SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 10, 2012

HIGHLANDS BANKSHARES, INC.

(Exact name of registrant as specified in its charter)

West Virginia	0-16761	55-0650793
(State or other jurisdiction of	(Commission File Number)	(I.R.S. Employer
Incorporation or organization		Identification No.)

3 North Main St.

P.O. Box 929

Petersburg, WV

26847

(Address of principal executive offices)

(Zip Code)

Registrant's telephone number, including area code (304) 257-4111

Check the appropriate box below if the Form 8-K filing is intended to simultaneously Satisfy the filing obligation of the registrant under any of the following provisions:

_____	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425

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

_____	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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

Page 2

Item 5.07 Submission of Matters to a Vote of Security Holders

On May 8, 2012 the Company held its annual meeting of stockholders. The following items were approved by the shareholders by the required majority or plurality.

Election of the Board of Directors as proposed in the Proxy material, without any additions or exceptions

	Votes For		Withhold Authority
Gerald W. Smith		725,673		54,985
Donald J. Baker, Jr.		763,377		17,281
L. Keith Wolfe		701,124		79,534

Ratification of Smith Elliott Kearns & Company, LLC as Independent Registered Public Accountant for 2012.

Votes For			Votes Against			Abstentions
779,642			0			1,016

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

	HIGHLANDS BANKSHARES, INC.
	(Registrant)

	/s/Jeffrey B. Reedy
	Jeffrey B. Reedy, Chief Financial Officer

May 10, 2012

HIGHLANDS BANKSHARES INC /WV/ 8-K