Act of 1934, as amended.
| | ---- | ---------------------------------------------------------------------------------------------------------------------------



| | 31.2 | Certification of Chief Financial Officer, Pursuant to Rule 13a-15(a) under the Securities Exchange Act of 1934, as amended.
| | ---- | ---------------------------------------------------------------------------------------------------------------------------



| | 32 | Certification of the Chief Executive Officer and Chief Financial Officer, Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002.
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



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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.



|                      |  |                               |  |                                             
|--------------------- |  | ----------------------------- |  | --------------------------------------------
|                      |  | FIRST GEORGIA COMMUNITY CORP.
|                      |  | (Registrant)                 
|                      |  |                              
|DATE: August 11, 2006 |  | BY:                           |  | /s/ Emory B. Lewis                          
|                      |  |                               |  | Emory B. Lewis, President and C.E.O.        
|                      |  |                               |  | (Principal Executive Officer)               
|                      |  |                              
|DATE: August 11, 2006 |  | BY:                           |  | /s/ Elaine S. Kendrick                      
|                      |  |                               |  | Elaine S. Kendrick, Secretary and Treasurer 
|                      |  |                               |  | (Principal Financial and Accounting Officer)



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