~~UNITED STATES~~ SECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, D.C. 20549

————————————————

FORM 8-K

CURRENT REPORT ~~Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934~~

~~Date~~Pursuant ofto ~~Report~~Section 13 or 15(~~Date~~d) of ~~earliest~~the ~~event~~Securities ~~reported):~~Exchange ~~November 12,~~Act ~~2010~~ of 1934

Date of Report (Date of earliest event reported): December 10, 2010

ATLANTIC COAST FEDERAL CORPORATION

(Exact name of Registrant as specified in its charter)

Federal		000-50962		59-3764686
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

Federal

(State or Other Jurisdiction

of Incorporation)

000-50962

(Commission

File Number)

59-3764686

(I.R.S. Employer

Identification No.)

505 Haines Avenue, Waycross, Georgia 31501 ~~(Address of principal executive offices)~~

(~~800) 342-2824 Registrant’s~~Address ~~telephone~~of ~~number,~~principal ~~including~~executive ~~area code~~offices)

~~Not Applicable~~ (~~Former Name or former address, if changed since last report~~800) 342-2824

~~Check~~Registrant's ~~the~~telephone ~~appropriate~~number, ~~box~~including ~~below~~area ~~if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:~~code

oNot ~~Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)~~Applicable

o(Former ~~Soliciting~~Name ~~material~~or ~~pursuant~~former toaddress, ~~Rule~~if ~~14a-12~~changed ~~under~~since ~~the~~last ~~Exchange Act (17 CFR 240.14a-12~~report)

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

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))

oItem ~~Pre-commencement~~1.01. ~~communications~~Entry ~~pursuant~~Into toA ~~Rule~~Material ~~13e-4(c)~~Definitive ~~under the Exchange Act (17 CFR 240.13e-4(c))~~Agreement

~~Item~~Effective 1December 10, 2010, Atlantic Coast Federal, MHC (the “MHC”), Atlantic Coast Bank (the “Bank”), and the Office of Thrift Supervision (the “OTS”) entered into supervisory agreements.01 The ~~Entry~~agreements ~~Into~~provide, aamong ~~Material~~other ~~Definitive~~things, ~~Agreement~~that:

On• ~~November 12,~~the ~~2010,~~Bank ~~Atlantic~~must ~~Coast~~submit ~~Federal Corporation,~~ a ~~Federal~~written ~~corporation,~~contingency ~~Atlantic Coast~~plan ~~Federal,~~by ~~MHC,~~March ~~Atlantic Coast Financial Corporation~~31, a2011 ~~Maryland~~in ~~corporation (~~the ~~“Company”) and~~event ~~Atlantic~~the ~~Coast~~ Bank ~~entered~~is ~~into~~notified anby ~~Agency~~the ~~Agreement~~OTS ~~with~~that ~~Stifel,~~it ~~Nicolaus~~has &inadequate ~~Company, Incorporated~~capital ~~(“Stifel~~levels ~~Nicolaus”),~~for ~~which will act as financial advisor during~~ the ~~Company~~Bank’s ~~stock offering~~risk profile and ~~assist in~~ the ~~marketing~~volume, oftype ~~the~~and ~~Company’s~~quality ~~common~~of ~~stock~~assets ~~during~~held ~~its~~by ~~stock~~the ~~offering.~~ Bank;

~~The~~• ~~shares~~the ofBank ~~common~~and ~~stock~~the ~~are~~MHC ~~being~~must ~~offered~~submit ~~pursuant~~for toreview aand ~~Registration~~non-objection ~~Statement~~by onthe ~~Form~~OTS ~~S-1~~ within 60 days (~~Registration~~and ~~No. 333-167632~~updated yearly), ~~filed~~an byupdated comprehensive business plan for calendar years 2011 and 2012 that addresses all corrective actions in the ~~Company~~Bank’s ~~under~~and MHC’s 2010 examinations relating to the ~~Securities~~Bank’s ~~Act~~and ofMHC’s ~~1933~~business operations, asincluding ~~amended, and~~plans ato ~~related~~improve ~~prospectus~~core ~~dated~~earnings ~~November 12,~~and ~~2010.~~achieve ~~For~~profitability on a ~~description~~consistent ofbasis throughout the ~~fees~~term toof bethe ~~paid~~business ~~to Stifel~~plan ~~Nicolaus~~and ~~pursuant~~submit quarterly reports to the ~~Agency~~OTS ~~Agreement,~~regarding ~~see~~compliance ~~“The~~with ~~Conversion~~the ~~Offering—Plan~~plan ~~of Distribution;~~with ~~Selling~~any ~~Agent~~modifications ~~Compensation”~~thereto inrequiring ~~the~~OTS ~~prospectus.~~ prior written non-objection;

A• ~~copy~~the ofBank ~~the~~must ~~Agency~~within ~~Agreement~~90 isdays ~~filed~~revise asits ~~Exhibit 1.1~~written ~~hereto~~program for identifying, monitoring and ~~incorporated~~controlling byrisks ~~reference herein.~~ associated with concentrations of credit and other assets to address all corrective actions set forth in the Bank’s 2010 examination relating to concentrations of credit;

