SecProbe.io

<DOCUMENT>
<TYPE>LETTER
<SEQUENCE>1
<FILENAME>filename1.txt
<TEXT>

Mail Stop 4561
								September 23, 2005

Ms. Nancy S. Wise
Chief Financial Officer
Four Oaks Fincorp, Inc.
6114 U.S. 301 South
Four Oaks, NC 27524

Re:	Four Oaks Fincorp, Inc.
	Form 10-K for the fiscal year ended
	December 31, 2004
	Forms 10-Q for quarterly periods ended
	March 31, 2005 and June 30, 2005
      File No.  000-22787

Dear Ms. Wise:

      We have reviewed your filings and have the following
comment.
Please respond to this comment and be as detailed as necessary in
your explanation.  In our comment, we may ask you to provide us
with
more information so we may better understand your disclosure.
After
reviewing this information, we may raise additional comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comment or any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

Form 10-K For The Fiscal Year Ended December 31, 2004

Note I - Derivatives
Interest Rate Risk Management-Cash Flow Hedging Instruments, page
47

1. You disclose that an outstanding interest rate swap agreement
used
to hedge variable rate loans requires the company to make payment
at
a variable rate determined by a specified index (prime) in
exchange
for receiving payments at a fixed rate. The prime rate is not
included in the definition of benchmark interest rate and
therefore
may not be designated as the hedged risk in a hedge of interest
rate
risk.  Refer to paragraph 17 of Appendix A of SFAS 138 Basis For
Conclusions (Unamended) and tell us how you determined that hedge
accounting under SFAS 133/138 was appropriate.

      Please respond to this comment within ten business days or
tell
us when you will respond.  Please furnish a cover letter that keys
your response to our comment and provides any requested
information.
Detailed cover letters greatly facilitate our review.  Please
understand that we may have additional comments after reviewing
your
response to our comment.

	 We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing to be certain that the
filing includes all information required under
the Securities Exchange Act of 1934 and that they have provided
all
information investors require for an informed investment decision.
Since the company and its
management are in possession of all facts relating to a company`s
disclosure, they are responsible for the accuracy and adequacy of
the
disclosures they have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and

* the company may not assert staff comments as a defense in any
proceeding initiated
by the Commission or any person under the federal securities laws
of
the United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

	You may contact Chris Harley at (202) 551-3695 or me at (202)
551-3490 if you have questions regarding our comment on the
financial
statements and related matters.

							Sincerely,

							Donald Walker
							Senior Assistant Chief
Accountant
??

??

??

??

Ms. Nancy S. Wise
Chief Financial Officer
Four Oaks Fincorp, Inc.
September 23, 2005
Page 1

</TEXT>
</DOCUMENT>