SECURITIES AND EXCHANGE COMMISSION
                                WASHINGTON, D.C.


                                   FORM 10-QSB

[ X ]    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
         EXCHANGE ACT OF 1934 FOR THE QUARTER ENDED MARCH 31, 2004

                                       OR

[   ]    TRANSITION REPORT PURSUANT TO SECTION 13 OT 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ________________
         TO _______________.

                          Commission File No. 000-30001


                       DARLINGTON COUNTY BANCSHARES, INC.
             (Exact Name of Registrant as Specified in the Charter)


                   Incorporated in the State of South Carolina
                I.R.S. Employer Identification Number 57-0805621


                    202 Cashua Street, Darlington, S.C. 29532
                    (Address of Principal Executive Offices)


                                 (843) 395-1956
              (Registrant's Telephone Number, including Area Code)



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.

                                [ X ] Yes [ ] No

State the number of shares outstanding of each of the issuer's classes of common
stock, as of the latest practicable date.

   COMMON STOCK - $.01 PAR VALUE; 158,000 SHARES OUTSTANDING ON APRIL 30, 2004




<PAGE>

<TABLE>
<CAPTION>

                       DARLINGTON COUNTY BANCSHARES, INC.

                      CONDENSED CONSOLIDATED BALANCE SHEETS

PART I - FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS
                                                                             MARCH 31,        DECEMBER 31,
   (Dollars in thousands)                                                      2004               2003
                                                                         --------------      -------------
                                                                           (UNAUDITED)
ASSETS Cash and cash equivalents:
<S>                                                                      <C>                 <C>
   Cash and due from banks                                               $          908      $       1,378
   Federal funds sold                                                             3,818              1,368
                                                                         --------------      -------------
     Total cash and cash equivalents                                              4,726              2,746
                                                                         --------------      -------------

Securities available-for-sale                                                    10,854             11,065
Securities held-to-maturity                                                         597                 85
Nonmarketable equity securities                                                      50                 50
                                                                         --------------      -------------
     Total investment securities                                                 11,501             11,200
                                                                         --------------      -------------

Loans                                                                            20,034             20,543
Less allowance for loan losses                                                      226                215
                                                                         --------------      -------------
     Loans, net                                                                  19,808             20,328
Premises and equipment, net                                                         939                940
Accrued interest receivable                                                         260                295
Other assets                                                                        145                134
                                                                         --------------      -------------
     Total assets                                                        $       37,379      $      35,643
                                                                         ==============      =============
LIABILITIES
Deposits
   Demand                                                                $        5,841     $        6,384
   Savings and NOW                                                               21,660             19,256
   Other time deposits                                                            5,811              5,928
                                                                         --------------      -------------
     Total deposits                                                              33,312             31,568
Accrued interest payable                                                             24                 23
Other liabilities                                                                   134                 79
                                                                         --------------      -------------
     Total Liabilities                                                           33,470             31,670
STOCKHOLDERS' EQUITY
Common stock, $.01 par value, 1,000,000 shares authorized,
   158,000 shares issued and outstanding at March 31, 2004
   and December 31, 2003                                                              2                  2
Capital in excess of par value of stock                                           1,618              1,618
Retained earnings                                                                 2,290              2,355
Accumulated other comprehensive loss                                                 (1)                (2)
                                                                         --------------      -------------
     Total stockholders' equity                                                   3,909              3,973
                                                                         --------------      -------------
     Total liabilities and stockholders' equity                          $       37,379      $      35,643
                                                                         ==============      =============
</TABLE>

                 See notes to consolidated financial statements.

                                      -2-
<PAGE>

<TABLE>
<CAPTION>
                       DARLINGTON COUNTY BANCSHARES, INC.

                   CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                                   (UNAUDITED)


