<PAGE>   1
                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  FORM 10-QSB/A
                                 AMENDMENT NO. 1

(Mark One)

 X       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
---      EXCHANGE ACT OF 1934

         For the quarterly period ended:  March 31, 2001
                                          --------------

         TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
---      EXCHANGE ACT OF 1934

         For the transition period from                 to
                                        ---------------    ----------------

                        Commission file number: 000-22503

                      BEACH FIRST NATIONAL BANCSHARES, INC.
                      -------------------------------------
        (Exact name of small business issuer as specified in its charter)

         South Carolina                            57-1030117
         --------------                            ----------
    (State of Incorporation)           (I.R.S. Employer Identification No.)

               1550 Oak Street, Myrtle Beach, South Carolina 29577
               ---------------------------------------------------
                    (Address of principal executive offices)

                                 (843) 626-2265
                                 --------------
                           (Issuer's telephone number)

                                 Not Applicable
                                 --------------
              (Former name, former address and former fiscal year,
                          if changed since last report)


         Check whether the issuer: (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
past 12 months (or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing requirements for the
past 90 days. Yes  X   No
                  ---

         State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: On June 7, 2001, 737,368
shares of the issuer's common stock, par value $1.00 per share, were issued and
outstanding.
<PAGE>   2
The registrant hereby amends its quarterly report on Form 10-QSB for the three
months ended March 31, 2001 by deleting the text under Part I, Items 1 and 2,
and replacing those sections with the following:

PART 1.
ITEM 1:       BEACH FIRST NATIONAL BANCSHARES, INC. AND SUBSIDIARY
                          MYRTLE BEACH, SOUTH CAROLINA
                           CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                  MARCH 31,               DECEMBER 31,
                                                        -----------------------------     ------------
                                                            2001             2000             2000
                                                        ------------     ------------     ------------
                                                         (UNAUDITED)      (UNAUDITED)       (AUDITED)
                                                        ------------     ------------     ------------
<S>                                                     <C>              <C>              <C>
                   ASSETS

Cash and due from banks ............................    $  1,727,765     $    893,457     $  1,359,158
Federal funds sold and short-term investments ......       6,295,072          210,000        6,919,000
Investment securities available for sale ...........       7,524,612        9,140,545        8,186,033
Loans, net .........................................      50,881,545       36,630,167       45,052,910
Premises and equipment, net ........................       1,805,794        1,436,725        1,546,447
Real estate acquired in settlement of loans ........              --           84,820               --
Other assets .......................................         745,155          729,241          706,468
                                                        ------------     ------------     ------------

     Total assets ..................................    $ 68,979,943     $ 49,124,955     $ 63,770,016
                                                        ============     ============     ============

     LIABILITIES AND SHAREHOLDERS' EQUITY

LIABILITIES:
Deposits
   Noninterest bearing deposits ....................    $  8,111,299     $  6,411,151     $  5,525,253
   Interest bearing deposits .......................      53,585,656       33,070,791       51,201,258
                                                        ------------     ------------     ------------

      Total deposits ...............................      61,696,955       39,481,942       56,726,511
Other borrowings ...................................              --        3,100,000               --
Other liabilities ..................................         389,206          239,002          314,835
                                                        ------------     ------------     ------------

      Total liabilities ............................      62,086,161       42,820,944       57,041,346
                                                        ------------     ------------     ------------

SHAREHOLDERS' EQUITY:
Common stock, $1 par value; 10,000,000 shares
   Authorized; 737,368 shares issued and outstanding
   at March 31, 2001 and December 31, 2000, and
   735,868 shares issued and outstanding at
   March 31, 2000 ..................................         737,368          735,868          737,368
Paid-in capital ....................................       6,489,981        6,476,481        6,489,981
Retained deficit ...................................        (347,394)        (639,544)        (457,175)
Accumulated other comprehensive income (loss) ......          13,827         (268,794)         (41,504)
                                                        ------------     ------------     ------------

     Total shareholders' equity ....................       6,893,782        6,304,011        6,728,670
                                                        ------------     ------------     ------------

     Total liabilities and shareholders' equity ....    $ 68,979,943     $ 49,124,955     $ 63,770,016
                                                        ============     ============     ============
</TABLE>


              The accompanying notes are an integral part of these
                       consolidated financial statements.
<PAGE>   3
              BEACH FIRST NATIONAL BANCSHARES, INC, AND SUBSIDIARY
                          MYRTLE BEACH, SOUTH CAROLINA
                      CONSOLIDATED STATEMENT OF OPERATIONS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                     THREE MONTHS ENDED MARCH 31
                                                     ---------------------------
                                                         2001            2000
<S>                                                  <C>             <C>
INTEREST INCOME
   Interest and fees on loans ...................    $ 1,130,407     $   805,520
   Investment securities ........................        136,720         154,071
   Federal funds sold ...........................         83,952           3,126
                                                     -----------     -----------
          Total interest income .................      1,351,079         962,717

INTEREST EXPENSE
   Deposits .....................................        732,739         427,309
   Other borrowings .............................          1,590          36,720
                                                     -----------     -----------
          Total interest expense ................        734,329         464,029
                                                     -----------     -----------

          Net interest income ...................        616,750         498,688

PROVISION FOR POSSIBLE LOAN

   LOSSES                                                 70,000          38,732
                                                     -----------     -----------
          Net interest income after provision for
          possible loan losses ..................        546,750         459,956
                                                     -----------     -----------

NONINTEREST INCOME
   Service fees on deposit accounts .............         71,401          55,357
   Loss on sale of investment securities ........         (3,025)         (2,508)
   Other income .................................         13,779           9,100
                                                     -----------     -----------
          Total noninterest income ..............         82,155          61,949
                                                     -----------     -----------

