UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A

Amendment No. 1

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Fiscal Year Ended December 31, 2005

Commission File Number 0-21656

UNITED COMMUNITY BANKS, INC.

(Exact name of registrant as specified in its charter)

Georgia		58-1807304
(State or other jurisdiction of incorporation)		(I.R.S. Employer Identification No.)

63 Highway 515, Blairsville, Georgia		30512
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (706) 781-2265

Securities registered pursuant to Section 12(b) of the Act: None

Name of exchange on which registered: None

Securities registered pursuant to Section 12(g) of the Act:
Common Stock, $1.00 par value

     Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes þ     No o

     Indicate by check mark if the registrant is not required to file reports pursuant to Sections 13 or 15(d) of the Act.

Yes o     No þ

     Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes þ     No o

     Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

o

     Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer in Rule 12b-2 of the Exchange Act. (check one):

Large accelerated filer þ     Accelerated filer o     Non-accelerated filer o

     Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).     Yes o     No þ

     Aggregate market value of the voting stock held by non-affiliates of the Registrant: $814,107,000 (based on shares held by non-affiliates at $26.02 per share, the closing stock price on the Nasdaq stock market on June 30, 2005).

     As of January 31, 2006, 40,080,244 shares of common stock were issued and outstanding, including 372,000 shares deemed outstanding pursuant to prime plus 1/4% convertible subordinated payable-in-kind debentures due December 31, 2006 and presently exercisable options to acquire 1,252,868 shares.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s Proxy Statement for the Annual Meeting of Shareholders to be held on April 26, 2006 are incorporated herein into Part III by reference.

 

 

EXPLANATORY NOTE

United Community Banks, Inc. is filing this amendment on Form 10-K/A to its Form 10-K for the year ended December 31, 2005 to replace the table in Item 6. Selected Financial Data titled “Selected Financial Information For the Years Ended December 31.” The compound annual growth rate in the far right column of the original table had been calculated incorrectly.

United Community Banks, Inc. is filing an unofficial PDF copy of the entire Form 10-K, as amended, with this amendment.

ITEM 6. SELECTED FINANCIAL DATA
UNITED COMMUNITY BANKS, INC.
Selected Financial Information
For the Years Ended December 31,

(in thousands, except per share data;																						5 Year
taxable equivalent)		2005				2004				2003				2002				2001				CAGR (4)
INCOME SUMMARY
Interest revenue		$	338,818			$	239,386			$	209,338			$	195,932			$	210,036
Interest expense			127,426				74,794				70,600				76,357				100,874
Net interest revenue			211,392				164,592				138,738				119,575				109,162				17	%
Provision for loan losses			12,100				7,600				6,300				6,900				6,000
Fee revenue			46,148				39,539				38,184				30,734				25,267				20
Total revenue			245,440				196,531				170,622				143,409				128,429				18
Operating expenses (1)			155,401				122,568				107,900				91,124				83,906				16
Income before taxes			90,039				73,963				62,722				52,285				44,523				21
Income taxes			33,297				26,807				23,247				19,505				16,208
Net operating income			56,742				47,156				39,475				32,780				28,315				21
Merger-related charges, net of tax			—				565				1,357				—				1,084
Net income		$	56,742			$	46,591			$	38,118			$	32,780			$	27,231				31
OPERATING PERFORMANCE (1)
Earnings per common share:
Basic		$	1.47			$	1.31			$	1.15			$	1.02			$	.89				16
Diluted			1.43				1.27				1.12				.99				.87				16
Return on tangible equity (2)(3)			18.99	%			19.74	%			19.24	%			17.88	%			18.19	%
Return on assets			1.04				1.07				1.06				1.11				1.10
Efficiency ratio			60.15				60.05				60.89				60.66				62.52
Dividend payout ratio			19.05				18.32				17.39				16.34				14.98
GAAP PERFORMANCE
Per common share:
Basic earnings		$	1.47			$	1.29			$	1.11			$	1.02			$	.86				26
Diluted earnings			1.43				1.25				1.08				.99				.84				25
Cash dividends declared (rounded)			.28				.24				.20				.17				.13				23
Book value			11.80				10.39				8.47				6.89				5.98				19
Tangible book value (3)			8.94				7.34				6.52				6.49				5.40				15
Key performance ratios:
Return on equity (2)			13.46	%			14.39	%			14.79	%			16.54	%			16.08	%
Return on assets			1.04				1.05				1.02				1.11				1.05
Net interest margin			4.14				4.00				3.99				4.33				4.51
Dividend payout ratio			19.05				18.60				18.02				16.34				15.50
Equity to assets			7.63				7.45				7.21				7.01				6.81
Tangible equity to assets (3)			5.64				5.78				6.02				6.60				6.18
ASSET QUALITY
Allowance for loan losses		$	53,595			$	47,196			$	38,655			$	30,914			$	27,124
Non-performing assets			12,995				8,725				7,589				8,019				9,670
Net charge-offs			5,701				3,617				4,097				3,111				4,578
Allowance for loan losses to loans			1.22	%			1.26	%			1.28	%			1.30	%			1.35	%
Non-performing assets to total assets			.22				.17				.19				.25				.35
Net charge-offs to average loans			.14				.11				.15				.14				.25
AVERAGE BALANCES
Loans		$	4,061,091			$	3,322,916			$	2,753,451			$	2,239,875			$	1,854,968				19
Investment securities			989,201				734,577				667,211				464,468				489,332				11
Earning assets			5,109,053				4,119,327				3,476,030				2,761,265				2,419,080				17
Total assets			5,472,200				4,416,835				3,721,284				2,959,295				2,585,290				17
Deposits			4,003,084				3,247,612				2,743,087				2,311,717				2,010,105				16
Stockholders’ equity			417,309				329,225				268,446				207,312				176,144				25
Common shares outstanding:
Basic			38,477				36,071				34,132				32,062				31,691
Diluted			39,721				37,273				35,252				33,241				32,624
AT PERIOD END
Loans		$	4,398,286			$	3,734,905			$	3,015,997			$	2,381,798			$	2,007,990				20
Investment securities			990,687				879,978				659,891				559,390				470,176				14
Earning assets			5,470,718				4,738,389				3,796,332				3,029,409				2,554,530				18
Total assets			5,865,756				5,087,702				4,068,834				3,211,344				2,749,257				18
Deposits			4,477,600				3,680,516				2,857,449				2,385,239				2,116,499				18
Stockholders’ equity			472,686				397,088				299,373				221,579				194,665				24
Common shares outstanding			40,020				38,168				35,289				31,895				32,266

