8-K

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 15, 2011

UWHARRIE CAPITAL CORP

(Exact name of Registrant as specified in its charter)

NORTH CAROLINA	000-22062	56-1814206
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification number)

132 NORTH FIRST STREET, ALBEMARLE, NORTH CAROLINA 28001

(Address of principal executive offices)

Registrant’s telephone number, including area code (704) 982-4415

N/A

(Former address of principal executive offices)

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))

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On December 15, 2011, Uwharrie Capital Corp (the “Registrant”) released a quarterly report to its shareholders that included a letter to the shareholders from President and CEO Roger L. Dick and unaudited financial information for the period ended September 30, 2011. A copy of this report is attached hereto as Exhibit 99.1 and incorporated by reference herein.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(c) Exhibits

Exhibit No.	Description of Exhibit
99.1	Quarterly report to shareholders for the period ended September 30, 2011.

This Current Report on Form 8-K (including information included or incorporated by reference herein) may contain, among other things, certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, (i) statements regarding certain of Registrant’s goals and expectations with respect to earnings, income per share, revenue, expenses and the growth rate in such items, as well as other measures of economic performance, including statements relating to estimates of credit quality trends, and (ii) statements preceded by, followed by or that include the words “may,” “could,” “should,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan,” “projects,” “outlook” or similar expressions. These statements are based upon the current belief and expectations of Registrant’s management and are subject to significant risks and uncertainties that are subject to change based on various factors (many of which are beyond Registrant’s control).

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.

UWHARRIE CAPITAL CORP
By:	/s/ Robert O. Bratton
	Robert O. Bratton
	Principal Financial Officer

Dated: December 28, 2011

EXHIBIT INDEX

Exhibit Number	Description of Exhibit
99.1	Quarterly report to shareholders for the period ended September 30, 2011.

EX-99.1

Exhibit 99.1

Third Quarter Report

September 30, 2011

December 9, 2011

Dear Shareholder:

There is much to be thankful for, especially during periods like these. When the economy appears to be an unending challenge and many financial institutions continue to suffer, Uwharrie Capital Corp remains strong and focused on improving economic opportunities for our customers and our communities. We hold a special mission that does not define ourselves as just a bank, but as an economic engine providing both capital and intellect for facing and building a new sustainable economic future. While the economic recovery is still very fragile, we continue to build value for our shareholders and our communities. We are engaged in helping start new businesses and creating new sustainable jobs, while remaining committed to helping families and local businesses by providing the breadth of competitive products and leading-edge technology to meet their financial needs.

Times continue to be difficult for all banks for many reasons, especially in North Carolina. While the U.S. economy is weak, North Carolina’s is weaker. According to the Federal Reserve Bank, the year-over-year change in payrolls in North Carolina is less than one-fourth of the U.S. increase and less than half the South Carolina increase. This is due to the greater reliance our state has had on manufacturing and construction which were the hardest hit sectors in the recession. The reliance on these industries is a structural issue in that the skills of these industries are not easily transferable to other industries. Furthermore, in North Carolina we have lost our two most important job sources: textiles and furniture. Also, rural communities tend to be more reliant on government employment. North Carolina government employment is down nearly 3% – almost 3 times the decline in the U.S. As we have said before, a community banking organization reflects the local economies of the communities and markets we serve. Yet, we have faired well. Profits for the year-to-date period ending September 30, 2011 of $1.2 million were slightly less than for the same period of 2010 of $1.4 million.

Total assets increased slightly from $529.3 million at September 30, 2010 to $530.3 million at September 30, 2011. As has been reported in the national press, loan growth for the banking industry is marginal and our communities are experiencing the same issues. Loan balances outstanding shrunk slightly from $378.4 million at September 30, 2010 to $373.2 million for the same period 2011. Low interest rates on deposits are a result of a lack of loan demand and make it difficult for banks to earn a positive spread over deposit costs. Consumer, business and governmental deposits are also affected by the recession. The lack of lending opportunities and the slower economy accounted for a modest decrease in deposits of $1.4 million from September 2010 to September 2011 at the Company. In spite of this, our three banks continued to attract new relationships and increase market share in all three communities.

Community banks such as ours have never been more important to our small and medium-sized businesses and to the rebuilding of our local and national economies, just as they were in the

beginning – in the building of our great nation. It is therefore imperative that your Company continues to work diligently to create capital and support these local businesses to foster a sustainable, local economy which will bring new prosperity for the people, business enterprises and communities we serve.

It is our pleasure to enclose your Uwharrie Capital Corp 2012 Calendar. This year’s calendar is focused on service and filling stations that had an impact in shaping our communities. We hope you will enjoy the collection of nostalgic photographs of these business establishments along with a brief history of each. God bless you and your family during the holiday season and the coming year.

