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              April
                16, 2007

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                dial 404
                815 6570

              direct
                fax 404 541 3151

              RCheatham@KilpatrickStockton.com

    Securities
      and Exchange Commission

    Division
      of Corporate Finance

    Mail
      Stop 4561

    Washington,
      DC 20549

    Attention:
      Mark S. Webb, Legal Branch Chief

            Re:

              United
                Community Banks, Inc.

              Form
                S-4 filed March 9, 2006

              SEC
                File No. 333-141203

              Form
                10-K, filed on February 27, 2007

              SEC
                File No. 000-21656

    Ladies
      and Gentlemen:

    At
      the request and on behalf of our client, United Community Banks, Inc. (the
      “Company”),
      we hereby file via EDGAR, Amendment No. 1 to the above-referenced Form S-4
      (the
“S-4
      Amendment”).
      The
      S-4 Amendment includes revisions made in response to the Staff’s comment letter
      dated April 10, 2007.

    We
      provide below additional responses to the Staff’s comments. As requested, these
      responses are keyed to correspond to the Staff’s comment letter, which we do by
      setting out each of the Staff’s comments followed by our response. A copy of
      this letter, along with three marked-to-show-changes courtesy copies of the
      S-4
      Amendment and the substantive disclosure we prepare to make via an
      amendment to the above-referenced Form 10-K (the “10-K
      Disclosure Supplement”)
      are being sent to the Staff by overnight delivery.

    Unless
      the context requires otherwise, references to we, our, us, United Community
      Banks, Inc. or the Company in the response below refer to United Community
      Banks, Inc. In addition, in the case of all responses to comments, the use
      of
      first person pronouns reflect statements of the Company as if it were the
      signatory of this letter (rather than this firm on its behalf).

              Letter
                to the Securities
                and Exchange Commission

              April
                16, 2007

              Page
                2

    General

              1.

              We
                note you did not include Gwinnett’s financial statements or pro forma
                financial statements in your filing. Please provide us with a detailed
                analysis that explains how you determined inclusion of these financial
                statements is not required, including your calculations of the
                significance tests prescribed by Rule 3-05 of Regulation
                S-X.

    Response:

    We
      did not include financial statements or pro forma financial information for
      Gwinnett Commercial Group, Inc. (“Gwinnett”)
      because Item 17(b)(7)(ii) of Form S-4 states that no financial information
      (including pro forma and comparative per share information) is required for
      a
      non-reporting company being acquired when such company is significant to the
      acquiror pursuant to Rule 3-05 of Regulation S-X at or below the 20% level
      and
      the registrant’s security holders are not voting on the transaction. The SEC
      clarified in its July 2001 Supplement to the Telephone Interpretations Manual
      that “[i]n these circumstances, the staff will not object to the omission of pro
      forma and comparative per share information as well as financial and related
      information of the target stipulated under Regulation S-K Items 301, 302, 303,
      304(b), and 305….”

    United
      had total consolidated assets of $7.1 billion at December 31, 2006 and had
      income from continuing operations before income taxes, extraordinary items
      and
      the cumulative effect of any change in accounting principles of $108.4 million
      for the year ended December 31, 2006. Gwinnett had total consolidated assets
      of
      $675.2 million at December 31, 2006 and had income from continuing operations
      before income taxes, extraordinary items and the cumulative effect of any change
      in accounting principles of $18.8 million for the year ended December 31, 2006.
      Gwinnett’s total assets would represent 9.5% and its income from continuing
      operations would represent 17.3% of United’s total assets and income from
      continuing operations. Based on these calculations, Gwinnett is not significant
      to United at or above the 20% level and financial information with respect
      to
      Gwinnett may be excluded pursuant to the guidance described above.

              2.

              Please
                provide the staff with copies of the board books that Burke Capital
                Group
                provided in connection with the
                transaction.

    Response:

    The
      requested information is provided as Exhibit 1 of the enclosed Supplemental
      Support Booklet to this letter.

              Letter
                to the Securities
                and Exchange Commission

              April
                16, 2007

              Page
                3

              3.

              Please
                confirm that Gwinnett did not provide financial projections to
                United.

    Response:

    Gwinnett
      did not provide financial projections to United. Gwinnett did prepare
      informal 2006 summary financial projections and a 2007 monthly projection
      model in an August 2006 company presentation prepared in connection with its
      evaluation of strategic alternatives for the company. Subsequently, Gwinnett
      provided a preliminary 2007 budget which assumed 10% asset growth. Copies of
      these materials are included as Exhibits 2 and 3 of the enclosed Supplemental
      Support Booklet.

              4.

              Please
                revise to provide the information required by Item 18(a)(7) of Form
                S-4
                for John Stephens.

    Response:

    The
      requested revisions have been made and are reflected on page 23 of the S-4
      Amendment.

    Forepart
      of Registration Statement and Outside Front Cover Page of
      Prospectus

              5.

              Please
                revise to state that your securities trade on the Nasdaq and its
                symbol
                and refer to Item 501 of Regulation
                S-K.

    Response:

    The
      requested statement has been made.

              6.

              Please
                state the amount of securities offered. See Item 501(b)(2) of Regulation
                S-K.

    Response:

    The
      requested statement has been made.

    Summary,
      page 4

              7.

              Please
                revise to state that the Summary summarizes “material,” not selected
                information.

    Response:

    The
      requested revision has been made.

              Letter
                to the Securities
                and Exchange Commission

              April
                16, 2007

              Page
                4

              8.

              Please
                revise to provide disclosure regarding the status of regulatory approval
                under Item 3(i) of Form
                S-4.

