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): ~~July~~April 610, ~~2006~~2008

NEWNAN COWETA BANCSHARES, INC.

(Exact name of Registrant as Specified in Charter)

Georgia

000-33221

58-2528123

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(I.R.S. Employer

Identification No.)

145 Millard Farmer Industrial Blvd., Newnan, GA 30263

(Address of Principal Executive Offices)

(770) 683-6222

Registrant’s telephone number, including area code

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:

¨	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))

Item 3 2.02 ~~Unregistered~~Results ~~Sales~~ of ~~Equity~~Operations ~~Securities.~~and Financial Condition

On ~~July~~ April 610, ~~2006~~2008, Newnan Coweta Bancshares, Inc. ~~(the~~issued ~~“Company”) began~~ a ~~private~~press placement offering to qualified investors under an exemption from registration contained in Section 4(2) of the Securities Act of 1933 and Rule 505 of Regulation D under the Securities Act. The Company is offering a maximum of 84release,~~000~~ ~~shares of its common stock at~~ a ~~price~~copy of ~~$36.00~~which ~~per share. No underwriter or placement agent~~ is ~~involved~~attached inhereto ~~this~~as ~~offering,~~Exhibit ~~and~~99.1 ~~the stock will be sold solely through the efforts of the officers~~ and ~~directors~~is ofincorporated ~~the~~herein ~~Company.~~by ~~The Company will not pay any fees, commissions or other remuneration for their efforts~~reference. ~~The~~ Company expects to receive net proceeds, after expenses, of $3,004,000 to be invested in the capital accounts of its subsidiary bank, Neighborhood Community Bank, to support asset growth and for general corporate purposes.

Item 7.01.

Regulation FD Disclosure

On April 10, 2008, Newnan Coweta Bancshares, Inc. issued a press release announcing the results of its first quarter operations. The press release is attached as Exhibit 99.1 to this Form 8-K. This information is provided under Item 2.02 of Form 8-K. The information in this Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

Item 9.01

Financial Statements and Exhibits.

(c)	Exhibits. The following exhibit is furnished herewith:

~~None~~99.1 Press Release dated April 10, 2008

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.

	~~NEWNAN COWETA BANCSHARES, INC.~~	NEWNAN COWETA BANCSHARES, INC.
DATE: July 10, 2006	By:	/s/ James B. Kimsey
DATE:	April 10, 2008	By:	/s/ James B. Kimsey
	~~Name:~~	~~James B. Kimsey~~Name:	James B. Kimsey
	~~Title:~~	~~President and CEO~~Title:	President and CEO

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