NONINTEREST EXPENSES
   Salaries and wages ...........................        240,622         203,511
   Employee benefits ............................         22,990          19,413
   Supplies and printing ........................         11,744          11,909
   Advertising and public relations .............         16,362          17,207
   Professional fees ............................         12,938          35,187
   Depreciation and amortization ................         36,164          44,445
   Occupancy ....................................         14,342          11,720
   Data processing fees .........................         31,283          22,523
   Other operating expenses .....................         68,133          78,977
                                                     -----------     -----------
         Total noninterest expenses .............        454,578         444,892
                                                     -----------     -----------

         Income before income taxes .............        174,327          77,013

INCOME TAX EXPENSE ..............................         64,545          28,659
                                                     -----------     -----------

          Net  income ...........................    $   109,782     $    48,354
                                                     ===========     ===========

BASIC NET INCOME PER COMMON SHARE ...............    $       .15     $       .07
                                                     ===========     ===========

DILUTED NET INCOME PER COMMON SHARE .............    $       .14     $       .06
                                                     ===========     ===========
</TABLE>


              The accompanying notes are an integral part of these
                       consolidated financial statements.
<PAGE>   4
              BEACH FIRST NATIONAL BANCSHARES, INC. AND SUBSIDIARY
           CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                                        Accumulated
                                                       Common stock                                        other          Total
                                                    --------------------     Paid-in      Retained     Comprehensive   shareholders'
                                                     Shares      Amount      Capital       Deficit        Income          Equity
                                                    --------   ---------   -----------   ----------     -----------     -----------
<S>                                                 <C>        <C>         <C>           <C>           <C>             <C>
BALANCE, DECEMBER 31, 1999 .....................     735,868   $ 735,868   $ 6,476,481   $ (687,898)    $  (211,138)    $   313,313
  Net income ...................................          --          --            --       48,354              --           8,354
  Other comprehensive loss, net of income taxes:
    Unrealized gain on investment securities ...          --          --            --           --         (60,164)        (60,164)
    Less reclassification adjustments for losses
      included in net loss .....................          --          --            --           --           2,508           2,508
                                                                                                                        -----------
  Comprehensive loss ...........................          --          --            --           --              --          (9,302)
                                                    --------   ---------   -----------   ----------     -----------     -----------
BALANCE, MARCH 31, 2000 ........................     735,868   $ 735,868   $ 6,476,481   $ (639,544)    $  (268,794)    $ 6,304,011
                                                    ========   =========   ===========   ==========     ===========     ===========
</TABLE>

<TABLE>
<CAPTION>
                                                                                                         Accumulated
                                                        Common stock                                       Other          Total
                                                    --------------------     Paid-in      Retained     Comprehensive   Shareholders'
                                                     Shares      Amount      Capital       Deficit         Loss           Equity
                                                    --------   ---------   -----------   ----------     -----------     -----------
<S>                                                 <C>        <C>         <C>           <C>           <C>             <C>
BALANCE, DECEMBER 31, 2000 .......................   737,368   $ 737,368   $ 6,489,981   $ (457,175)    $   (41,504)    $ 6,728,670
  Net income .....................................        --          --            --      109,782              --         109,782
  Other comprehensive income, net of income taxes:
    Unrealized gain on investment securities .....        --          --            --           --          57,327          57,327
    Less reclassification adjustments for losses
      included in net income .....................        --          --            --           --          (1,997)         (1,997)
                                                                                                                        -----------
  Comprehensive income ...........................        --          --            --           --              --         165,112
                                                    --------   ---------   -----------   ----------     -----------     -----------
BALANCE, MARCH 31, 2001 ..........................   737,368   $ 737,368   $ 6,489,981   $ (347,393)    $    13,826     $ 6,893,782
                                                    ========   =========   ===========   ==========     ===========     ===========
</TABLE>


              The accompanying notes are an integral part of these
                       consolidated financial statements.
<PAGE>   5
              BEACH FIRST NATIONAL BANCSHARES, INC. AND SUBSIDIARY
                          MYRTLE BEACH, SOUTH CAROLINA
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                  THREE MONTHS ENDED MARCH 31,
                                                                  ----------------------------
                                                                      2001            2000
                                                                  -----------     -----------
<S>                                                               <C>             <C>
OPERATING ACTIVITIES
   Net income ................................................    $   109,782     $    48,354
   Adjustments to reconcile net income to net cash provided by
     (used in) operating activities:
     Deferred income taxes ...................................         16,141          28,659
     Provisions for loan losses ..............................         70,000          31,168
     Depreciation and amortization ...........................         36,164          44,445
     Writedown on real estate acquired in settlement of loans              --          15,000
     Loss on sale of investment securities ...................          3,025           2,508
     (Increase) decrease in other assets .....................        (38,687)        (50,901)
     Increase in other liabilities ...........................         74,371          52,940
                                                                  -----------     -----------
       Net cash provided by operating activities .............        270,796         172,173
                                                                  -----------     -----------

INVESTING ACTIVITIES
   Purchase of investment securities .........................        (21,900)       (209,313)
   Proceeds from sale of investment securities ...............        683,321         260,719
   Decrease (increase) in Federal funds sold .................        623,928        (210,000)
   Increase in loans, net ....................................     (5,898,635)     (4,532,221)
   Purchase of premises and equipment ........................       (259,347)        (30,349)
   Proceeds from sale of OREO ................................             --              --
                                                                  -----------     -----------
       Net cash used in investing activities                       (4,872,633)     (4,721,164)
                                                                  -----------     -----------

