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)		April 2, 2008 (March 31, 2008)

Fentura Financial, Inc.

(Exact name of registrant as specified in its charter)

Michigan

(State or other jurisdiction of incorporation)

0-23550		38-2806518
(Commission File Number)		(IRS Employer Identification No.)

175 North Leroy Street
P.O. Box 725
Fenton, Michigan		48430-0725
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code		(810) 629-2263

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:

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o		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 31, 2008, Fentura Financial, Inc. announced that it has suspended payment of its quarterly dividend. Fentura’s press release and a corresponding letter to shareholders are attached hereto as Exhibits 99.1 and 99.2 and are incorporated herein by reference.

Item 9.01		Financial Statements and Exhibits.

(d)     Exhibits.

Exhibit Number
	99.1			Press Release dated March 31, 2008.
	99.2			Letter to Shareholders.

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.

Dated: April 2, 2008

EXHIBIT INDEX

Exhibit Number
	99.1			Press Release dated March 31, 2008.
	99.2			Letter to Shareholders.