~~Item~~• ~~8.01~~the ~~Other~~Bank ~~Events~~must ensure that its books, records, financial reports and statements are timely and accurately prepared and filed in compliance with all applicable laws, regulations and regulatory guidance, including proper reporting on Thrift Financial Reports with the OTS;

On• ~~November 18, 2010, Atlantic Coast Federal Corporation announced that~~ the ~~Company,~~Bank ~~the~~must ~~proposed~~within ~~holding~~60 ~~company~~days ~~for~~develop ~~Atlantic Coast Bank,~~ and ~~Atlantic~~adhere ~~Coast Federal, MHC have received conditional approval from the Office of Thrift Supervision~~ to ~~commence~~a ~~its~~written ~~second step~~Troubled ~~conversion~~Debt Restructurings and ~~offering.~~Loan ~~Atlantic~~Modification ~~Coast~~Policy ~~Federal~~which ~~Corporation~~will ~~also~~be ~~announced~~provided ~~that the registration statement relating~~ to the ~~sale~~OTS ofwithin ~~common~~10 ~~stock~~days ofafter ~~the~~adoption ~~Company was declared effective~~ by the ~~Securities~~Board ~~and~~of ~~Exchange Commission.~~ Directors;

A• ~~copy~~the ofBank ~~the~~must ~~press~~not ~~release~~purchase ~~dated~~additional ~~November 18,~~bank-owned ~~2010,~~life isinsurance ~~filed~~(“BOLI”) asor ~~Exhibit 99.1~~increase ~~hereto~~its ~~and~~investment in existing BOLI policies until the Bank’s BOLI exposure is ~~incorporated~~ ~~herein~~within byregulatory ~~reference.~~ guidelines of 25% of total capital;

~~Item~~• 9the Bank must comply with regulations limiting its ability to accept, renew or roll over brokered deposits without receiving the written non-objection of the OTS, including reducing its level of brokered deposits to $52.015 ~~Financial~~million ~~Statements~~by ~~and~~June ~~Exhibits~~30, 2011;

(a)	No financial statements of businesses acquired are required.
(b)	No pro forma financial information is required.
(c)	Not applicable.
(d)	Exhibits:	1.1	Agency Agreement, dated November 12, 2010, by and among Atlantic Coast Federal Corporation, Atlantic Coast Financial Corporation, Atlantic Coast Federal, MHC and Atlantic Coast Bank.
		99.1	Press Release dated November 18, 2010.

•

the Bank and the MHC must comply with regulatory prior notification requirements with respect to changes in directors and senior executive officers;

2 • the Bank will not be permitted to declare a dividend or make any other capital distributions without the prior written approval of the OTS, and the MHC cannot declare or pay dividends or make any other capital distributions without prior written OTS approval;

•

the Bank and the MHC will not be permitted to enter into, renew, extend or revise any contractual arrangement relating to compensation or benefits for any senior executive officers or directors, unless it provides 30 days prior written notice of the proposed transaction to the OTS;

•

the Bank may not enter into any arrangement or contract with a third party service provider that is significant to the financial condition of the Bank or outside of its normal course of business unless the OTS has received 30 days prior written notice of such contract or arrangement and issued its written non-objection;

•

the Bank and the MHC may not make any golden parachute payment or prohibited indemnification payment without OTS prior written approval;

•

the Bank will not be permitted to increase its total assets during any quarter in excess of an amount equal to the net interest credited on deposit liabilities during the prior quarter, without the prior written non-objection of the OTS;

•

the Bank may not engage in any transactions with affiliates without providing 30 days advance written notice to the OTS and receiving its written non-objection; and

•

the MHC may not incur, issue, renew or rollover any debt or debt securities, increase any current lines of credit, guarantee the debt of any entity, or otherwise incur any additional debt without the prior written non-objection of the OTS.

The foregoing description of the Supervisory Agreements is qualified in its entirety by reference to the Supervisory Agreements issued to the MHC and the Bank, which are attached hereto as Exhibits 10.1 and 10.2, respectively, and are incorporated by reference into this Item 1.01.

Item 9.01. Financial Statements and Exhibits.

(a)	Financial Statements of Businesses Acquired: None
(b)	Pro Forma Financial Information: None
(c)	Shell company transactions: None
(d)	Exhibit 10.1	Supervisory Agreement by and through the Board of Directors of Atlantic Coast Bank and the Office of Thrift Supervision, dated December 10, 2010
	Exhibit 10.2	Supervisory Agreement by and through the Board of Directors of Atlantic Coast Federal, MHC and the Office of Thrift Supervision, dated December 10, 2010

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.

	ATLANTIC COAST FEDERAL CORPORATION
Date: November 18, 2010	By:	/s/ Robert J. Larison, Jr.
Date: December 16, 2010	By: /s/ Robert J. Larison, Jr.
	Robert J. Larison, Jr.	~~Robert J. Larison, Jr.~~
		Chief Operating Officer (Duly Authorized Representative)
	Chief Operating Officer
	(Duly Authorized Representative)

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