FINANCING ACTIVITIES
   Increase (decrease) in Federal funds purchased ............             --         280,000
                                                                  -----------
   Net increase (decrease) in deposits .......................      4,970,444       2,645,922
                                                                  -----------     -----------
       Net cash provided by financing activities .............      4,970,444       2,925,922
                                                                  -----------     -----------

       Net increase (decrease) in cash and cash equivalents ..        368,607      (1,623,069)

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD ...............    $ 1,359,158     $ 2,516,526
                                                                  ===========     ===========

CASH AND CASH EQUIVALENTS, END OF PERIOD .....................    $ 1,727,765     $   893,457
                                                                  ===========     ===========

CASH PAID FOR
  Income taxes ...............................................    $     6,861     $     3,290
                                                                  ===========     ===========

  Interest ...................................................    $   712,567     $   448,828
                                                                  ===========     ===========
</TABLE>

              The accompanying notes are an integral part of these
                       consolidated financial statements.
<PAGE>   6
                      BEACH FIRST NATIONAL BANCSHARES, INC.
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

1.       BASIS OF PRESENTATION

         The accompanying unaudited consolidated financial statements for Beach
         First National Bancshares, Inc. ("Company") were prepared in accordance
         with instructions for Form 10-QSB and, therefore, do not include all
         disclosures necessary for a complete presentation of financial
         condition, results of operations, and cash flows in conformity with
         generally accepted accounting principles. All adjustments, consisting
         only of normal recurring accruals, which are, in the opinion of
         management, necessary for fair presentation of the interim consolidated
         financial statements have been included. The results of operations for
         the three month period ended March 31, 2001 are not necessarily
         indicative of the results that may be expected for the entire year.
         These consolidated financial statements do not include all disclosures
         required by generally accepted accounting principles and should be read
         in conjunction with the Company's audited consolidated financial
         statements and related notes for the year ended December 31, 2000.

2.       PRINCIPLES OF CONSOLIDATION

         The accompanying unaudited consolidated financial statements include
         the accounts of the Company and its subsidiary, Beach First National
         Bank. All significant intercompany items and transactions have been
         eliminated in consolidation.

3.       EARNINGS PER SHARE

         The Company calculates earnings per share in accordance with SFAS No.
         128, "Earnings Per Share." SFAS No. 128 specifies the computation,
         presentation and disclosure requirements for earnings per share (EPS)
         for entities with publicly held common stock or potential common stock
         such as options, warrants, convertible securities or contingent stock
         agreements if those securities trade in a public market.

         This standard specifies computation and presentation requirements for
         both basic EPS and, for entities with complex capital structures,
         diluted EPS. Basic earnings per share are computed by dividing net
         income by the weighted average common shares outstanding. Diluted
         earnings per share is similar to the computation of basic earnings per
         share except that the denominator is increased to include the number of
         additional common shares that would have been outstanding if the
         dilutive potential common shares had been issued. The dilutive effect
         of options outstanding under the Company's stock option plan is
         reflected in diluted earnings per share by application of the treasury
         stock method.

         RECONCILIATION OF THE NUMERATORS AND DENOMINATORS OF THE BASIC AND
         DILUTED EPS COMPUTATIONS:

                              FOR THE QUARTER ENDED
                                 MARCH 31, 2001
<TABLE>
<CAPTION>
                                          INCOME          SHARES       PER SHARE
                                        (NUMERATOR)   (DENOMINATOR)      AMOUNT
                                        -----------   -------------      ------
<S>                                     <C>           <C>              <C>
         Basic EPS                       $ 109,782        737,368       $   0.15
         Effect of Diluted Securities:
           Stock options                        --         70,833           (.01)
                                         ---------       --------       --------
         Diluted EPS                     $ 109,782        808,201       $   0.14
</TABLE>
<PAGE>   7
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS.

         The following discussion contains forward-looking statements that
involve risks and uncertainties. Our actual results may differ materially from
the results discussed in the forward-looking statements, and our operating
performance each quarter is subject to various risks and uncertainties that are
discussed in detail in our filings with the Securities and Exchange Commission,
including the "Risk Factors" section in our Statement on Form S-2 (Registration
Number 333-57120) as filed with the Securities and Exchange Commission.

RESULTS OF OPERATIONS

EARNINGS REVIEW

         Our net income was $109,782, or $0.15 per basic common share, for the
three months ended March 31, 2001 as compared to $48,354, or $0.07 per basic
common share, for the three months ended March 31, 2000. The improvement in net
income reflects the bank's continued growth, as average earning assets increased
to $61.7 million during the first three months of 2001 from $44.0 million during
the same period of 2000. The return on average assets for the three month period
ended March 31 was 0.69% in 2001 compared to 0.41% in 2000; the return on
average equity was 6.54% in 2001 versus 3.07% in 2000.

         During the first three months of 2001, net interest income increased to
$616,750 from $498,688 in the same period of 2000. The growth in net interest
income resulted from an increase of $388,362 in interest income, partially
offset by an increase in interest expense of $270,300. The net interest spread
was 3.06% in the first three months of 2001 compared to 3.46% during the same
period of 2000. The net interest margin was 4.05% for the three month period
ended March 31, 2001 compared to 4.54% for the same period of 2000.

         The provision for loan losses was $70,000 for the three month period
ended March 31, 2001, compared to $38,732 for the three month period ended March
31, 2000. Our allowance for loan losses as a percentage of our period end loans
was 1.24% and 1.19% at March 31, 2001 and 2000, respectively. There were no
charge-offs for the first three months of 2001. In the same period of 2000,
there were $5,228 in net charge offs. We had $99,530 in non-performing loans at
March 31, 2001, of which $83,902 was guaranteed by the Small Business
Administration (SBA) program, and no non-performing loans at March 31, 2000.

