# UNITED STATES
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

# FORM 10-QSB

(Mark One)

|X | QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ---------------------------------------------------------------------------------

| | For the Quarterly Period Ended September 30, 2005
| | -------------------------------------------------

| | 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
333-127242

ATLANTIC BANCSHARES, INC.(Exact name of small business issuer as specified in its charter)

|South Carolina               |  | 20-3047433         
|---------------------------- |  | -------------------
|(State or other jurisdiction |  | (I.R.S. Employer   
|of incorporation)            |  | Identification No.)

1 Sherington Drive, Suite J (Sheridan Park)Bluffton, South Carolina 29910
(Address of principal executive offices)

(843) 815-7111(Issuers telephone number)

______________________________

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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     NoX

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
                                
                            
                       
                      
  Yes    NoX

State
the number of shares outstanding of each of the issuers classes of common equity, as
of the latest practicable date: 10 shares of common stock, no par value per
share, outstanding as of November 18, 2005.

Transitional Small Business Disclosure
Format (check one):        Yes    NoX

---

Atlantic Bancshares,
Inc.(A Company in the Development Stage)

# Part I  Financial
Information

# Item 1.   Financial
Statements

# Balance Sheet September 30, 2005 (unaudited)

|                                                 | 
|------------------------------------------------ | 
|Assets                                           | 
|Cash                                             | 
|Accounts receivable                              | 
|Furniture and equipment                          | 
|Leasehold improvements                           | 
|Deferred stock issuance costs                    | 
|Other assets                                     | 
|                                                 | 
|Total assets                                     | 
|                                                 | 
|Liabilities and Shareholder's Deficit            | 
|                                                 | 
|Liabilities                                      | 
|Accounts payable                                 | 
|Notes payable                                    | 
|                                                 | 
|Total liabilities                                | 
|                                                 | 
|Commitments and Contingencies - Notes 3          | 
|                                                 | 
|Shareholder's Deficit                            | 
|Preferred stock, no par value; 10,000,000 shares | 
|authorized; none issued and outstanding          | 
|Common stock, no par value; 10,000,000 shares    | 
|authorized; 10 shares issued and outstanding     | 
|Deficit accumulated in the development stage     | 
|                                                 | 
|Total shareholder's deficit                      | 
|                                                 | 
|Total liabilities and shareholder's deficit      | 
|                                                 | 

The accompanying notes are an
integral part of this financial statement.

2

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Atlantic Bancshares,
Inc.(A Company in the Development Stage)

# Statements of
Operations For the Quarter Ended September 30, 2005 and 
For the Period from October 1, 2004 (Inception) to September 30, 2005 (unaudited)

|                                     |  | For the period from
|------------------------------------ |  | -------------------
|
|
|
|
|Expenses                             |  |                    
|Salaries, payroll taxes and benefits |  |                    
|Professional fees                    |  |                    
|Director training                    |  |                    
|Advertising                          |  |                    
|Rent                                 |  |                    
|Telephone                            |  |                    
|Insurance                            |  |                    
|Office supplies                      |  |                    
|Travel and entertainment             |  |                    
|Application fees                     |  |                    
|Interest on note payable             |  |                    
|Web site development                 |  |                    
|Utilities                            |  |                    
|Other                                |  |                    
|                                     |  |                    
|Total expenses                       |  |                    
|                                     |  |                    
|Net loss and accumulated deficit     |  |                    
|                                     |  |                    

The accompanying notes are an
integral part of this financial statement.

3

---

Atlantic Bancshares,
Inc.(A Company in the Development Stage)

# Statement of Changes
in Shareholders Deficit For the Period October 1, 2004 (Inception) to September 30, 2005 
(unaudited)

|                                       |  |  | Deficit |   
|-------------------------------------- |  |  | ------- | --
|
|
|
|
|Proceeds from issuance of common stock |  |  |         | 10
|                                       |  |  |         |   
|Net loss for the period                |  |  |         |   
|October 1, 2004 to September 30, 2005  |  |  |         |   
|                                       |  |  |         |   
|Balance, September 30, 2005            |  |  |         | 10
|                                       |  |  |         |   

The accompanying notes are an
integral part of this financial statement.