                                                                              THREE MONTHS ENDED
                                                                                    MARCH 31,
(Dollars in thousands)                                                      2004               2003
                                                                       --------------      -------------
INTEREST INCOME:
<S>                                                                    <C>                 <C>
   Loans, including fees                                               $          347      $         354
   Investment securities:
     Taxable                                                                       87                 60
     Nontaxable                                                                     4                  7
   Federal funds sold                                                               8                 11
                                                                       --------------      -------------
       Total interest income                                                      446                432
                                                                       --------------      -------------
INTEREST EXPENSE
   Deposits                                                                        85                 93
                                                                       --------------      -------------
       Total interest expense                                                      85                 93
                                                                       --------------      -------------
NET INTEREST INCOME                                                               361                339
Provision for loan losses                                                          18                 18
                                                                       --------------      -------------
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES                               343                321
                                                                       --------------      -------------
NONINTEREST INCOME
   Service charges on deposit accounts                                             89                 81
   Other service charges, commissions and fees                                      9                  5
                                                                       --------------      -------------
       Total noninterest income                                                    98                 86
                                                                       --------------      -------------
NONINTEREST EXPENSES
   Salaries and employee benefits                                                 163                177
   Data processing                                                                 26                 36
   Occupancy                                                                       20                 19
   Furniture and equipment                                                         25                 27
   Other                                                                           68                 63
                                                                       --------------      -------------
       Total noninterest expense                                                  302                322
                                                                       --------------      -------------
INCOME BEFORE INCOME TAXES                                                        139                 85
Provision for income taxes                                                         46                 28
                                                                       --------------      -------------
NET INCOME                                                             $           93      $          57
                                                                       ==============      =============
EARNINGS PER SHARE
Average shares outstanding                                                    158,000            158,000
                                                                       ==============      =============
Net income                                                             $         0.59      $        0.36
                                                                       ==============      =============
Dividends paid                                                         $         1.00      $        1.00
                                                                       ==============      =============
</TABLE>
                See notes to consolidated financial statements.

                                      -3-
<PAGE>
<TABLE>
<CAPTION>
                                               DARLINGTON COUNTY BANCSHARES, INC.

                              CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY AND COMPREHENSIVE INCOME
                                                           (UNAUDITED)


(Dollars in thousands, except shares)                                                            ACCUMULATED
                                                                   CAPITAL IN                       OTHER
                                                                   EXCESS OF                     COMPREHENSIVE
                                                   COMMON STOCK    PAR VALUE       RETAINED         INCOME
                                       SHARES         AMOUNT       OF STOCK        EARNINGS         (LOSS)          TOTAL
                                    -----------    -----------    -----------     -----------    -----------    -----------
<S>                                     <C>        <C>            <C>             <C>            <C>            <C>
BALANCE, JANUARY 1, 2003                158,000    $         2    $     1,618     $     2,259    $        67    $     3,946
   Net income for period                      -              -              -              57              -             57
   Other comprehensive income,
     net of tax:
       Unrealized loss on
         securities available
         for sale                             -              -              -               -              5              5
                                                                                                                -----------

       Comprehensive income                                                                                              62
   Cash dividend ($1.00
     per share                                -              -              -            (158)             -           (158)
                                    -----------    -----------    -----------     ------------   -----------    -----------

BALANCE, MARCH 31, 2003                 158,000    $         2    $     1,618     $     2,158    $        72    $     3,850
                                    ===========    ===========    ===========     ===========    ===========    ===========

BALANCE, JANUARY 1, 2004                158,000    $         2    $     1,618     $     2,355    $        (2)   $     3,973
   Net income for period                      -              -              -              93              -             93
   Other comprehensive income,
     net of tax:
       Unrealized gain on
         securities available
         for sale                             -              -              -               -              1              1
                                                                                                                -----------

       Comprehensive income                                                                                              94

   Cash dividend ($1.00
     per share                                -              -              -            (158)             -           (158)
                                    -----------    -----------    -----------     ------------   -----------    -----------

BALANCE, MARCH 31, 2004                 158,000    $         2    $     1,618     $     2,290    $        (1)   $     3,909
                                    ===========    ===========    ===========     ===========    ===========    ===========
</TABLE>

                See notes to consolidated financial statements.

                                      -4-
<PAGE>
<TABLE>
<CAPTION>
                       DARLINGTON COUNTY BANCSHARES, INC.

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)


                                                                                THREE MONTHS ENDED
                                                                                     MARCH 31,
(Dollars in thousands)                                                           2004               2003
                                                                        --------------      -------------
OPERATING ACTIVITIES
<S>                                                                     <C>                 <C>
   Net income                                                           $           93      $          57
   Adjustments to reconcile net income to net cash
     provided by operating activities
       Provision for loan losses                                                    18                 18
       Accretion less amortization on investments                                   (3)                -
       Depreciation                                                                 21                 20
       (Increase) decrease in other assets                                          (8)                14
       Increase (decrease) in other liabilities                                     56                (39)
                                                                        --------------      -------------

         Net cash provided by operating activities                                 177                 70
                                                                        --------------      -------------