         Noninterest income for the three-month period ended March 31, 2001 was
$82,155, compared to $61,949 in the same period of 2000. This was due primarily
to an increase in service fees on deposits accounts resulting from a $22.2
million growth in deposits from March 31, 2000 to March 31, 2001.

         Noninterest expense was $454,578 for the three month period ended March
31, 2001, which was an increase of $9,686 over the same period of 2000. This
increase in noninterest expense primary reflects an increase in salaries,
partially offset by a decrease in professional and legal fees.

NET INTEREST INCOME

         Our primary source of revenue is net interest income, which is the
difference between income on interest-bearing assets and interest paid on
deposits and borrowings used to support such assets. Net interest income is
determined by the rates earned on our interest-earning assets and the rates paid
on our interest-bearing liabilities as well as the relative amounts of
interest-bearing assets and interest-bearing liabilities. Presented below are
various components of assets and liabilities, interest income and expense and
yields/costs for the periods indicated.
<PAGE>   8
                AVERAGE BALANCES, INCOME AND EXPENSES, AND RATES


<TABLE>
<CAPTION>
                                  For the three months ended            For the three months ended
                                         March 31, 2001                        March 31, 2000
                                         --------------                        --------------
                                Average       Income/     Yield/      Average       Income/     Yield/
                                Balance       Expense      Rate       Balance       Expense      Rate
                              -----------   -----------    ----     -----------   -----------    ----
<S>                           <C>           <C>           <C>       <C>           <C>           <C>
Fed funds sold & S/T Invest   $ 5,700,039   $    83,952    5.97%    $   198,910   $     3,126    6.30%
Investment securities           7,898,480       136,720    7.02       9,231,213       154,071    6.69
Net loans                      48,089,231     1,130,407    9.52      34,582,000       805,520    9.34
                              -----------   -----------    ----     -----------   -----------    ----
     Total earning assets     $61,687,750   $ 1,351,079    8.87%    $44,012,123   $   962,717    8.77%
                              ===========   ===========    ====     ===========   ===========    ====

Interest-bearing deposits     $51,168,767   $   732,739    5.81%    $32,231,860   $   427,309    5.32%
Other borrowings                  100,000         1,590    6.45       2,793,736        36,720    5.27
                              -----------   -----------    ----     -----------   -----------    ----
     Total interest-bearing
            Liabilities       $51,268,767   $   734,329    5.81%    $35,025,596   $   464,029    5.31%
                              ===========   ===========    ====     ===========   ===========    ====

Net interest spread                                        3.06%                                 3.46%
Net interest income/margin                  $   616,750    4.05%                  $   498,688    4.54%
                                            ===========    ====                   ===========    ====
</TABLE>

         As reflected above, for the first three months of 2001 the average
yield on earning assets amounted to 8.87%, while the average cost of
interest-bearing liabilities was 5.81%. For the same period of 2000, the average
yield on earning assets was 8.77% and the average cost of interest-bearing
liabilities was 5.31%. The increase in the yield on earning assets is
attributable to a significant increase in outstanding loans, which earn higher
rates than other components of earning assets. The increase in average loans of
$13.5 million reflects our success in continuing to build our customer base.

         The net interest margin, computed by subtracting interest expense from
interest income and dividing the resulting figure by average interest-earning
assets, was 4.05% for the three- month period ended March 31, 2001, and 4.54%
for same period of 2000. This decrease was the result of growth in average
interest-bearing deposits of $18.9 million, which were at higher interest rates
than the competition. The increase in outstanding balances is consistent with
our expansion of our core base of loans and deposits.
<PAGE>   9
         The following table presents the changes in our net interest income as
a result of changes in the volume and rate of our interest-earning assets and
interest-bearing liabilities. The change in net interest income is primarily due
to increases in the volume of both loans and deposits rather than changes in
average rates.

                   ANALYSIS OF CHANGES IN NET INTEREST INCOME

<TABLE>
<CAPTION>
                                       ---------------------------------------------
                                       Three months ended March 31, 2001 versus 2000
                                       ---------------------------------------------
                                             Volume          Rate     Net change
<S>                                    <C>              <C>           <C>
Fed funds sold & S/T investments          $  81,022     $    (197)     $  80,825

Investment securities                       (23,069)        5,718        (17,351)
Loans                                       318,941         5,947        324,888
                                          ---------     ---------      ---------
  Total earning assets                      376,894        11,468        388,362

Interest-bearing deposits                   271,177        34,253        305,430
Other borrowings                            (42,830)        7,700        (35,130)
                                          ---------     ---------      ---------
  Total interest-bearing liabilities        228,347        41,953        270,300
                                          ---------     ---------      ---------

Net interest income                       $ 148,547     $ (30,485)     $ 118,062
                                          =========     =========      =========
</TABLE>
<PAGE>   10
PROVISION FOR LOAN LOSSES

         To keep pace with the growth in the loan portfolio, the provision for
loan losses was $70,000 for the first three months of 2001 compared to $38,732
for the same period of 2000. The increase was the result of our management's
assessment of the adequacy of the reserve for possible loan losses given the
size, mix and quality of the current loan portfolio. We anticipate loan growth
will continue to be strong in 2001 and that it will continue to increase the
amount of the provision for loan losses as the portfolio grows. See also
"Allowance for Possible Loan Losses" below.

NONINTEREST INCOME

         Noninterest income was $82,155 in the first three months of 2001
compared to $61,949 in the same period of 2000. Service fees on deposit
accounts, the largest component of noninterest income, increased from $55,357 in
2000 to $71,401 in 2001. Other income increased to $13,779 in 2001 from $9,100
in the same period of 2000. Both of these categories of noninterest income
increased due to growth in the number of deposit accounts as well as increased
fee-related activities of customers. The net loss on the sale of investment
securities increased to $(3,205) from $(2,508) for the three month period ended
March 31, 2001 and 2000 respectively. These losses primarily relate to paydowns
on mortgage backed securities, and result from movements in market interest
rates since the securities were acquired.