SIGNATURES

     Pursuant to the requirements of Section 13 or 15(a) of the Securities Exchange Act of 1934, United has duly caused this Report on Form 10-K, as amended, to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Blairsville, State of Georgia, on the 6^th of March, 2006.

		*
		/s/ Jimmy C. Tallent
		Jimmy C. Tallent
		President, Chief Executive Officer and Director
		(Principal Executive Officer)
		Robert L. Head, Jr.
		Chairman of the Board
		*
		W. C. Nelson, Jr.
		Vice Chairman of the Board
		*
		A. William Bennett
		Director
		*
		Robert Blalock
		Director
		*
		Guy W. Freeman
		Director

		*
		Thomas C. Gilliland
		Director
		*
		Charles E. Hill
		Director
		*
		Hoyt O. Holloway
		Director
		*
		Clarence W. Mason, Sr.
		Director
		*
		Tim Wallis
		Director
*By:		/s/ Jimmy C. Tallent
		Jimmy C. Tallent
		Attorney-in-fact

EXHIBIT INDEX

Exhibit No.		Description
31.1		Certification by Jimmy C. Tallent, President and Chief Executive Officer of United Community Banks, Inc., as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2		Certification by Rex S. Schuette, Executive Vice President and Chief Financial Officer of United Community Banks, Inc., as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32		Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 31.1

I, Jimmy C. Tallent, President and Chief Executive Officer of United Community Banks, Inc. (the “registrant”), certify that:

1. I have reviewed this annual report on Form 10-K, as amended, of the registrant;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a - 15(f) and 15d — 15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors:

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: March 6, 2006

Exhibit 31.2

I, Rex S. Schuette, Executive Vice President and Chief Financial Officer of United Community Banks, Inc. (the “registrant”), certify that:

1. I have reviewed this annual report on Form 10-K, as amended, of the registrant;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a - 15(f) and 15d — 15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

     5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors:

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: March 6, 2006

Exhibit 32

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

     In connection with the Annual Report of United Community Banks, Inc. (“United”) on Form 10-K, as amended, for the period ending December 31, 2005 filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jimmy C. Tallent, President and Chief Executive Officer of United, and I, Rex S. Schuette, Executive Vice President and Chief Financial Officer of United, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

     (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

     (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of United.

Date: March 6, 2006