4

---

Atlantic Bancshares,
Inc.(A Company in the Development Stage)

# Statement of Cash Flows 
For the Period October 1, 2004 (Inception) to September 30, 2005 (unaudited)

|                                      | 
|------------------------------------- | 
|Cash flows from operating activities  | 
|Net loss                              | 
|Deferred stock issuance costs         | 
|Accounts receivable                   | 
|Other assets                          | 
|Accounts payable                      | 
|                                      | 
|Cash used by operating activities     | 
|                                      | 
|Cash flows from investing activities  | 
|Purchases of furniture and equipment  | 
|Payments for leasehold improvements   | 
|                                      | 
|Cash used by investing activities     | 
|                                      | 
|Cash flows from financing activities  | 
|Proceeds from notes payable           | 
|Proceeds from issuance of stock       | 
|                                      | 
|                                      | 
|Cash provided by financing activities | 
|                                      | 
|Net increase in cash                  | 
|                                      | 
|Cash balance at beginning of period   | 
|                                      | 
|Cash balance at end of period         | 
|                                      | 

The accompanying notes are an
integral part of this financial statement.

5

---

Atlantic Bancshares,
Inc.(A Company in the Development Stage)

# Notes to Unaudited
Condensed Financial Statements

# NOTE 1 
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ACTIVITIES

Organization 
Atlantic Bancshares, Inc. (the Company) was formed as a corporation to
organize and own all of the capital stock of Atlantic Community Bank (the
Bank), a proposed state chartered bank to be located in Bluffton, South
Carolina, by a group of eight individuals (the Organizers). Upon receipt of
all regulatory approvals, the proposed Bank will engage in general commercial banking. The
Organizers have received conditional approval from the South Carolina Board of Financial
Institutions to obtain a state bank charter and from the Federal Deposit Insurance
Corporation (FDIC) for deposit insurance. The Company is awaiting approval from the
Federal Reserve Board. Provided the necessary capital is raised and the necessary
regulatory approvals are received, it is expected that the Bank will commence operations
in December 2005 or January 2006. The Company intends to have a December 31 year end.

The Company plans to raise a minimum
of $9,600,000 by offering for sale 960,000 shares of its common stock. The Company plans
to use $8,800,000 of the proceeds to capitalize the bank. The organizers, directors,
executive officers, and members of their immediate families expect to purchase a total of
110,000 shares at an aggregate purchase price of approximately $1,100,000. The stock
offering is expected to close in December 2005.

The Company is a development stage
enterprise as defined by Statement of Financial Accounting Standards No. 7,
Accounting and Reporting by Development Stage Enterprises, as it devotes
substantially all its efforts to establishing a new business. As of September 30, 2005,
the Companys planned principal operations have not commenced and revenue has not
been recognized from the planned principal operations.

Organizational and Pre-Opening
Costs Activities since inception have consisted of organizational
activities necessary to obtain regulatory approvals and preparation activities to commence
business as a commercial bank. Organizational costs are primarily legal fees related to
the incorporation and organization of the Bank. Pre-opening costs are primarily
employees salaries and benefits, and other operational expenses related to the
preparation for the Banks opening. The organizational and pre-opening costs are
charged against the Companys and the Banks initial period operating results.

Offering Expenses
 Offering expenses, consisting principally of direct incremental costs of the
stock offering, will be deducted from the proceeds of the offering. Such offering expenses
are classified as deferred stock issuance costs until the close of the stock offering.

At the completion of the sale of
common stock and the opening of the Bank, incurred organizational and pre-opening costs,
estimated to be $750,000, will be charged against the Banks initial period operating
results. Offering expenses, estimated to be approximately $390,000, will be deducted from
the proceeds of the offering. At September 30, 2005, the Company has incurred $52,160 in
offering related costs.

