UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 15)*

HABERSHAM BANCORP

(Name of Issuer)

Common Stock

(Title of Class of Securities)

404459109

(CUSIP Number)

	December 31, 2008
	(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP NO. 404459109

1	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Thomas A. Arrendale, III
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

		(a) ¨
	N/A	(b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION

	United States of America

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5	SOLE VOTING POWER 550,160*
	6	SHARED VOTING POWER 485,000*
	7	SOLE DISPOSITIVE POWER 550,160*
	8	SHARED DISPOSITIVE POWER 485,000*

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,035,160*
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES N/A	¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 36.6%
12	TYPE OF REPORTING PERSON IN

Item1(a).

Name of Issuer:

Habersham Bancorp

Item1(b).

Address of Issuer's Principal Executive Offices:

P.O. Box 1980

Highway 441 North

Cornelia, Georgia 30531

Item2(a).

Name of Person Filing:

Thomas A. Arrendale, III

Item2(b).

Address of Principal Business Office or, if None, Residence:

P.O. Box 558

Baldwin, Georgia 30511

Item2(c).

Citizenship:

United States of America

Item2(d).

Title of Class of Securities:

Common Stock, $1.00 par value

Item2(e).

CUSIP Number:

404459109

Item3.

If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check whether the person filing is a:

Not Applicable

Item4.

Ownership:

(a)

Amount beneficially owned: 1,035,160*

(b)

Percent of class: 36.6%

(c)

Number of shares as to which such person has

(i)

sole power to vote or direct the vote: 550,160*

(ii)

shared power to vote or direct the vote: 485,000*

(iii)

sole power to dispose or to direct the disposition of: 550,160*

(iv)

shared power to dispose or direct the disposition of: 485,000*

________________________

Mr. Arrendale III has sole voting and dispositive power with respect to 550,160 shares of Common Stock, which includes 10,000 shares subject to exercisable options. He shares voting and dispositive power with Cyndae A. Bussey as a general partner of the following partnerships, which hold the indicated number of shares: (i) Arrendale Undiversified Family Limited Partnership: 400,000 shares; (ii) Thomas A. Arrendale, Jr. Family Limited Partnership: 85,000 shares.

Item5.

Ownership of Five Percent or Less of a Class:

Not Applicable

Item6.

Ownership of More than Five Percent on Behalf of Another Person:

Not Applicable

Item7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company:

Not Applicable

Item8.

Identification and Classification of the Members of the Group:

Not Applicable

Item9.

Notice of Dissolution of Group:

Not Applicable

Item10.

Certification:

Not Applicable

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement, is true, complete and correct.

	Date: January 17, 2009


	Signature:		/s/ Thomas A. Arrendale, III

	Name:		Thomas A. Arrendale, III

ARRENDALE THOMAS A III SC 13G/A