NONINTEREST EXPENSE

         Total noninterest expense increased from $444,892 for the three months
ended March 31, 2000 to $454,578 for the same period of 2001. The increase in
noninterest expense reflects an increase primarily in salaries and wages of
$37,111, partially offset by a decrease in legal and professional fees of
$22,249. The increase in salaries and wages in 2001 is a result of hiring more
employees to support the growth of the assets of the bank to $69.0 million at
March 31, 2001 from $49.1 million at March 31, 2000. Employee benefits also
increased for the three months ended March 31, 2001 to $22,990 from $19,413 for
the same period of 2000.

         Depreciation and amortization expense decreased by $8,281 from the
first quarter of 2000 to the same period of 2001. This decline was due to the
fact that equipment purchased when we opened in 1996 has now been fully
depreciated.

         For the three month period ended March 31, 2001, data processing
expense increased to $31,283 from $22,523 during the same period of 2000. Data
processing fees are directly related to increases in the volume of loan and
deposit accounts and associated transaction activity. The category of other
expenses decreased to $68,133 for the first three months of 2001 compared to
$78,978 for the same period of 2000. This decrease was primarily due to
operating expenses incurred in 2000 for the writedown to market value of real
estate acquired in settlement of loans.

BALANCE SHEET REVIEW

INVESTMENT SECURITIES

         Total securities averaged $7.9 million in the first three months of
2001 and totaled $7.5 million at March 31, 2001. In the same period of 2000,
total securities averaged $9.2 million and totaled $9.1 million at March 31,
2000. At March 31, 2001, our total investment securities portfolio had a book
value of $7.5 million and a market value of $7.5 million for an unrealized net
gain of $21,744. We primarily invest in U.S. Government Agency Mortgage backed
securities.

         At March 31, 2001, short-term investments totaled $6.3 million,
compared to $210,000 at March 31, 2000. A majority of these funds at March 31,
2001 were invested in an earning capacity with maturities of six months to one
year.
<PAGE>   11
         Contractual maturities and yields on our investment securities (all
available for sale) at March 31, 2001 are set forth on the following table.
Expected maturities may differ from contractual maturities because issuers may
have the right to call or prepay obligations with or without call or prepayment
penalties.


             INVESTMENT SECURITIES MATURITY DISTRIBUTION AND YIELDS

                                 MARCH 31, 2001

<TABLE>
<CAPTION>
                                           After one but       After five but
                     Within one year     Within five years    Within ten years       After ten years
                     ---------------     -----------------    ----------------       ---------------
                     Amount    Yield      Amount    Yield      Amount    Yield      Amount     Yield
                     ------    -----      ------    -----      ------    -----      ------     -----
<S>                 <C>        <C>       <C>        <C>       <C>        <C>      <C>          <C>
U.S. Treasury       $     --      --%    $     --      --%    $     --      --%   $       --      --%
U.S. Govt Agencies        --      --      199,394    6.64%          --      --%           --      --
Mortgage-backed           --      --           --      --           --      --     6,994,675    6.25
Other                     --      --           --      --           --      --       308,800    6.75
                    --------   -----     --------   -----     --------   -----    ----------   -----
     Total          $     --    0.00%    $199,394    6.64%    $     --    0.00%   $7,303,475    6.26%
                    ========   =====     ========   =====     ========   =====    ==========   =====
</TABLE>


LOANS

         At March 31, 2001, net loans (gross loans less the allowance for loan
losses) totaled $50.9 million, an increase of $14.3 million from March 31, 2000.
Average gross loans increased from $34.6 million with a yield of 9.34% in the
first three months of 2000 to $48.1 million with a yield of 9.52% in 2001. The
interest rates charged on loans vary with the degree of risk and the maturity
and amount of the loan. Competitive pressures, money market rates, availability
of funds, and government regulations also influence interest rates.

         Since loans typically provide higher yields than other types of earning
assets, one of our goals is for loans to represent the largest category of
earning assets. As of March 31, 2001 loans were 79.0% of earning assets,
compared to 79.9% at March 31, 2000.

         The following table shows the composition of the loan portfolio by
category at March 31, 2001 and 2000.

                          COMPOSITION OF LOAN PORTFOLIO

<TABLE>
<CAPTION>
                                            MARCH 31, 2001           MARCH 31, 2000

                                                      Percent                    Percent
                                          Amount      of Total       Amount      of Total
                                          ------      --------       ------      --------
<S>                                    <C>            <C>         <C>            <C>
Commercial                             $11,147,921       21.6%    $ 6,027,043       16.2%
Real estate - construction               3,890,557        7.5       3,701,826        9.9
Real estate - mortgage                  30,546,949       59.2      22,974,314       61.9
Consumer                                 6,017,713       11.7       4,439,989       12.0
                                       -----------     ------     -----------     ------
    Loans, gross                        51,603,140      100.0%     37,143,172      100.0%
                                                       ======                     ======

Unearned income                            (82,350)                   (70,623)
Allowance for possible loan losses        (639,245)                  (442,382)
                                       -----------                -----------
      Loans, net                       $50,881,545                $36,630,167
                                       ===========                ===========
</TABLE>
<PAGE>   12
         The principal component of our loan portfolio at March 31, 2001 and
2000 was mortgage loans, which represented 59.2% and 61.9% of the portfolio,
respectively. In the context of this discussion, a "real estate mortgage loan"
is defined as any loan, other than loans for construction purposes, secured by
real estate, regardless of the purpose of the loan. We follow the common
practice of financial institutions in our market area of obtaining a security
interest in real estate whenever possible, in addition to any other available
collateral. The collateral is taken to reinforce the likelihood of the ultimate
repayment of the loan and tends to increase the magnitude of the real estate
loan portfolio component. Generally, we limit it loan-to-value ratio to 80%. Due
to the short time the portfolio has existed, the current mix may not be
indicative of the ongoing portfolio mix. We will attempt to maintain a
relatively diversified loan portfolio to help reduce the risk inherent in
concentrations of collateral.