Premises, Furniture and
Equipment  Premises, furniture and equipment include leasehold
improvements, furniture and equipment, and automobiles. Leasehold improvements are
amortized on a straight line basis over the life of the lease. Amortization of leasehold
improvements will begin when the property currently under lease is put into service for
its intended purpose to serve as a branch location for Atlantic Community Bank. Furniture
and equipment and automobiles will be depreciated on a straight line basis over the
estimated useful lives of the assets. The range of estimated useful lives for premises,
furniture and equipment is as follows:

| |  | 
| |  | 
| |  | 
| |  | 

Income Taxes
 Income taxes are the sum of amounts currently payable to taxing authorities and the
net changes in income taxes payable or refundable in future years. Income taxes deferred
to future years are determined utilizing a liability approach. This method gives
consideration to the future tax consequences associated with differences between financial
accounting and tax bases of certain assets and liabilities which are principally net
operating loss carryforwards.

6

---

Atlantic Bancshares,
Inc.(A Company in the Development Stage)

NOTE 1  ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - continued

Outsourcing Contracts
The Company has entered into outsourcing contracts with Jack Henry &
Associates to provide data processing related services to the proposed bank. These
contracts typically require initial payments for setup of hardware and software and
monthly payments which vary based on the volume of transactions. Initial up-front fees
will be capitalized and amortized over the initial contract terms and monthly payments
will be expensed as incurred.

# NOTE 2  LEASEHOLD
IMPROVEMENTS

Leasehold improvements consist of
costs associated with improvements to a commercial space leased in Bluffton, South
Carolina. This property will serve as the site of the Banks initial office location.
Additional expenditures for leasehold improvements prior to the branch being placed in
service are estimated to be $105,000.

# NOTE 3 
COMMITMENTS AND CONTINGENCIES

The Company has entered into a lease
agreement for a minimum term of thirty-six months which ends on October 31, 2007. Monthly
rental expense for the initial term is $5,063. The lease agreement provides for two
three-year renewal terms with monthly rental amounts of $5,428 and $5,792 for the two
terms, respectively. This space will serve as the initial bank office location for
Atlantic Community Bank.

The Company entered into a lease
agreement beginning September 1, 2005 for a minimum term of one year, ending on August 31,
2006. Monthly rental expense for the initial term is $1,666. The lease agreement provides
for one six-month renewal term. This space will serve as the operations department for
Atlantic Community Bank.

The Company has assumed liability for
a lease agreement for an automobile. The lease terms call for monthly payments of $400.
The lease expires October 20, 2007.

Under these assumptions, minimum
future rental payments under non-cancelable operating leases having remaining terms in
excess of one year, for each of the next five years in the aggregate are:

| |  | 
| |  | 
| |  | 
| |  | 
| |  | 
| |  | 
| |  | 
| |  | 

As stated in Note 1 above, the
Company has entered into agreements with Jack Henry & Associates for its core
processing software and teller software services. All of these agreements are dependent on
the bank opening for business.

# NOTE 4  INCOME
TAXES

As of September 30, 2005, Atlantic
Bancshares, Inc. had a net operating loss carry forward of $392,594. There was no benefit
for income taxes for the period from October 1, 2004 (inception) to September 30, 2005,
since a 100% valuation reserve is being maintained for the net operating loss carry
forward.

7

---

Atlantic Bancshares,
Inc.(A Company in the Development Stage)

# NOTE 5  LINE OF
CREDIT

The Company has established a
$1,000,000 line of credit with a bank to fund operating expenses during the development
stage. The line is uncollateralized and has a limited guaranty by the eight organizers.
The line bears a variable rate of interest at the prime rate minus 0.5 percent (6.25
percent at September 30, 2005) and matures on June 5, 2006. Interest is due on a monthly
basis and the unpaid principal balance is due at maturity. As of September 30, 2005,
$474,913 was outstanding on this line of credit.

# NOTE 6 
SHAREHOLDERS EQUITY

The Company has the authority to
issue up to 10,000,000 shares of voting common stock with no par value and to issue up to
10,000,000 shares of preferred stock with no par value. As of September 30, 2005, 10
shares have been issued to the chief executive officer. It is expected that these shares
will be redeemed upon the close of the stock offering.

# NOTE 7  EMPLOYMENT
CONTRACT

The Bank has entered into a
three-year employment contract with its president and chief executive officer. The
employment term began June 1, 2005. The executive is entitled to certain additional
benefits, including stock options, health insurance, country club dues, and paid vacation.
Auto allowances and life insurance are among other benefits provided to the executive.