Going into this holiday season, we take the opportunity to express our many thanks to you, our shareholders, for the support you have provided in our collective commitment to maintaining the local community bank and improving the quality of life in our communities. Thank you for your participation and investment in this organization. These have been challenging times but your Company has maintained profitability, our capital is strong and our people are committed to meeting these challenges, while remaining focused on our Mission. Together we are making a difference.

Sincerely,

UWHARRIE CAPITAL CORP

/s/ Roger L. Dick

Roger L. Dick

President and Chief Executive Officer

Uwharrie Capital Corp and Subsidiaries

Consolidated Balance Sheets

(Amounts in thousands except share and per share data)	September 30, 2011			September 30, 2010
Assets
Cash and due from banks	$	16,979		$	16,505
Investment securities available for sale		91,793			90,983
Federal funds sold		—			—
Loans held for sale		1,787			3,096
Loans held for investment		380,828			385,843
Less: Allowance for loan losses		7,666			7,462
Net loans held for investment		373,162			378,381
Interest receivable		1,918			2,179
Premises and equipment, net		15,073			14,546
Federal Home Loan Bank stock		2,741			3,379
Bank-owned life insurance		6,119			5,902
Other real estate owned		8,898			3,887
Goodwill		987			987
Other assets		10,866			9,501
Total assets	$	530,323		$	529,346
Liabilities
Deposits:
Demand, noninterest-bearing	$	58,027		$	48,085
Interest checking and money market accounts		175,545			182,052
Savings accounts		39,765			36,783
Time deposits, $100,000 and over		58,994			67,367
Other time deposits		91,838			91,262
Total deposits		424,169			425,549
Interest payable		307			380
Short-term borrowed funds		30,080			22,010
Long-term debt		26,236			32,587
Other liabilities		3,634			2,616
Total liabilities		484,426			483,142
Shareholders’ Equity
Preferred stock, no par value: 10,000,000 shares authorized;
10,000 shares of series A issued and outstanding		10,000			10,000
500 shares of series B issued and outstanding		500			500
Discount on preferred stock		(225	)		(325	)
Common stock, $1.25 par value: 20,000,000 shares authorized; issued and outstanding or in process of issuance 7,593,929 and 7,593,929 shares, respectively.
Book value per share $4.69 in 2011 and $4.74 in 2010.		9,492			9,492
Additional paid-in capital		14,038			14,032
Unearned ESOP compensation		(726	)		(711	)
Undivided profits		10,813			10,939
Accumulated other comprehensive income (loss)		2,005			2,277
Total shareholders’ equity		45,897			46,204
Total liabilities and shareholders’ equity	$	530,323		$	529,346

Uwharrie Capital Corp and Subsidiaries

Consolidated Statements of Income

	Three Months Ended September 30,						Nine Months Ended September 30,
(Amounts in thousands except share and per share data)	2011			2010			2011			2010
Interest Income
Interest and fees on loans	$	5,499		$	5,393		$	16,258		$	16,187
Interest on investment securities		538			722			1,669			2,222
Other interest income		21			9			39			27
Total interest income		6,058			6,124			17,966			18,436
Interest Expense
Interest paid on deposits		844			1,035			2,618			3,167
Interest on borrowed funds		348			443			1,078			1,289
Total interest expense		1,192			1,478			3,696			4,456
Net Interest Income		4,866			4,646			14,270			13,980
Provision for loan losses		483			2,053			2,012			3,096
Net interest income after provision for loan losses		4,383			2,593			12,258			10,884
Noninterest Income
Service charges on deposit accounts		476			583			1,369			1,712
Other service fees and commissions		885			782			2,651			2,211
Gain (loss) on sale of securities		—			1,520			933			1,484
Income from mortgage loan sales		407			880			1,121			1,616
Other income		31			172			231			340
Total noninterest income		1,799			3,937			6,305			7,363
Noninterest Expense
Salaries and employee benefits		3,071			2,975			9,166			8,689
Occupancy expense		305			322			888			860
Equipment expense		179			210			579			568
Data processing		213			212			630			623
Other operating expenses		2,110			2,087			5,720			5,453
Total noninterest expense		5,878			5,806			16,983			16,193
Income before income taxes		304			724			1,580			2,054
Provision for income taxes		49			227			407			687
Net Income	$	255		$	497		$	1,173		$	1,367
Net Income	$	255		$	497		$	1,173		$	1,367
Dividends - preferred stock		(161	)		(161	)		(484	)		(484	)
Net income available to common shareholders	$	94		$	336		$	689		$	883
Net Income Per Common Share
Basic	$	0.01		$	0.04		$	0.09		$	0.12
Assuming dilution	$	0.01		$	0.04		$	0.09		$	0.12
Weighted Average Common Shares Outstanding
Basic		7,464,970			7,490,196			7,472,411			7,487,875
Assuming dilution		7,464,970			7,490,196			7,472,411			7,487,875