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 JUNE 30, 2000

                                                                  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)



     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during the  preceding  12  months(or  for such  shorter  periods  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

     Indicate 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 August 1, 2000





<PAGE>

                                     PART I
                              FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS
<TABLE>
<CAPTION>

                       DARLINGTON COUNTY BANCSHARES, INC.
                           CONSOLIDATED BALANCE SHEETS
                             (DOLLARS IN THOUSANDS)


                                                                    (UNAUDITED)     (AUDITED)
                                                                     JUNE 30,      DECEMBER 31,
                                                                       2000             1999
                                                                    ----------     ------------
<S>                                                              <C>               <C>

ASSETS
   Cash and due from banks                                       $          1,125  $         1,409
   Investment securities - held to maturity                                   722            1,023
   Investment securities - available for sale                               5,192            5,181
   Other investments, at cost                                                  50               50
   Federal funds sold                                                       1,140            1,960

   Loans                                                                   17,021           16,491
   Less allowance for loan losses                                            (240)            (209)
                                                                  ---------------   --------------

       Loans - net                                                         16,781           16,282

   Premises and equipment - net                                               886              914
   Other assets                                                               528              548
                                                                  ---------------   --------------

       Total assets                                              $         26,424  $        27,367
                                                                 ================  ===============

 LIABILITIES
   Deposits
     Demand deposits                                             $          5,255  $         4,645
     Savings and NOW accounts                                               8,428            9,850
     Time deposits $100,000 and over                                        1,762            2,046
     Other time deposits                                                    7,551            7,393
                                                                 ----------------   --------------

       Total deposits                                                      22,996           23,934

   Other liabilities                                                           93              129
                                                                 ----------------   --------------

       Total liabilities                                                   23,089           24,063
                                                                 ----------------   --------------

STOCKHOLDERS' EQUITY
   Common stock - $.01 par value authorized, issued and
     outstanding 158,000 shares at June 30, 2000 and
     December 31, 1999                                                          2                2
   Additional paid in capital                                               1,618            1,618
   Retained earnings                                                        1,856            1,787
   Accumulated other comprehensive loss                                      (141)            (103)
                                                                 ----------------   --------------

       Total stockholders' equity                                           3,335            3,304
                                                                 ----------------   --------------

       Total liabilities and stockholders' equity                $         26,424  $        27,367
                                                                 ================  ===============
</TABLE>

           See notes to consolidated financial statements.

                                       -2-


<PAGE>
<TABLE>
<CAPTION>

                       DARLINGTON COUNTY BANCSHARES, INC.
                        CONSOLIDATED STATEMENTS OF INCOME
                  (DOLLARS IN THOUSANDS EXCEPT PER SHARE DATA)
                                   (UNAUDITED)


                                                                   THREE MONTHS ENDED                SIX MONTHS ENDED
                                                                         JUNE 30,                         JUNE 30,
                                                                ------------------------          ----------------------
                                                                   2000           1999              2000          1999
                                                                ---------       --------          --------      --------
<S>                                                          <C>            <C>              <C>            <C>

INTEREST INCOME
   Loans, including fees                                     $         395  $         357    $         784  $         744
   Investment securities
     U. S. Government Agencies                                          83             77              163            156
     Municipal securities                                                8             11               19             24
     Other equity securities                                             -              -                1              3
   Federal funds sold and securities purchased
     under agreements to resell                                         29             35               72             92
                                                             -------------  -------------    -------------  -------------
       Total interest income                                           515            480            1,039          1,019
                                                             -------------  -------------    -------------  -------------
INTEREST EXPENSE
   Time deposits $100,000 and over                                      25             18               52             34
   Other deposits                                                      147            145              290            308
                                                             -------------  -------------    -------------  -------------
       Total interest expense                                          172            163              342            342
                                                             -------------  -------------    -------------  -------------
NET INTEREST INCOME                                                    343            317              697            677
PROVISION FOR LOAN LOSSES                                               36              -               45              -
                                                             -------------  -------------    -------------  -------------
       Net interest income after provision for loan losses             307            317              652            677
                                                             -------------  -------------    -------------  -------------
NONINTEREST INCOME
   Service charges on deposit accounts                                  56             64              109            117
   Other service charges, commissions and fees                           6              5               11             10
                                                             -------------  -------------    -------------  -------------
       Total noninterest income                                         62             69              120            127
                                                             -------------  -------------    -------------  -------------
NONINTEREST EXPENSES
   Salaries and employee benefits                                      123            119              249            239
   Net occupancy                                                        20             15               40             30
   Furniture and equipment                                              16             16               32             36
   Other                                                                94            109              184            205
                                                             -------------  -------------    -------------  -------------
       Total noninterest expenses                                      253            259              505            510
                                                             -------------  -------------    -------------  -------------
   Income before income taxes                                          116            127              267            294
   Provision for income taxes                                           36             45               72            105
                                                             -------------  -------------    -------------  -------------
       Net income                                            $          80  $          82    $         195  $         189
                                                             =============  =============    =============  =============

PER SHARE
   Average shares outstanding                                      158,000        158,000        158,000          158,000
                                                             =============  =============    ===========    =============
   Net income                                                $        0.51  $        0.52    $     1.23     $        1.20
                                                             =============  =============    ==========     =============
   Dividends paid                                            $        0.80  $        0.65    $     0.80     $        0.65
                                                             =============  =============    ==========     =============

</TABLE>


    See notes to consolidated financial statements.


