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): February 4, 2005

Georgia Bancshares, Inc.

(Exact name of registrant

as specified in its charter)

Georgia		000-50188		58-2646154
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

100 Westpark Drive, Peachtree City, Georgia 30269

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (770) 631-9488

Not Applicable

(Former name or former address, if changed since last report.)

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 (see General Instruction A.2. below):

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

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

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

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

INFORMATION TO BE INCLUDED IN THE REPORT

Item 2.02. Results of Operations and Financial Condition.

On February 4, 2005, Georgia Bancshares, Inc., holding company for The Bank of Georgia, issued a press release announcing its financial results for the period ended December 31, 2004. A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements. Pro Forma Financial Information and Exhibits.

Exhibit No.		Exhibit

99.1		Earnings Press Release of Georgia Bancshares, Inc. dated February 4, 2005.

SIGNATURES

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

	GEORGIA BANCSHARES, INC.


	By:	/s/ C. Lynn Gable
	Name:	C. Lynn Gable
	Title:	Chief Financial Officer

Dated: February 4, 2005

EXHIBIT INDEX

Exhibit Number		Description

99.1		Earnings Press Release of Georgia Bancshares, Inc. dated February 4, 2005.

GEORGIA BANCSHARES INC// 8-K