INVESTING ACTIVITIES
   Increase in federal funds sold                                               (2,450)            (1,989)
   Proceeds from calls and maturities of investment
     securities available for sale                                               2,831              1,587
   Purchase of investment securities available for sale                         (2,584)            (1,018)
   Purchase of investment securities held to maturity                             (512)                -
   Net decrease in loans                                                           502                130
   Purchase of equipment                                                           (20)                -
                                                                        --------------      -------------

         Net cash used for investing activities                                 (2,233)            (1,290)
                                                                        --------------      -------------

FINANCING ACTIVITIES
   Net increase in deposits                                                      1,744              1,501
   Cash dividends paid                                                            (158)              (158)
                                                                        --------------      -------------

         Net cash provided by financing activities                               1,586              1,343
                                                                        --------------      -------------

         Increase (decrease) in cash and cash equivalents                         (470)               123

CASH AND DUE FROM BANKS, BEGINNING OF PERIOD                                     1,378              1,144
                                                                        --------------      -------------

CASH AND DUE FROM BANKS, END OF PERIOD                                  $          908      $       1,267
                                                                        ==============      =============

CASH PAID DURING THE PERIOD FOR
   Interest                                                             $           84      $          95
                                                                        ==============      =============
   Income taxes                                                         $            -      $          69
                                                                        ==============      =============
</TABLE>

                See notes to consolidated financial statements.

                                      -5-
<PAGE>
                       DARLINGTON COUNTY BANCSHARES, INC.

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

NOTE 1 - BASIS OF PRESENTATION

The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting  principles for interim financial information
and with the  instructions  to Form 10-QSB and Item 310(b) of Regulation  S-B of
the Securities  and Exchange  Commission.  Accordingly,  they do not include all
information and footnotes required by generally accepted  accounting  principles
for complete financial  statements.  However, in the opinion of management,  all
adjustments  (consisting of normal recurring  adjustments)  considered necessary
for a fair presentation have been included.

NOTE 2 - NET INCOME PER SHARE

Net income per share is computed on the basis of the weighted  average number of
common shares  outstanding in accordance with Statement of Financial  Accounting
Standards  No.  128,  "Earnings  per  Share".  The  Company  does  not  have any
instruments  which are dilutive;  therefore,  only basic net income per share of
common stock is presented.















                                      -6-
<PAGE>
                       DARLINGTON COUNTY BANCSHARES, INC.

ITEM 2. - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The following is a discussion  of our  financial  condition as of March 31, 2004
compared to December  31,  2003,  and the  results of  operations  for the three
months  ended March 31, 2004  compared to the three months ended March 31, 2003.
These  comments  should  be read in  conjunction  with our  condensed  financial
statements and  accompanying  notes  appearing in this report and in conjunction
with the financial  statements  and related notes and  disclosures in our Annual
Report on Form 10-KSB for the year ended December 31, 2003.

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.  The Private Securities  Litigation Reform Act of 1995 provides a
safe harbor for forward-looking statements. In order to comply with terms of the
safe harbor,  we note that a variety of factors  could cause our actual  results
and  experience  to differ  materially  from the  anticipated  results  or other
expectations  expressed  in  our  forward-looking   statements.  The  risks  and
uncertainties  that may affect the  operations,  performances,  development  and
results of our business  include,  but are not limited to, the following:  risks
from  changes in economic and industry  conditions;  changes in interest  rates;
risks  inherent  in  making  loans  including   repayment  risks  and  value  of
collateral;  dependence on senior management;  and  recently-enacted or proposed
legislation.  Statements  contained in this filing  regarding the demand for our
products and services,  changing economic conditions,  interest rates,  consumer
spending and numerous  other factors may be  forward-looking  statements and are
subject to uncertainties and risks. When relying on  forward-looking  statements
to make  decisions  with respect to us,  investors  and others are  cautioned to
consider these and other risks and uncertainties.

Such  forward-looking  statements  speak  only  as of the  date  on  which  such
statements  are made. We undertake no  obligation to update any  forward-looking
statement  to  reflect  events or  circumstances  after  the date on which  such
statement  is made  to  reflect  the  occurrence  of  unanticipated  events.  In
addition,  certain  statements in future  filings by us with the  Securities and
Exchange  Commission,  in press releases and in oral and written statements made
by or with the  approval  of us which  are not  statements  of  historical  fact
constitute forward-looking statements.

