UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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) ~~December~~March 236, ~~2008~~2009

Freedom Bancshares, Inc. (Exact Name of Registrant as Specified in Its Charter) Georgia (State or Other Jurisdiction of Incorporation)

Freedom Bancshares, Inc.
(Exact Name of Registrant as Specified in Its Charter)

Georgia
(State or Other Jurisdiction of Incorporation)

333-102971	06-1671382
(Commission File Number)	(IRS Employer Identification No.)

3165 Maysville Road, Commerce, Georgia	30529
(Address of Principal Executive Offices)	(Zip Code)

(706) 423-2500
(Registrant’s Telephone Number, Including Area Code)

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

333-102971		06-1671382
(Commission File Number)		(IRS Employer Identification No.)
3165 Maysville Road, Commerce, Georgia		30529
(Address of Principal Executive Offices)		(Zip Code)

(706) 423-2500 (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 (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))

Item 1.0103. ~~Entry~~Bankruptcy ~~into~~or ~~a Material Definitive Agreement~~Receivership.

On ~~December 17~~March 6, ~~2008~~2009, the Georgia Department of Banking and Finance (the “Georgia Department”) closed Freedom Bank of Georgia (the “Bank”), the ~~subsidiary~~wholly ~~bank~~owned commercial banking subsidiary of Freedom Bancshares, Inc. (the “Company”), ~~entered~~and ~~into~~the anFederal ~~Order~~Deposit toInsurance ~~Cease~~Corporation ~~and Desist~~ (~~the~~ “~~Order~~FDIC”) ~~with~~was named as the ~~Department~~ receiver of ~~Banking~~the Bank. The Company’s principal asset is the common stock that it owns in the Bank, and, ~~Finance~~as (a result of the ~~“Department”)~~closure of the Bank, the Company has very limited remaining tangible assets. ~~The~~ ~~Regional Director~~As the owner of all of the ~~Federal~~capital ~~Deposit~~stock ~~Insurance~~of ~~Corporation~~the (Bank, the ~~“FDIC”)~~Company ~~has acknowledged~~would be entitled to the ~~Order~~net recoveries, if any, following the liquidation or sale of the Bank or its assets by the FDIC. ~~The~~ ~~Order~~However, at this time, the Company is unable to provide any assurance that any recovery will ~~become~~be ~~effective~~realized onby ~~December 27,~~the ~~2008~~Company or the timing of any such recovery.

~~The~~In ~~Order~~connection iswith ~~based on~~ the ~~findings~~closure of ~~the~~ ~~Department during an on-site examination conducted as of June 9, 2008. Since~~ the ~~completion of the examination~~Bank, the ~~Board~~FDIC ofissued ~~Directors has~~a ~~aggressively~~press ~~taken~~release, ~~steps~~dated toMarch 6, ~~address~~2009, ~~the~~providing ~~findings of~~ the ~~exam. The Bank~~following: ~~and its Board of Directors have taken an active role in working with the Department to improve the condition of the Bank and have already completed many of the items included in the Order.~~

~~Under~~• ~~the~~The ~~terms~~FDIC’s Board of ~~the~~Directors ~~Order,~~approved the ~~Bank will~~assumption ~~prepare~~of ~~and~~all ~~submit~~of ~~written plans and/or reports to~~ the ~~regulators~~deposits ~~that address~~of the ~~following~~Bank ~~items:~~by ~~maintaining~~Northeast ~~sufficient~~Georgia ~~capital~~Bank, atLavonia, ~~the~~Georgia ~~Bank; improving~~(“Northeast ~~the~~Georgia Bank’s”). ~~liquidity~~Accordingly, ~~position~~all ~~and~~depositors ~~funds~~of ~~management practices; reducing adversely classified items; reviewing and revising as necessary~~ the Bank~~’s allowance for loan and lease losses policy; continuing to improve loan underwriting~~, ~~loan~~including ~~administration~~those ~~and~~with ~~portfolio~~deposits ~~management;~~in ~~reducing concentrations~~excess of ~~credit; improving~~ the ~~Bank~~FDIC’s ~~position~~insurance ~~regarding~~limits, ~~other~~automatically ~~real estate~~became ~~owned;~~depositors ~~and~~of aNortheast ~~strategic~~Georgia ~~plan to improve the~~ Bank’s ~~earnings~~for ~~and overall condition. While~~ the ~~Order~~full ~~remains~~amount inof ~~place~~their deposits, ~~the~~and ~~Bank~~they ~~may~~will ~~not~~continue ~~pay cash~~to ~~dividends~~have oruninterrupted ~~bonuses~~access ~~without~~to ~~the~~their ~~prior~~deposits. ~~written~~Depositors ~~consent~~will ofcontinue ~~the regulators. The~~to ~~Board~~be ofinsured ~~Directors~~with ofNortheast ~~the~~Georgia Bank, ~~will~~so ~~also~~there ~~establish~~is ~~a committee~~no toneed ~~oversee~~for ~~the~~customers ~~Bank’s~~to ~~compliance~~change ~~with~~their ~~the~~banking ~~Order,~~relationship ~~and~~ to ~~complete~~retain ~~an assessment~~their ofdeposit ~~the Bank’s management~~insurance.

