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: 000-50962
ATLANTIC COAST FEDERAL CORPORATION
(Exact name of registrant as specified in its charter)
Federal 59-3764686
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
505 Haines Avenue
Waycross, Georgia 31501
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (800) 342-2824
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, $0.01 par value
(Title of class)
Indicate by check mark if the registrant is a well-known seasoned issuer, as
defined in Rule 405 of the Securities Act. YES NO X
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Indicate by check mark if the registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Act. YES NO X
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Indicate by check mark whether the Registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding twelve 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 X No
----- ----
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 the 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.[X ]
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 [ ] Accelerated Filer [ ] Non-Accelerated Filer [X]
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). YES NO X
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As of March 27, 2006, there were outstanding 14,141,350 shares of the
Registrant's common stock, par value $0.01 per share. The aggregate market value
of common stock outstanding held by non-affiliates of the Registrant as of June
30, 2005 was $62,558,855.
DOCUMENTS INCORPORATED BY REFERENCE
None.
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Explanatory Note
Atlantic Coast Federal Corporation ("the Company") is filing this Amendment No.
1 on Form 10-K/A ("Amendment No. 1") to its Annual Report on Form 10-K for the
year ended December 31, 2005, filed on March 31, 2006 (the "Original Form 10-K),
for the purpose of correcting the amount reported as the aggregate market value
of common stock outstanding held by non-affiliates on June 30, 2005. This
correction does not change the Company's status as a Non-Accelerated Filer as
determined on June 30, 2005.
SIGNATURES
Pursuant to the requirements of the Section 13 or 15(d) 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.
ATLANTIC COAST FEDERAL CORPORATION
Date: June 29, 2006 By: /s/ Robert J. Larison, Jr.
--------------------------
Robert J. Larison, Jr.
President, Chief Executive Officer and Director
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed by the following persons on behalf of the registrant and
in the capacity and on the dates indicated.
By:/s/ Robert J. Larison, Jr. By:/s/ Jon C. Parker, Sr.
------------------------- ----------------------
Robert J. Larison, Jr. Jon C. Parker, Sr.
President, Chief Executive Officer Vice-President, Chief Financial
and Direction Officer and Direction
Date: June 29, 2006 Date: June 29, 2006
By:/s/ Thomas F. Beeckler By:/s/ Frederick D. Franklin, Jr.
---------------------- ------------------------------
Thomas F. Beeckler Frederick D. Franklin, Jr.
Director Director
Date: June 29, 2006 Date: June 29, 2006
By:/s/ Charles E. Martin, Jr. By:/s/ W. Eric Palmer
-------------------------- ------------------
Charles E. Martin, Jr. W. Eric Palmer
Director Director
Date: June 29, 2006 Date: June 29, 2006
By:/s/ Robert J. Smith By:/s/ Forrest W. Sweat, Jr.
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Robert J. Smith Forrest W. Sweat, Jr.
Director Director
Date: June 29, 2006 Date: June 29, 2006
By:/s/ H. Dennis Woods
-------------------
H. Dennis Woods
Director
Date: June 29, 2006