RESULTS OF OPERATIONS

Net  income  for the first  quarter of 2004 and 2003 was  $93,000  and  $57,000,
respectively.  Net income  per share for the first  quarter of 2004 and 2003 was
$.59 and $.36 per share, respectively.

NET INTEREST INCOME

Net interest  income is the  difference  between the interest  earned on earning
assets and the interest paid for funds  acquired to support  those  assets.  Net
interest income,  the principal source of the Company's  earnings,  was $361,000
and $339,000 for the three months ended March 31, 2004 and 2003, respectively.

Changes that affect net  interest  income are changes in the average rate earned
on interest-earning assets, changes in the average rate paid on interest-bearing
liabilities,   and  changes  in  the  volume  of  interest-earning   assets  and
interest-bearing liabilities.

                                      -7-
<PAGE>
                       DARLINGTON COUNTY BANCSHARES, INC.

ITEM 2. - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION - continued

Average  interest-earning  assets  for the first  quarter of 2004  increased  by
$5,572,945   or   19.12%   over  the  same   period  in  2003,   while   average
interest-bearing  liabilities  increased by $4,387,464  or 19.55%  comparing the
first quarter of 2004 with the first quarter of 2003.

<TABLE>
<CAPTION>

                                                     AVERAGE BALANCES, INCOME AND EXPENSES, AND RATES
                                                           FOR THE THREE MONTHS ENDED MARCH 31,
                                                       2004                                          2003
                                    -----------------------------------------   -------------------------------------------
                                         AVERAGE      INCOME/      ANNUALIZED        AVERAGE        INCOME/      ANNUALIZED
                                         BALANCE      EXPENSE      YIELD/RATE        BALANCE        EXPENSE      YIELD/RATE
<S>                                 <C>            <C>                  <C>     <C>              <C>                  <C>
Federal funds sold                  $   3,722,110  $     8,000          0.85%   $   3,758,544    $    11,000          1.17%
Investment securities                  10,974,920       91,000          3.33%       6,361,498         67,000          4.22%
Loans                                  20,030,700      347,000          6.95%      19,034,743        354,000          7.46%
                                    -------------  -----------                  -------------    -----------
   Total earning assets             $  34,727,730      446,000          5.14%   $  29,154,785        432,000          5.94%
                                    =============                               =============
   Total interest bearing
     liabilities                    $  26,824,154       85,000          1.27%   $  22,436,690         93,000          1.66%
                                     =============  -----------       -------    =============    -----------     ---------
Net interest spread                                                     3.87%                                         4.28%
Net interest income/margin                         $   361,000          4.16%                    $   339,000          4.66%
                                                   ===========                                   ===========    ==========
</TABLE>

As reflected  above,  for the first three months of 2004,  the average  yield on
earning  assets  amounted to 5.14%,  while the average cost of  interest-bearing
liabilities was 1.27%. For the same period of 2003, the average yield on earning
assets was 5.94% and the average cost of interest-bearing liabilities was 1.66%.
The decrease in the yield on earning assets is attributable to a decrease in the
yields on all interest  earning  assets.  The net interest margin is computed by
subtracting  interest  expense from  interest  income and dividing the resulting
figure by  average  interest-earning  assets.  The net  interest  margin for the
period  ended  March  31,  2004 was 4.16% and for 2003 was  4.66%.  This  slight
decrease  was the result of a greater  decrease  in the rates  earned on average
interest-earning assets than the rate on interest-bearing deposits.

The  following  table  represents  changes in our net interest  income which are
primarily a result of changes in volume and rates of our interest-earning assets
and interest-bearing  liabilities. The increase in net interest income is due to
a  greater  increase  in the  volume of  earning  assets  than in the  volume of
interest bearing liabilities  partially offset by a decrease in rates on earning
assets that was slightly  larger than the decrease in rates on interest  bearing
liabilities.
<TABLE>
<CAPTION>
                                                                            ANALYSIS OF CHANGES IN NET INTEREST INCOME
                                                                                     FOR THE THREE MONTHS ENDED
                                                                                MARCH 31, 2004 VERSUS MARCH 31, 2003
                                                                           VOLUME              RATE             NET CHANGE
                                                                       -------------      --------------      -------------
<S>                                                                    <C>                <C>                 <C>
     Federal fund sold                                                 $          39      $       (3,039)     $      (3,000)
     Investment securities                                                    40,464             (16,464)            24,000
     Loans                                                                    17,951             (24,951)            (7,000)
                                                                       -------------      ---------------     --------------
       Total earning assets                                                   58,454             (44,454)            14,000
       Total interest on interest-bearing liabilities                         (4,645)             (3,355)            (8,000)
                                                                       --------------     ---------------     --------------
     Net interest income                                               $      63,099      $      (41,099)     $      22,000
                                                                       =============      ===============     =============
</TABLE>

                                      -8-
<PAGE>
                       DARLINGTON COUNTY BANCSHARES, INC.