The Bank has also entered into
similar arrangements with its chief financial officer and chief credit officer. Each
officer has a three year contract and is entitled to various benefits including stock
options, health insurance and paid vacation.

# NOTE 8  RECENTLY
ISSUED ACCOUNTING STANDARDS

No recent authoritative
pronouncements that affect accounting, reporting, and disclosure of financial information
by the Company have occurred during the quarter ended September 30, 2005, other than the
items described below.

In December 2004, the Financial
Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards
(SFAS) No. 123 (revised 2004), Share-Based Payment (SFAS No.
123(R)). SFAS No. 123(R) covers a wide range of share-based compensation
arrangements including share options, restricted share plans, performance-based awards,
share appreciation rights, and employee share purchase plans. SFAS No. 123(R) will require
companies to measure all employee stock-based compensation awards using a fair value
method and record such expense in their financial statements. In addition, the adoption of
SFAS No. 123(R) requires additional accounting and disclosure related to the income tax
and cash flow effects resulting from share-based payment arrangements. SFAS No. 123(R) is
effective beginning as of the Companys next fiscal year that begins after December
15, 2005.The Company is currently evaluating the impact that the
adoption of SFAS No. 123(R) will have on its financial position, results of operations and
cash flows. The cumulative effect of adoption, if any, will be measured and recognized in
the statement of operations on the date of adoption.

In April 2005, the Securities and
Exchange Commissions Office of the Chief Accountant and its Division of Corporation
Finance released Staff Accounting Bulletin (SAB) No. 107 to provide guidance regarding the
application of SFAS No. 123(R). SAB 107 provides interpretive guidance related to the
interaction between SFAS No. 123(R) and certain SEC rules and regulations, as well as the
staffs views regarding the valuation of share-based payment arrangements for public
companies. SAB 107 also reminds public companies of the importance of including
disclosures within filings made with the SEC relating to the accounting for share-based
payment transactions, particularly during the transition to SFAS No. 123(R).

8

---

Atlantic Bancshares,
Inc.(A Company in the Development Stage)

NOTE 8  RECENTLY
ISSUED ACCOUNTING STANDARDS  continued

In November 2003, the Emerging Issues
Task Force (EITF) reached a consensus that certain quantitative and
qualitative disclosures should be required for debt and marketable equity securities
classified as available for sale or held to maturity under SFAS No. 115 and SFAS No. 124
that are impaired at the balance sheet date but for which other-than-temporary impairment
has not been recognized. Accordingly the EITF issued EITF No. 03-1, The Meaning of
Other-Than-Temporary Impairment and Its Application to Certain Investments. This
issue addresses the meaning of other-than-temporary impairment and its application to
investments classified as either available for sale or held to maturity under SFAS No. 115
and provides guidance on quantitative and qualitative disclosures. The disclosure
requirements of EITF No. 03-1 are effective for annual financial statements for fiscal
years ending after June 15, 2004. The effective date for the measurement and recognition
guidance of EITF No. 03-1 has been delayed. The FASB staff has issued a proposed
Board-directed FASB Staff Position (FSP), FSP EITF 03-1-a,
Implementation Guidance for the Application of Paragraph 16 of Issue No. 03-1.
The proposed FSP would provide implementation guidance with respect to debt securities
that are impaired solely due to interest rates and/or sector spreads and analyzed for
other-than-temporary impairment under the measurement and recognition requirements of EITF
No. 03-1. The delay of the effective date for the measurement and recognition requirements
of EITF No. 03-1 will be superseded concurrent with the final issuance of FSP EITF 03-1-a.
Adopting the disclosure provisions of EITF No. 03-1 did not have any impact on the
Companys financial position or results of operations.

Other accounting standards that have
been issued or proposed by the FASB or other standards-setting bodies that do not require
adoption until a future date are not expected to have a material impact on the
consolidated financial statements upon adoption.