         The following table sets forth the maturity distribution, classified
according to sensitivity to changes in interest rates, for selected components
of our loan portfolio as of March 31, 2001.


       LOAN MATURITY SCHEDULE AND SENSITIVITY TO CHANGES IN INTEREST RATES

                                 MARCH 31, 2001

<TABLE>
<CAPTION>
                                           After one but       After
                             One year       Within five        Five
                             or less          Years            Years           Total
                           ------------    ------------     ------------    ------------
<S>                        <C>             <C>              <C>             <C>
Commercial                 $  5,338,258    $  5,616,511     $    193,152    $ 11,147,921
Real estate                   4,792,737      22,408,256        3,345,956      30,546,949
Construction                  2,149,186       1,741,371               --       3,890,557
Consumer                      2,325,399       3,375,146          317,168       6,017,713
                           ------------    ------------     ------------    ------------
  Total gross loans        $ 14,605,580    $ 33,141,284     $  3,856,276    $ 51,603,140
                           ============    ============     ============    ============
Fixed Interest Rate        $  5,954,950    $ 31,837,691     $  2,910,305    $ 40,702,946
Variable Interest Rate        8,650,630       1,303,593          945,971      10,900,194
                           ------------    ------------     ------------    ------------
  Total gross loans        $ 14,605,580    $ 33,141,284     $  3,856,276    $ 51,603,140
                           ============    ============     ============    ============
</TABLE>

         The information presented in the above table is based on the
contractual maturities of the individual loans, including loans which may be
subject to renewal at their contractual maturity. Renewal of such loans is
subject to review and credit approval, as well as modification of terms upon
their maturity. Actual repayments of loans may differ from maturities reflected
above because borrowers may have the right to prepay obligations with or without
prepayment penalties.

ALLOWANCE FOR POSSIBLE LOAN LOSSES

         We have established an allowance for loan losses through a provision
for loan losses charged to expense. The allowance represents an amount which we
believe will be adequate to absorb probable losses on existing loans that may
become uncollectible. Our judgment in determining the adequacy of the allowance
is based on evaluations of the collectibility of loans and takes into
consideration such factors as conditions that may affect the borrower's ability
to pay, overall portfolio quality, and a review of specific problem loans. We
adjust the amount of the allowance periodically based on changing circumstances.
Recognized losses are charged to the allowance for losses, while subsequent
recoveries are added to the allowance. A loan is impaired when it is probable
that we will be unable to collect all principal and interest payments due in
accordance with the terms of the loan agreement. Individually identified
impaired loans are measured based on the present value of payments expected
<PAGE>   13
to be received, using the contractual loan rate as the discount rate.
Alternatively, measurement may be based on observable market prices, or, for
loans that are solely dependent on the collateral for repayment, measurement may
be based on the fair value of the collateral. If the recorded investment in the
impaired loan exceeds the measure of fair value, a valuation allowance is
established as a component of the allowance for loan losses. Changes to the
valuation allowance are recorded as a component of the provision for loan
losses.

         In addition, regulatory agencies periodically review our allowance for
loan losses as part of their examination process, and they may require us to
record additions to the allowance based on their judgment about information
available to them at the time of their examinations.

         At March 31, 2001, the allowance for possible loan losses was $639,245,
or 1.24% of outstanding loans, compared to an allowance for possible loan losses
of $442,382, or 1.19% of outstanding loans, at March 31, 2000. We increased the
allowance for possible loan losses by $70,000 over the December 31, 2000
allowance in order to keep pace with the approximately $5.8 million growth of
our loan portfolio during the period. The increase reflects our belief that the
size of our loan portfolio is a component of overall risk.

         In the first three months of 2001, the bank had no charge-offs. In the
same period of 2000, there were $5,228 in net charge offs. We had non-performing
loans of $99,530 at March 31, 2001 and no non-performing loans at March 31,
2000. Of the total non-performing loans at March 31, 2001, $83,902 were
guaranteed by the Small Business Administration (SBA) program.

         The following table sets forth certain information with respect to our
allowance for loan losses and the composition of charge-offs and recoveries for
the three months ended March 31, 2001.


ALLOWANCE FOR LOAN LOSSES
<TABLE>
<CAPTION>
                                         THREE MONTHS ENDING MARCH 31,
                                             2001             2000
                                         ------------     ------------
<S>                                      <C>              <C>
Average loans outstanding                $ 48,174,187     $ 34,582,000
Loans outstanding at period end            51,520,790       37,072,549
Total nonperforming loans                          --               --

Beginning balance of allowance           $    569,245     $    408,878

Loans charged off                                   0           (5,228)
Total recoveries                                    0                0
                                         ------------     ------------
Net loans charged off                               0           (5,228)

Provision for loan losses                      70,000           38,732
                                         ------------     ------------
Balance at period end                    $    639,245     $    442,382
                                         ============     ============

Net charge-offs to average loans                 0.00%            0.02%
Allowance as a percent of total loans            1.24%            1.19%
Nonperforming loans as a
  Percentage of total loans                       .19%             N/A
Nonperforming loans as a
  Percentage of allowance                        15.6%             N/A
</TABLE>
<PAGE>   14
      The following table sets forth the breakdown of the allowance for loan
losses by loan category and the percentage of loans in each category to total
loans for the periods indicated. We believe that the allowance can be allocated
by category only on an approximate basis. The allocation of the allowance to
each category is not necessarily indicative of further losses and does not
restrict the use of the allowance to absorb losses in any category.