ITEM 2. - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION - continued

NONINTEREST INCOME

Noninterest  income was $98,000 and $86,000 for the three months ended March 31,
2004 and 2003,  respectively.  Noninterest  income increased  slightly due to an
increase in other service  charges,  commission and fees and service  charges on
deposit accounts.

NONINTEREST EXPENSES

Noninterest  expenses  for the three  months  ended March 31, 2004 and 2003 were
$302,000 and $322,000,  respectively.  Noninterest  expenses decreased primarily
due to lower salaries and benefits.  Salaries and benefits were lower  primarily
as a  result  of the  retirement  of our  former  president  at year end who was
replaced by the Company's executive vice president.

PROVISION FOR LOAN LOSSES

The allowance for loan losses was 1.13% of loans, net of unearned income,  as of
March 31, 2004 compared to 1.04% as of December 31, 2003. The provision for loan
losses  was  $18,000  for the  three  months  ended  March  31,  2004 and  2003,
respectively.  Management  reviews the  adequacy of the  allowance on an ongoing
basis and believes it is adequate.

Risks are  inherent  in making all loans,  including  risks with  respect to the
period of time over which loans may be repaid,  risks  resulting from changes in
economic  and industry  conditions,  risks  inherent in dealing with  individual
borrowers,  and, in the case of a  collateralized  loan,  risks  resulting  from
uncertainties about the future value of the collateral. We maintain an allowance
for loan  losses  based  on,  among  other  things,  historical  experience,  an
evaluation of economic conditions, and regular reviews of delinquencies and loan
portfolio  quality.  Our judgment  about the adequacy of the  allowance is based
upon a number  of  assumptions  about  future  events,  which we  believe  to be
reasonable,  but which may not prove to be accurate. Thus, charge-offs in future
periods could exceed the allowance for loan losses,  or  substantial  additional
increases in the allowance  for loan losses could be required.  Additions to the
allowance  for loan  losses  would  result in a decrease  of our net income and,
possibly,  our capital.  Based on present information,  we believe the allowance
for loan  losses is  adequate  at March  31,  2004 to meet  presently  known and
inherent risks in the loan portfolio.

FINANCIAL CONDITION

LIQUIDITY

Liquidity  is the  ability  to  meet  current  and  future  obligations  through
liquidation or maturity of existing assets or the acquisition of liabilities. We
manage both assets and liabilities to achieve  appropriate  levels of liquidity.
Cash and  short-term  investments  are our primary  sources of asset  liquidity.
These funds provide a cushion against short-term  fluctuations in cash flow from
both deposits and loans. The investment portfolio is the Bank's principal source
of secondary asset liquidity.  However, the availability of this source of funds
is influenced by market conditions.  Individual and commercial  deposits are the
Bank's  primary source of funds for credit  activities.  We believe that the our
liquidity sources are adequate to meet our operating needs.

OFF-BALANCE SHEET RISK

Through the  operations of our Bank,  we have made  contractual  commitments  to
extend  credit  in  the  ordinary  course  of  our  business  activities.  These
commitments  are legally  binding  agreements  to lend money to our customers at
predetermined  interest rates for a specified period of time. At March 31, 2004,
we had issued  commitments to extend credit of $4,955,000  through various types
of lending  agreements.  We evaluate  each  customer's  credit  worthiness  on a
case-by-case basis. The amount of collateral obtained, if deemed necessary by us
upon  extension of credit,  is based on our credit  evaluation  of the borrower.
Collateral  varies but may include  accounts  receivable,  inventory,  property,
plant and  equipment,  commercial  and  residential  real estate.  We manage the
credit risk on these  commitments by subjecting them to normal  underwriting and
risk management processed.

                                      -9-
<PAGE>
                       DARLINGTON COUNTY BANCSHARES, INC.