9

---

Atlantic Bancshares,
Inc.(A Company in the Development Stage)

# Item 2.   
Managements Discussion and Analysis or Plan of Operations

The following is a discussion of our
financial condition as of September 30, 2005, and the results of operations for the period
October 1, 2004 (Inception) through September 30, 2005. These comments should be read in
conjunction with our condensed financial statements and accompanying footnotes appearing
in this report. This report contains forward-looking statements relating to,
without limitation, future economic performance, plans and objectives of management for
future operations, and projections of revenues and other financial items that are based on
the beliefs of our management, as well as assumptions made by and information currently
available to our management. The words expect, estimate,
anticipate, and believe, as well as similar expressions, are
intended to identify forward-looking statements. 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, without
limitation:

| |  | our lack of operating history;
| | - | ------------------------------

| |  | potential delays in the opening date of the bank;
| | - | -------------------------------------------------

| |  | significant increases in competitive pressure in the banking and financial services industries;
| | - | -----------------------------------------------------------------------------------------------

| |  | changes in the interest rate environment which could reduce anticipated or actual margins;
| | - | ------------------------------------------------------------------------------------------

| |  | changes in political conditions or the legislative or regulatory environment;
| | - | -----------------------------------------------------------------------------

| |  | general economic conditions, either nationally or regionally and especially in primary service area,
becoming less favorable than expected resulting in, among other things, a deterioration in credit
quality;
| | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  | changes occurring in business conditions and inflation;
| | - | -------------------------------------------------------

| |  | changes in technology;
| | - | ----------------------

| |  | the level of allowance for loan loss and the lack of seasoning of our loan portfolio, once we open;
| | - | ---------------------------------------------------------------------------------------------------

| |  | the rate of delinquencies and amounts of charge-offs, once we open;
| | - | -------------------------------------------------------------------

| |  | the rates of loan growth, once we open;
| | - | ---------------------------------------

| |  | adverse changes in asset quality and resulting credit risk-related losses and
expenses;
| | - | ---------------------------------------------------------------------------------------

| |  | changes in monetary and tax policies;
| | - | -------------------------------------

| |  | loss of consumer confidence and economic disruptions resulting from terrorist activities;
| | - | -----------------------------------------------------------------------------------------

| |  | changes in the securities markets; and
| | - | --------------------------------------

| |  | other risks and uncertainties detailed from time to time in our filings with the Securities and Exchange
Commission.
| | - | --------------------------------------------------------------------------------------------------------------------

Our principal activities to date have
related to our organization, the conducting of our initial public offering, the pursuit of
approvals from the South Carolina State Board of Financial Institutions (State Board) for
our application to charter the bank, our pursuit of approvals from the FDIC for our
application for deposit insurance, and our pursuit of approvals from the Federal Reserve
Board to form a holding company. We have received preliminary approval from the State
Board and the FDIC. We are awaiting preliminary approval from the Federal Reserve Board.

At September 30, 2005 we had total
assets of $253,164, consisting of cash of $30,440, accounts receivable of $1,542,
furniture and equipment of $37,813, leasehold improvements of $103,324, deferred stock
issuance costs of $52,160 and other assets of $27,885.

Our liabilities at September 30, 2005
were $645,658, consisting of a note payable of $474,913 and accounts payable of $170,745.
We had a shareholders deficit of $392,494 at September 30, 2005.

We had a net loss of $392,594 for the
period October 1, 2004 (inception) to September 30, 2005. These losses resulted from
expenses incurred in connection with activities related to our organization. These
activities included the preparation and filing of applications with the State Board to
charter the bank, the FDIC to obtain insurance of the deposits of the bank, and the
Federal Reserve Board to form a holding company, responding to questions and providing
additional information to those

10

---

Atlantic Bancshares,
Inc.(A Company in the Development Stage)

Item 2.   
Managements Discussion and Analysis or Plan of Operations  continued

agencies in connection with the
application process, the selling of our common stock in the offering, meetings and
discussions among various organizers regarding application information, target markets,
and capitalization issues, and planning and organizing for the opening of the bank.
Because we are in the organizational stage, we have had no operations from which to
generate revenues. Operations have been funded through a line of credit guaranteed by our
organizers.