    Response:

    All
      required regulatory approvals have now been received. The requested revisions
      have been made and reflected on pages 6, 19 and 28 of the S-4 Amendment.

    Interests
      of Directors and Officers of Gwinnett in the Merger, page
      9

              9.

              Please
                revise to indicate the aggregate dollar amounts for each officer
                and
                director.

    Response:

    The
      requested revisions have been made on page 9 of the S-4 Amendment.

    Risk
      Factors, page 12

              10.

              Please
                revise to include risk factors that address the merger. For example,
                in
                order to complete the transaction, United and Gwinnett must first
                obtain
                the prior approval of The Federal Reserve Board and The Georgia Department
                of Banking and Finance, which may impose additional conditions. In
                addition, the merger agreement imposes a termination fee and other
                conditions that discourage other potential mergers. Other examples
                could
                include:

              a.

              officers
                and directors of the merging parties have interests in the mergers
                that
                are different from, or in addition to, the interests of the
                shareholders;

              b.

              failure
                to complete the mergers could negatively affect the merging parties’ stock
                prices and each company’s future business and operations;
                and

              c.

              uncertainty
                regarding the mergers and the effects of the mergers could adversely
                affect each company’s relationships with its customers, strategic partners
                or key employees.

    Response:

    We
      have made several revisions in response to the Staff’s comments and have
      reflected those revisions on pages 12 and 13 of the S-4 Amendment.

              Letter
                to the Securities
                and Exchange Commission

              April
                16, 2007

              Page
                5

    Background
      of and Reasons for the Merger, page 13

              11.

              Please
                revise to expand your discussion on page 14 to address the negotiation
                of
                the principal terms of the merger, including the
                price.

    Response:

    We
      have made several revisions in response to the Staff’s comment on pages 14-15 of
      the S-4 Amendment.

              12.

              We
                note that you provide, a list of factors that Gwinnett has considered.
                Please revise to disclose and organize the factors according to the
                positive reasons why the board has decided to engage in the merger.
                In
                addition, please provide the negative reasons considered by the
                board.

    Response:

    The
      requested revisions have been made on pages 15-16 of the S-4 Amendment.

              13.

              Please
                revise to have the board specifically note each line item analysis
                in the
                Burke report that does not support its recommendation and explain
                why, in
                light of that analysis, it is recommending the
                transaction.

    Response:

    The
      requested revisions have been made on pages 16-17 of the S-4
      Amendment.

    Interests
      of the Directors and Officers of Gwinnett, page 22

              14.

              Please
                quantify this information to the extent
                possible.

    Response:

    The
      requested revisions have been made on page 24 of the S-4 Amendment.

              15.

              Please
                revise to state that Burke has consented to the inclusion of its
                opinion
                in the prospectus.

    Response:

    The
      requested statement has been made on page 32 of the S-4 Amendment.

              Letter
                to the Securities
                and Exchange Commission

              April
                16, 2007

              Page
                6

    Exhibit
      8.1

              16.

              You
                can limit reliance on your opinion with regard to purpose, but not
                person.
                Please revise.

    Response:

    We
      have revised the opinion letter in response to the Staff’s comment. The revised
      opinion is included as Exhibit 8.1 to the Amendment and a redline showing our
      changes is included as Exhibit 4 of the Supplemental Support
      Booklet.

    Form
      10-K

    Item
      11. Executive Compensation

              17.

              We
                note from your description of the 2007 Equity Incentive Plan that
                the plan
                provides the Compensation Committee with a significant amount of
                discretion in determining the non-equity incentive payments that
                you have
                classed as “bonus” payments. Please revise to discuss the discretion that
                the Committee can exert in determining whether a target has been
                met or
                the extent to which an award can be increased or decreased due to
                conditions during the year. Please refer to Item 402(b)(vi) of Regulation
                S-K.

    Response:

    On
      page 16 of the United’s 2007 Proxy Statement (the “Proxy
      Statement”)
      in the description of the proposed Management Annual Incentive Plan, we describe
      that United’s Compensation Committee “may in its discretion grant awards to
      deserving participants, except certain Named Executive Officers, notwithstanding
      levels of achievement of performance criteria”. Specifically, Section 6.1 of the
      plan, included on page B-4 of the Proxy Statement, allows the Committee to
      exercise discretion to not grant an award to any participant in the event
      performance targets have been met but limits the ability to exercise discretion
      to grant an award to a participant in the event the performance target has
      not
      been met to only incentives that are not incentive awards to Named Executive
      Officers that are intended to comply with Section 162(m) of the Internal Revenue
      Code. United may exercise such discretion to reward superior individual
      performance.

    Because
      the plan has not yet been approved by shareholders and was not in place during
      2006, it is not discussed at all under Item 11. If the plan is approved by
      United’s shareholders, United will clarify this discretion in its future
      periodic reports in response to the Staff’s comment.

              Letter
                to the Securities
                and Exchange Commission

              April
                16, 2007

              Page
                7

              18.

              We
                note that some of the information included as part of the Compensation
                Discussion and Analysis would more appropriately be included in the
                narrative discussion that should follow the tables and footnotes
                required
                by Item 402(c)-(j). For example, the discussion of how the option
                exercise
                price of your 2006 options was set, which in the third paragraph
                of the
                Equity Incentive Awards subsection of the Compensation Discussion
                and
                Analysis, on page 24 would more appropriately appear in a narrative
                discussion following the Grants of Plan-Based Awards, as contemplated
                by
                Item 402(e) of Regulation
                S-K.

    Response:

    We
      appreciate the Staff’s comment and agree that the disclosure would be improved