ITEM 2. - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION - continued

INVESTMENT SECURITIES

Total investment  securities increased $301,000 during the first three months of
2004.  This  increase was due to an increase in securities  held-to-maturity  of
$512,000,  net of a decrease in  securities  available-for-sale  of $211,000.  A
portion  of  excess  funds  generated  from  deposit  growth  were  invested  in
securities  held-to-maturity.  As part  of our  asset-liability  management,  we
purchase   municipal   securities  from  time  to  time  and  classify  them  as
held-to-maturity. Accordingly, we purchased a $500,000 municipal security during
the first three months of 2004.

LOANS

Loans  decreased  slightly  during  the first  three  months of 2004.  Net loans
decreased  $520,000,  or 2.56%,  during the  period.  As shown  below,  the main
component of growth in the loan portfolio was  commercial  and industrial  loans
which  increased  5.67%,  or $213,000  from December 31, 2003 to March 31, 2004.
However, decreases in real estate mortgage loans and agriculture loans more than
offset this increase.  Balances within the major loans receivable  categories as
of March 31, 2004 and December 31, 2003 are as follows:
<TABLE>
<CAPTION>

                                                      MARCH 31,           DECEMBER 31,
                                                        2004                  2003
                                                 ---------------       ---------------

<S>                                              <C>                   <C>
       Real estate - construction                $     1,127,000       $     1,231,000
       Real estate - mortgage                          9,333,000             9,511,000
       Commercial and industrial                       3,968,000             3,755,000
       Agriculture                                       695,000               931,000
       Consumer and other                              4,911,000             5,115,000
                                                 ---------------       ---------------

                                                 $    20,034,000       $    20,543,000
                                                 ===============       ===============
</TABLE>

DEPOSITS

Total deposits  increased  $1,744,000 or 5.52% to  $33,312,000  during the first
three months of 2004. The largest increase was in savings and NOW accounts which
increased $2,404,000 to $21,660,000 at March 31, 2004. Money market accounts are
included in this total and we believe we offer a higher  interest  rate on money
market accounts than do our competitors.  Money market accounts are an important
source of our deposits and we anticipate  continuing to offer  competitive rates
on such deposits in the near future.

CRITICAL ACCOUNTING POLICIES

We have adopted  various  accounting  policies  which govern the  application of
accounting principles generally accepted in the United States in the preparation
of our financial statements.  Our significant  accounting policies are described
in the notes to the  consolidated  financial  statements at December 31, 2003 as
filed on our annual report on Form 10-KSB.  Certain accounting  policies involve
significant  judgments and assumptions by us which have a material impact on the
carrying value of certain assets and  liabilities.  We consider these accounting
policies to be critical  accounting  policies.  The judgments and assumptions we
use are based on the historical  experience and other factors,  which we believe
to be reasonable under the circumstances. Because of the nature of the judgments
and  assumptions we make,  actual results could differ from these  judgments and
estimates  which could have a major impact on our carrying  values of assets and
liabilities and our results of operations.

We believe the  allowance for loan losses is a critical  accounting  policy that
requires the most significant judgments and estimates used in preparation of our
consolidated  financial  statements.  Refer to the  portions  of our 2003 Annual
Report on Form 10-KSB and this Form 10-QSB that address our  allowance  for loan
losses for a description of our processes and  methodology  for  determining our
allowance  for loan  losses.  There  have  been no  significant  changes  in our
critical accounting policies since December 31, 2003.

                                      -10-
<PAGE>
                       DARLINGTON COUNTY BANCSHARES, INC.

ITEM 2. - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION - continued

CAPITAL RESOURCES

The capital base  decreased by $64,000 for the first three months of 2004.  This
net change  includes  an  increase  to equity  for net income of $93,000  and an
increase in unrealized  gain on  investment  securities of $1,000 offset by cash
dividends of  $158,000.  Our equity to asset ratio was 10.46% on March 31, 2004,
as compared to 11.15% on December 31, 2003.

