UNITED STATESSECURITIES 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): March 28, 2008


HERITAGE FINANCIAL GROUP
(Exact name of Registrant as specified in its charter)

United States	000-51305	45-0479535
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

721 North Westover Boulevard, Albany, Georgia  31707
 (Address of principal executive offices)

(229) 420-0000
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:

⃞ 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 8.01.     OTHER EVENTS.

On March 28, 2008, issued a press release announcing that the Company will reduce its planned investment in Chattahoochee Bank of Georgia, a new bank being organized in Gainesville, Georgia. In November 2007, the Company announced that it expected to invest up to approximately $3 million in the new bank, which would have given Heritage Financial Group an ownership position of slightly less than 15%. However, in light of regulatory considerations, Heritage Financial Group now expects to limit its investment to slightly less than 5%, representing an investment of approximately $1 million. Heritage Financial Group's investment in Chattahoochee Bank of Georgia remains subject to regulatory approval and several conditions, including the approval of a charter application with state and federal banking regulators, the bank's commencement of operations, the bank meeting a minimum capitalization level and other customary conditions. The full text of the press release is set forth in Exhibit 99.

ITEM 9.01.     FINANCIAL STATEMENTS AND EXHIBITS.

(d)	Exhibits.
	99       Press Release dated March 28, 2008

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.

		HERITAGE FINANCIAL GROUP
Date:	March 28, 2008	By:	/s/ T. Heath Fountain
			T. Heath Fountain
			Senior Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit Number	Description of Exhibit(s)
99	Copy of press release issued by the Company on March 28, 2008.