                   ALLOCATION OF THE ALLOWANCE FOR LOAN LOSSES

<TABLE>
<CAPTION>
                                            AS OF MARCH 31,
                                                 2001
<S>                                       <C>          <C>
                   Residential
                     Real estate .....    $379,012       59.3%
                     Construction ....      48,272        7.6%
                   Commercial ........     138,318       21.6%
                   Consumer ..........      73,643       11.5%
                                          --------     ------
                   Total allowance for
                      Loan losses ....    $639,245      100.0%
</TABLE>

DEPOSITS AND OTHER INTEREST-BEARING LIABILITIES

         Average total deposits were $57.3 million and average interest-bearing
deposits were $51.2 million in the first quarter of 2001. Average total deposits
were $37.6 million and average interest-bearing deposits were $32.2 million in
the same period of 2000. The following table sets our forth deposits by category
as of March 31, 2001 and March 31, 2000.


                                    DEPOSITS

<TABLE>
<CAPTION>
                                         MARCH 31, 2001             MARCH 31, 2000

                                                  Percent of                 Percent of
                                       Amount      Deposits       Amount      Deposits
                                    -----------    --------    -----------    --------
<S>                                 <C>           <C>          <C>           <C>
Demand deposit accounts             $ 8,111,299       13.2%    $ 6,411,151       16.3%
NOW accounts                          2,090,577        3.4%      1,249,998        3.2%
Money market accounts                11,418,243       18.5%      3,827,407        9.7%
Savings accounts                      3,149,500        5.1%      4,380,266       11.1%
Time deposits less than $100,000     23,969,670       38.8%     16,692,578       42.2%
Time deposits of $100,000 or over    12,957,666       21.0%      6,920,541       17.5%
                                    -----------     ------     -----------     ------
     Total deposits                 $61,696,955      100.0%    $39,481,941      100.00%
                                    ===========     ======     ===========     =======
</TABLE>

         Internal growth, resulting primarily from special promotions and
increased advertising generated the new deposits.

         Core deposits, which exclude certificates of deposit of $100,000 or
more, provide a relatively stable funding source for our loan portfolio and
other earning assets. Our core deposits were $48.8 million at March 31, 2001
compared to $32.6 million at March 31, 2000. A stable base of deposits is
expected to be our primary source of funding to meet both its short-term and
long-term liquidity needs in the future. Core deposits as a percentage of total
deposits were approximately 79% at March 31, 2001 and 82% at March 31, 2000. Our
loan-to-deposit ratio was 83.5% at March 31, 2001 versus 93.9% at March 31,
2000. The average loan-to-deposit ratio was 84.0% during the first three months
of 2001 and 91.9% during the same period of 2000.
<PAGE>   15
CAPITAL

Under the capital guidelines of the Office of the Comptroller of the Currency,
we are required to maintain a minimum total risk-based capital ratio of 8%, with
at least 4% being Tier 1 capital. To be considered "well-capitalized," banks
must meet regulatory standards of 10% for total risk-based capital and 6% for
Tier 1 capital. Tier 1 capital consists of common shareholders' equity,
qualifying perpetual preferred stock, and minority interest in equity accounts
of consolidated subsidiaries, less goodwill. In addition, we must maintain a
minimum Tier 1 leverage ratio (Tier 1 capital to total average assets) of at
least 4%. The "well-capitalized" standard for the Tier 1 leverage ratio is 5%.
At March 31, 2001, our total shareholders' equity was $6.9 million. We were
considered to be "well capitalized" at the bank level for regulatory purposes at
March 31, 2001, as our Tier 1 capital ratio was 13.2%, our total risk-based
capital ratio was 14.4%, and our Tier 1 leverage ratio was 10.7%. The following
chart reflects our risk-based regulatory capital ratios at March 31, 2001.

                               ANALYSIS OF CAPITAL
                                 MARCH 31, 2001
                             (Amounts in thousands)

<TABLE>
<CAPTION>
                                      Required           Actual             Excess
                                      --------           ------             ------
                                  Amount      %      Amount      %       Amount     %
                                  ------     ---     ------    ----      ------    ---
<S>                               <C>        <C>     <C>       <C>       <C>       <C>
The Bank:
Tier 1 risk-based capital          2,095     4.0%     6,894    13.2%      4,799    9.2%
Total risk-based capital           4,184     8.0%     7,533    14.4%      3,349    6.4%
Tier 1 leverage                    2,585     4.0%     6,894    10.7%      4,309    6.7%
</TABLE>

         We believe that we have sufficient capital to fund our activities on an
on-going basis.

LIQUIDITY AND INTEREST RATE SENSITIVITY

         Our primary sources of liquidity are core deposits, scheduled
repayments on our loans and interest on and maturities of our investments. All
of our securities have been classified as available for sale. Occasionally, we
might sell investment securities in connection with the management of our
interest sensitivity gap or to manage cash availability. We may also utilize our
cash and due from banks, security repurchase agreements and federal funds sold
to meet liquidity requirements as needed. In addition, we have the ability, on a
short-term basis, to purchase federal funds from other financial institutions.
Presently, we have made arrangements with commercial banks for short-term
unsecured advances of up to $3,000,000. Additionally, we are eligible to receive
advances from the Federal Home Loan Bank of Atlanta, subject to its approval,
and have received and repaid such advances on two occasions in the past two
fiscal years. We believe that our liquidity and ability to manage assets will be
sufficient to meet our cash requirements over the near term. At March 31, 2001,
unfunded commitments to extend credit were $4.3 million.