• The ~~Company and the~~ Bank’s ~~believe~~four ~~that the~~offices ~~proactive~~reopened ~~steps~~on ~~the~~Monday, ~~management~~March ~~and~~9, ~~Board~~2008 ~~have~~as ~~already~~branches ~~undertaken~~of ~~will~~Northeast ~~help the~~Georgia Bank. ~~address~~However, ~~the~~for ~~Order~~a ~~and~~period ~~the~~of ~~concerns~~time, ~~that~~customers ~~gave~~of ~~rise to~~ the ~~Order. Additionally,~~ ~~the~~Bank ~~Company~~should ~~has~~continue ~~engaged an investment banker~~ to ~~assist~~ ituse inthe ~~reviewing~~Bank’s ~~its~~office ~~strategic~~locations ~~alternatives. Banking~~until ~~products and~~Northeast ~~services~~Georgia ~~and~~Bank ~~hours~~can offully ~~business~~integrate ~~are~~ the ~~same,~~deposit ~~and~~records ~~the~~of ~~Bank’s deposits are insured by~~ the ~~FDIC to the maximum limits allowed by law~~Bank.

~~SIGNATURES~~• In addition to assuming all of the deposits of the Bank, Northeast Georgia Bank agreed to purchase approximately $167 million in assets of the Bank at a discount of $13.65 million. The FDIC retained the remaining assets for later disposition.

~~Pursuant~~• toThe ~~the~~FDIC ~~requirements~~and ofNortheast ~~the Securities~~Georgia ~~Exchange~~Bank ~~Act~~entered ofinto ~~1934,~~a ~~the~~loss-share ~~registrant~~transaction. ~~has~~Northeast ~~duly~~Georgia ~~caused~~Bank ~~this~~will ~~report~~share ~~to be~~in ~~signed~~any losses on ~~its~~approximately ~~behalf~~$96.5 bymillion in assets covered under the ~~undersigned~~agreement. ~~thereunto~~The ~~duly authorized~~agreement is expected to minimize disruptions for loan customers as they will maintain a banking relationship.

	FREEDOM BANCSHARES, INC.
Dated: December 23, 2008
	By:	/s/ Jennifer S. Wethington
	Name:	Jennifer S. Wethington
	Title:	Chief Financial Officer

•

Customers who have questions about the foregoing matters, or who would like more information about the closure of the Bank, can visit the FDIC’s web site located at http://www.fdic.gov/bank/individual/failed/freedomga.html, or call the FDIC toll-free at (866) 782-1897.

A complete copy of the FDIC’s press release can be found on the Internet at http://www.fdic.gov/news/news/press/2009/pr09037.html. To date, except as described above, no other entity or newly chartered bank has been involved in the process of closing and unwinding the Bank. The management teams of the Company and the Bank have been working closely with the Georgia Department, the FDIC and Northeast Georgia Bank to make the transition as smooth as possible for the Bank’s customers.

In connection with the receivership of the Bank, both the Company and the Bank expect to receive notices, from substantially all of the counterparties (including, without limitation, lenders) to the Company’s and/or Bank’s material agreements, of alleged events of default under those agreements, and of those counterparties’ intentions to terminate those agreements or accelerate the Company’s and/or the Bank’s performance of those agreements. The Company and/or the Bank may dispute certain of those notices. However, in the event of a default by the Company and/or Bank under one or more of those material agreements, or in the event of the termination of one or more of the material agreements, the Company’s and/or Bank’s financial and other obligations under such agreements may be accelerated. The Company and/or Bank may be subject to penalties under those agreements and also may suffer cross-default claims from counterparties under the Company’s and/or Bank’s other agreements.

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 thereunto duly authorized.

	FREEDOM BANCSHARES, INC.
Dated: March 12, 2009
	By:	/s/ Jennifer S. Wethington
	Name:	Jennifer S. Wethington
	Title:	Chief Financial Officer

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