8-K

UNITED STATES

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): December 20, 2005

COLONY BANKCORP, INC.

(Exact name of registrant as specified in its charter)

Georgia	000-12436	58-1492391
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer I.D. No.)

115 South Grant Street, Fitzgerald, Georgia 31750

(Address of principal executive offices)

(229) 426-6000

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):

¨ 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 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

(b) On December 20, 2005, James D. Minix announced his retirement as Chief Executive Officer of Colony Bankcorp, Inc. (“Colony”), effective January 15, 2006. Mr. Minix will continue to serve on the Board of Directors of Colony.

(c) On December 20, 2005, the Board of Directors of Colony appointed Al D. Ross (41) as Chief Executive Officer of Colony to replace retiring James D. Minix, effective January 15, 2006. Mr. Ross has served as President and Chief Operating Officer of Colony since December, 2004 and served as Executive Vice President of Colony from January, 2003 to December, 2004 and served as Senior Vice President of Colony from May, 2002 to January, 2003. He also has served as President and Chief Executive officer of Colony Bank Southeast since May, 2001. Mr. Ross’ responsibilities included supervision of operations for all Colony banking subsidiaries. Mr. Ross serves as a Director of Colony Bank Southeast, Colony Bank of Fitzgerald, Colony Management Service, Inc. and Chairman of Georgia First Mortgage Company. Mr. Ross has been a Director of Colony since January, 2005.

The press release announcing Mr. Minix’s retirement and Mr. Ross’ appointment is attached as Exhibit 99.1 to this Form 8-K.

Item 9.01. Financial Statement, Pro Forma Financial Information and Exhibits

(c) Exhibits.

99.1      Press Release dated December 22, 2005.

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.

	COLONY BANKCORP, INC.
Date: December 21, 2005	By:	/s/ Terry L. Hester
		Terry L. Hester
		Executive Vice-President and
		Chief Financial Officer

EX-99.1

EXHIBIT 99.1

Colony continues leadership transition

Colony Bankcorp, Inc. announces the election of Al D. Ross as Chief Executive Officer to replace retiring James D. Minix. The December 20^th board action will be effective January 15, 2006.

Mr. Ross joined the wholly owned subsidiary Colony Bank Southeast in 1998. He has served as CEO of Colony Bank Southeast, Chairman of Georgia First Mortgage Company, Chief Credit Officer of Colony Bankcorp and was elected President and Chief Operating Officer of Colony Bankcorp in December 2004.

Since assuming corporate responsibilities, Mr. Ross has aggressively pursued an agenda of improving credit quality through a central credit committee, enhanced loan review, and establishment of a credit department. He has also created and filled the position of Chief Risk Management Officer to oversee audit, consumer compliance and Sarbanes-Oxley compliance along with a human resources department.

Providing for management succession is one of the most important roles of the Board of Directors, and the directors, working with Mr. Minix, have planned and been involved in this transition for the last two years. “Dan and Al share a common vision for the future of Colony and have worked closely in preparing the company to reach the next total asset threshold of $2 billion,” stated Chairman Morris Downing.

“Mr. Ross is committed to continuing the expansion strategy which established Colony as a premier bank holding company ranked 11^th in size of Georgia based bank holding companies. His administrative and communication skills will serve him well in maintaining an appropriate structure to deliver attractive shareholder returns in the coming years,” said Dan Minx.

The retirement of Mr. Minix caps a forty-five year banking career. During his tenure as CEO of Colony, total assets increased from $247 million in June of 1994 to $1.104 billion on November 30, 2005. For the last six years the Atlanta Journal-Constitution has included Colony in the 100 Best Performing Publicly Traded Companies in Georgia with Colony continually moving up in the ranking each year.

Chairman Downing said Minix would continue to serve on the Board of Directors of Colony Bankcorp and that he and the entire Board wished Dan many quality years of well deserved retirement.