The Federal Deposit  Insurance  Corporation has issued guidelines for risk-based
capital  requirements.  As of March  31,  2004,  the Bank  exceeds  the  capital
requirement levels that are required to be maintained.
<TABLE>
<CAPTION>

                                                     CAPITAL RATIOS (AMOUNTS IN THOUSANDS)
                                 ----------------------------------------------------------------------------------------
                                                                     WELL CAPITALIZED            ADEQUATELY CAPITALIZED
                                           ACTUAL                       REQUIREMENT                     REQUIREMENT
                                 ---------------------------    --------------------------     --------------------------
                                     AMOUNT           RATIO       AMOUNT            RATIO          AMOUNT          RATIO
                                 -----------          ------    -----------         ------     -----------        -------
<S>                              <C>                  <C>       <C>                  <C>       <C>                   <C>
Total capital (to risk
   weighted assets)              $     4,135          17.23%    $     2,400          10.0%     $     1,920           8.0%
Tier 1 capital (to risk
   weighted assets)              $     3,910          16.29%    $     1,440           6.0%     $       960           4.0%
Tier 1 capital (to
   average assets)               $     3,910          10.54%    $     1,855           5.0%     $     1,484           4.0%
</TABLE>

ASSET QUALITY

Nonperforming  assets as a percentage of loans and foreclosed  property  totaled
..29%  and  .24% as of  March  31,  2004 and  December  31,  2003,  respectively.
Nonperforming  assets were  $59,000 as of March 31, 2004 and $71,097 at December
31, 2003.

EFFECTS OF REGULATORY ACTION

We are not aware of any current recommendations by regulatory authorities, which
if they were to be  implemented,  would  have a  material  effect on  liquidity,
capital resources, or operations.

IMPACT OF INFLATION

Unlike  most  industrial  companies,  the assets and  liabilities  of  financial
institutions  such as the Bank are  primarily  monetary  in  nature.  Therefore,
interest rates have a more significant  impact on the Bank's performance than do
the effects of changes in the general rate of  inflation  and changes in prices.
In addition, interest rates do not necessarily move in the same magnitude as the
prices of goods and  services.  Management  seeks to  manage  the  relationships
between  interest  sensitive  assets and liabilities in order to protect against
wide rate fluctuations, including those resulting from inflation.

RECENTLY ISSUED ACCOUNTING STANDARDS

Accounting   pronouncements   recently  issued  or  proposed  by  the  Financial
Accounting  Standards  Board are not  expected to have a material  effect on our
financial position.

ITEM 3. CONTROLS AND PROCEDURES

Our management,  with the  participation of our chief executive  officer and our
chief  financial  officer,  has evaluated the  effectiveness  of our  disclosure
controls and  procedures  (as defined in 17 C.F.R.  Sections  240.13a-15(e)  and
240.15d-15(e))  as of March 31, 2004, and, based on such  evaluation,  our chief
executive  officer and chief financial  officer concluded that such controls and
procedures were effective as of March 31, 2004.

There  were no  significant  changes in our  internal  controls  over  financial
reporting that occurred during the fiscal quarter ended March 31, 2004 that have
materially affected, or are reasonably likely to materially affect, our internal
controls over financial reporting.


                                      -11-
<PAGE>
                       DARLINGTON COUNTY BANCSHARES, INC.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

There are no  material  pending  legal  proceedings  to which the Company or its
subsidiary is a party or of which any of their property is the subject.

ITEM 2.  CHANGES  IN  SECURITIES  AND SMALL BUSINESS ISSUER PURCHASES OF EQUITY
         SECURITIES

Not Applicable

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

Not Applicable

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

There were no matters  submitted to security holders for a vote during the three
months ended March 31, 2004.

ITEM 5.  OTHER INFORMATION

None

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
<TABLE>
<CAPTION>

(a)  Exhibits

<S>  <C>
     31.1     Certification of CEO Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

     31.2     Certification of CFO Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

     32.1     Certification Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
              2002.

     32.2     Certification Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
              2002.
</TABLE>

(b) Reports on 8-K - No reports on 8-K were filed during the quarter ended March
31, 2004.




                                      -12-
<PAGE>
                       DARLINGTON COUNTY BANCSHARES, INC.

SIGNATURES


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




            DARLINGTON COUNTY BANCSHARES, INC.
---------------------------------------------------
                    Name of Bank



By:  /s/ Henry M. Funderburk                              Date: May 12, 2004
     -------------------------------------------               ---------------
     Henry M. Funderburk, President and
     Chief Executive Officer


By:  /s/ Ellen Berry                                      Date: May 12, 2004
     -------------------------------------------               ---------------
     Ellen Berry
     Vice President and Cashier (Controller)
     Darlington County Bank


By:  /s/ Charles A. Hardin                                Date: May 12, 2004
     -------------------------------------------               ---------------
     Charles A. Hardin, Vice President
     (Acting as Chief Financial Officer)
     Darlington County Bank