We intend to devote the remainder of
this fiscal year to conducting the offering, completing the organization of the bank, and
organizing and developing our business activities. These organizational activities will
include, with respect to the bank, completing all required steps for final approval from
the State Board for the bank to open for business, hiring qualified personnel to work in
the bank, conducting public relations activities on behalf of the bank, developing
prospective business contacts for the bank and taking other actions necessary for a
successful bank opening. With respect to the company, these activities will include the
pursuit of approval from the Federal Reserve to become a holding company by acquiring all
of the capital stock to be issued by the bank.

Through the bank we will offer a full
range of commercial banking services to individuals and small business customers in our
primary service area. These services will include personal and business loans, checking
accounts, savings, and time certificates of deposit. The loans, transaction accounts, and
time certificates will be at rates competitive with those offered in the banks
primary service area. Customer deposits with the bank will be insured to the maximum
extent provided by law through the FDIC. The bank intends to offer night depository and
bank-by-mail services and to sell travelers checks (issued by an independent entity) and
cashiers checks. We do not anticipate offering trust and fiduciary services initially and
will rely on trust and fiduciary services offered by correspondent banks.

Initially, we anticipate deriving
income principally from interest charged on loans and, to a lesser extent, from interest
earned on investments, from fees received in connection with the origination of loans, and
from other services. Our principal expenses are anticipated to be interest expense on
deposits and operating expenses.

Following the offering, we believe we
can satisfy future cash requirements for at least the first several years of operation and
will not have to raise additional capital during the first twelve months of operation.
Currently, we have four employees and expect this number to increase to approximately 10
employees by the end of 2005.

Item 3.   Controls and
Procedures

As of the end of the period covered
by this report, we carried out an evaluation, under the supervision and with the
participation of our management, including our Chief Executive Officer and Chief Financial
Officer, of the effectiveness of our disclosure controls and procedures as defined in
Exchange Act Rule 15d-15(e). Based upon that evaluation, our Chief Executive Officer and
Chief Financial Officer have concluded that our current disclosure controls and procedures
are effective as of September 30, 2005. There have been no significant changes in our
internal controls over financial reporting during the fiscal quarter ended September 30,
2005 that have materially affected, or are reasonably likely to materially affect, our
internal controls over financial reporting.

The design of any system of controls
and procedures is based in part upon certain assumptions about the likelihood of future
events. There can be no assurance that any design will succeed in achieving its stated
goals under all potential future conditions, regardless of how remote.

11

---

Atlantic Bancshares,
Inc.(A Company in the Development Stage)

# Part II  Other
Information

# Item 1.   Legal Proceedings

There are no pending legal
proceedings to which we are a party or of which any of our property is the subject.

# Item 2.   Unregistered
Sales of Equity Securities and Use of Proceeds

On June 22, 2005, we sold 10 shares of common stock for $10 per share to our president and
chief executive officer, Robert P. Trask. These shares were issued pursuant to Section
4(2) of the Securities Act of 1933 as part of our organization. We will redeem these
shares after the closing of the offering.

# Item 3.   Default Upon
Senior Securities

Not applicable

# Item 4.   Submission of
Matters to a Vote of Security Holders

Not applicable

# Item 5.   Other Information

Not applicable

# Item 6.   Exhibits

31.1        Rule 15d-14(a) Certification of the Chief Executive Officer.

31.2        Rule 15d-14(a) Certification of the Chief Financial Officer.

32           Section 1350
Certifications.

12

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Atlantic Bancshares,
Inc.(A Company in the Development Stage)

# SIGNATURES

In accordance with the requirements
of the Securities Exchange Act of 1934, the Registrant caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.

|Date:  November 18, 2005 |  | By:   /s/  Robert P. Trask         
|------------------------ |  | -----------------------------------
|                         |  | Robert P. Trask                    
|                         |  | President & Chief Executive Officer

|Date:  November 18, 2005 |  | By:   /s/  Timothy C. King                        
|------------------------ |  | --------------------------------------------------
|                         |  | Timothy C. King                                   
|                         |  | Chief Financial Officer & Chief Accounting Officer

13

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Atlantic Bancshares,
Inc.(A Company in the Development Stage)

# EXHIBIT INDEX

ExhibitNumber                              
Description

31.1        Rule 15d-14(a) Certification of the Chief Executive Officer.

31.2        Rule 15d-14(a) Certification of the Chief Financial Officer.

32           Section 1350
Certifications.

14