(Check One) ¨   Form 10-K and            Form 10-KSB ¨   Form 20-F ¨   Form 11-K     x  Form 10-Q and             Form 10-QSB ¨   Form N-SAR UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549   FORM 12b-25   NOTIFICATION OF LATE FILING   Commission File Number: 0-24479

For period ended September 30, 2006

¨   Transition Report on Form 10-K and Form 10-KSB

¨   Transition Report on Form 20-F

¨   Transition Report on Form 11-K

¨   Transition Report on Form 10-Q and Form 10-QSB

¨   Transition Report on Form N-SAR

For the transition period ended                                                              

Read Attached Instruction Sheet Before Preparing Form. Please Print or Type.

Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

If the notification relates to a portion of the filing checked above, identify the item(s) to which the notification relates:             

PART I

REGISTRANT INFORMATION

AF Financial Group

Full name of registrant

Former name if applicable

21 East Ashe Street

Address of principal executive office (Street and number)

West Jefferson, North Carolina 28694

City, state and zip code

PART II

RULE 12b-25(b) AND (c)

If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate.)

¨		(a)		The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
x		(b)		The subject annual report, semi-annual report, transition report on Form 10-K, 10-KSB, 20-F, 11-K or Form N-SAR or Form N-CSR, or portion thereof will be filed on or before the 15th calendar day following the prescribed due date, or the subject quarterly report or transition report on Form 10-Q, 10-QSB, or portion thereof will be filed on or before the fifth calendar day following the prescribed due date; and
¨		(c)		The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.

PART III

NARRATIVE

State below in reasonable detail the reasons why Form 10-K, 10-KSB, 11-K, 20-F, 10-Q, 10-QSB, N-SAR or the transition report portion thereof could not be filed within the prescribed time period. (Attach extra sheets if needed.)

The Company cannot complete and file its Quarterly Report on Form 10-QSB by November 14, 2006, because the Company is in the process of determining whether to early adopt SAB 108 for the quarter ended September 30, 2006. The Company is working diligently to complete the Report as expeditiously as possible. Accordingly, the Company is unable to file its September 30, 2006 Form 10-QSB within the prescribed time period.

PART IV

OTHER INFORMATION

(1) Name and telephone number of person to contact in regard to this notification.

Melanie P. Miller (Name)     (336)     (Area Code) 246-4344 (Telephone Number)

(2) Have all other periodic reports required under Section 13 or 15(d) or the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If the answer is no, identify report(s).    x  Yes    ¨  No

(3) Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?    ¨  Yes    x  No

If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.

AF Financial Group

(Name of Registrant as Specified in Charter)

Has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.

Date: November 14, 2006		By:		/s/ Melanie P. Miller
				Melanie P. Miller
				Chief Financial Officer