         We monitor and manage the pricing and maturity of our assets and
liabilities in order to lessen the potential impact that interest rate movements
could have on our net interest margin. To minimize the effect of these margin
swings, the balance sheet should be structured so that repricing opportunities
exist for both assets and liabilities in roughly equivalent amounts at
approximately the same time intervals. An imbalance in these pricing
opportunities at any point in time constitute interest rate risk.
<PAGE>   16
         Interest rate sensitivity refers to the responsiveness of
interest-bearing assets and liabilities to changes in market interest rates. The
rate sensitive position, or gap, is the difference in the volume of rate
sensitive assets and liabilities at any given time interval. We generally
attempt to maintain a balance between rate sensitive assets and liabilities to
minimize the company's interest rate risks. Interest rate sensitivity can be
managed by repricing assets or liabilities, selling securities
available-for-sale, replacing an asset or liability at maturity or by adjusting
the interest rate during the life of an asset or liability. Managing the amount
of assets and liabilities repricing in the same time interval helps to hedge the
risk and minimize the impact on net interest income of rising or falling
interest rates.

         The interest rate sensitivity position at March 31, 2001 is presented
below. Since all rates and yields do not adjust at the same velocity, the gap is
only a general indicator of rate sensitivity.

                          INTEREST SENSITIVITY ANALYSIS

                                 MARCH 31, 2001

<TABLE>
<CAPTION>
                                                 After three but    After one but
                                Within three      Within twelve      within five      After five
                                   month              months            Years           years           Total
                                ------------      -------------      ------------    ------------    ------------
<S>                             <C>              <C>                <C>              <C>             <C>
ASSETS
Earning assets:
   Federal funds sold           $  5,800,072       $    495,000      $         --    $         --    $  6,295,072
   Investment securities                  --          1,404,132         1,481,783       4,638,697       7,524,612
   Loans                          13,060,302          3,710,939        31,837,691       2,911,858      51,520,790
                                ------------       ------------      ------------    ------------    ------------
     Total earning assets       $ 18,860,374       $  5,610,071      $ 33,319,474    $  7,550,555    $ 65,340,474
                                ============       ============      ============    ============    ============

LIABILITIES
Interest-bearing liabilities
  Money market and NOW          $ 13,508,820       $         --      $         --    $         --    $ 13,508,820
  Savings deposits                 3,149,500                 --                --              --       3,149,500
  Time deposits                    9,768,159         16,093,829        10,530,344         535,004      36,927,336
  Other borrowings                        --                 --                --              --              --
                                ------------       ------------      ------------    ------------    ------------
    Total interest-bearing
      Liabilities               $ 26,426,479       $ 16,093,829      $ 10,530,344    $    535,004    $ 53,585,656
                                ============       ============      ============    ============    ============

Period gap                      $ (7,566,105)      $(10,483,758)     $ 22,789,130    $  7,015,551    $ 11,754,818
Cumulative gap                  $ (7,566,105)      $(18,049,863)     $  4,739,267    $ 11,754,818    $ 11,754,818
Ratio of cumulative gap
  to total earning assets              (11.6)%            (27.6)%             7.3%           18.0%
</TABLE>


         We generally would benefit from increasing market rates of interest
when we have an asset sensitive gap and generally would benefit from decreasing
market rates of interest when we are liability sensitive. We are currently
liability sensitive in time frames less than one year and asset sensitive after
that. However, our gap analysis is not a precise indicator of our interest
sensitivity position. The analysis presents only a static view of the timing of
maturities and repricing opportunities, without taking into consideration that
changes in interest rates do not affect all assets and liabilities equally. Net
interest income is also impacted by other significant factors, including changes
in the volume and mix of earning assets and interest-bearing liabilities.

IMPACT OF INFLATION

         Unlike most industrial companies, the assets and liabilities of
financial institutions such as ours are primarily monetary in nature. Therefore,
interest rates have a more significant impact on our performance than do the
effects of changes in the general rate of inflation and changes in prices. In
addition, interest rates do not
<PAGE>   17
necessarily move in the same magnitude as the prices of goods and services. As
discussed previously, we seek to manage the relationships between interest
sensitive assets and liabilities in order to protect against wide rate
fluctuations, including those resulting from inflation.

                     MARKET FOR THE COMPANY'S COMMON EQUITY
                         AND RELATED SHAREHOLDER MATTERS

         Our Company's articles of incorporation authorize us to issue up to
10,000,000 shares of common stock, of which 735,868 shares, for a total of
$7,358,680, were sold in the initial public offering. As of June 7, 2001, there
were 737,368 shares of common stock outstanding held by approximately 915
shareholders of record. There is no established trading market in the common
stock. We have filed a registration statement for the issuance of additional
shares of common stock in an offering proposed to be underwritten by Scott &
Stringfellow. There can be no assurances that this offering will be completed,
but if it is, we expect that a market for our stock will develop.

         All of our outstanding shares of Common Stock are entitled to share
equally in dividends from funds legally available therefor, when, as and if
declared by the Board of Directors. We do not plan to declare any dividends in
the immediate future.
<PAGE>   18
                                   SIGNATURES

         In accordance with Section 13 or 15(d) of the Securities Exchange Act
of 1934 (the "Exchange Act"), the registrant caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.

                                 BEACH FIRST NATIONAL BANCSHARES, INC.


Date:  June 18, 2001             By:   /s/ Walter E. Standish, III
      ------------------             -------------------------------------------
                                       Walter E. Standish, III
                                       President/Chief Executive Officer

                                       /s/ Stephanie L. Vickers
                                     -------------------------------------------
                                       Stephanie L. Vickers
                                       Chief Financial and Principal Accounting
                                       Officer