                                       -3-
<PAGE>
<TABLE>
<CAPTION>

                       DARLINGTON COUNTY BANCSHARES, INC.
                 CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                             (DOLLARS IN THOUSANDS)
                                   (UNAUDITED)


                                               COMMON STOCK                                     ACCUMULATED
                                           -----------------                                   OTHER COMPRE-
                                           NUMBER                   ADDITIONAL                    HENSIVE
                                             OF                      PAID IN      RETAINED        INCOME
                                           SHARES     AMOUNT         CAPITAL      EARNINGS        (LOSS)         TOTAL
                                           ------     ------        ----------    --------     -------------    -------

<S>                                         <C>      <C>          <C>         <C>              <C>            <C>

BALANCE, JANUARY 1, 1999                    158,000  $      790   $      830  $      1,477     $         11   $     3,108

Net income for period                             -           -            -           189                -           189

Comprehensive income, net of tax
   Net change in unrealized gain on
     securities available for sale                -           -            -             -             (129)         (129)
                                                                                                -----------   -----------
   Comprehensive income                                                                                                60

Cash dividend ($.65 per share)                    -           -            -          (102)               -          (102)
                                            -------   ---------   ----------   -----------      -----------   -----------

BALANCE, JUNE 30, 1999                      158,000  $      790   $      830  $      1,564             (118)  $     3,066
                                            =======  ==========   ==========  ============      ===========   ===========


BALANCE, JANUARY 1, 2000                    158,000  $        2   $    1,618  $      1,787     $       (103)  $     3,304

Net income for period                             -           -            -           195                -           195

Comprehensive income, net of tax
   Net change in unrealized loss on
     securities available for sale                -           -            -             -              (38)          (38)
                                                                                                 ----------    ----------
   Comprehensive income                                                                                               157

Cash dividend ($.80 per share)                    -           -            -          (126)               -          (126)
                                            -------   ---------    ---------   -----------       ----------    ----------

BALANCE, JUNE 30, 2000                      158,000  $        2   $    1,618  $      1,856     $       (141)  $     3,335
                                            =======  ==========   ==========  ============     ============   ===========



</TABLE>














  See notes to consolidated financial statements.

                                       -4-
<PAGE>
<TABLE>
<CAPTION>

                       DARLINGTON COUNTY BANCSHARES, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (DOLLARS IN THOUSANDS)
                                   (UNAUDITED)


                                                                                           SIX MONTHS ENDED JUNE 30,
                                                                                          -------------------------------
                                                                                                2000             1999
                                                                                          --------------   --------------
<S>                                                                                     <C>               <C>

OPERATING ACTIVITIES
   Net income                                                                           $            195  $           189
   Adjustments to reconcile net income to net cash provided
     by operating activities
     Provision for loan losses                                                                        45                -
     Depreciation                                                                                     28               28
     Decrease in other assets                                                                         20               57
     Decrease in other liabilities                                                                   (36)            (104)
                                                                                         ---------------   --------------
         Net cash provided by operating activities                                                   252              170
                                                                                         ---------------   --------------

INVESTING ACTIVITIES
   Decrease in Federal funds sold                                                                    820            5,300
   Proceeds from maturities of investment securities
     held to maturity                                                                                301                -
   Proceeds from maturities of investment securities
     available for sale                                                                                -              743
   Purchase of investment securities available for sale                                              (49)          (2,000)
   Net increase in loan balances                                                                    (544)            (372)
   Purchase of equipment                                                                               -              (16)
                                                                                          --------------    -------------
         Net cash provided by investing activities                                                   528            3,655
                                                                                          --------------    -------------

FINANCING ACTIVITIES
   Net decrease in deposits                                                                         (938)          (3,505)
   Cash dividends paid                                                                              (126)            (102)
                                                                                          --------------   --------------
         Net cash used for financing activities                                                   (1,064)          (3,607)
                                                                                          --------------   --------------
         Increase (decrease) in cash and cash equivalents                                           (284)             218

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                                                     1,409              872
                                                                                          --------------   --------------

CASH AND CASH EQUIVALENTS,  END OF PERIOD                                               $          1,125  $         1,090
                                                                                        ================  ===============


SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
   Decrease (increase) in net unrealized gains on securities available for sale         $              6  $          (129)
                                                                                        ================  ===============

CASH PAID FOR
   Interest                                                                             $            340  $           355
                                                                                        ================  ===============
   Income taxes                                                                         $             44  $           105
                                                                                        ================  ===============
</TABLE>

   See notes to consolidated financial statements.

                                       -5-


<PAGE>

                       DARLINGTON COUNTY BANCSHARES, INC.
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS


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 Bank does not have any
instruments  which are dilutive;  therefore,  only basic net income per share of
common stock is presented.

NOTE 3 - ORGANIZATION

     Darlington County Bancshares,  Inc. (the "Company"),  was organized in July
1999 for the purpose of being a holding company for Darlington  County Bank (the
"Bank").  On July  1,  1999,  pursuant  to  a  Plan of  Merger  approved  by the
shareholders,  all of the  outstanding  shares of capital stock of the Bank were
exchanged for shares of common stock of the Company.  A par value  conversion of
$788,000  was  recorded  in July  1999 to  reflect  a change in the par value of
common  stock  from  $5.00 per share to $.01 per share.  The  Company  presently
engages in no business  other than that of owning the Bank and has no employees.
Reporting  periods presented earlier than July 1, 1999 include the operations of
Darlington County Bank only.

ITEM 2.

MANAGEMENT'S  DISCUSSION  AND  ANALYSIS OF  FINANCIAL  CONDITION  AND RESULTS OF
OPERATIONS

     The following  discussion and analysis  should be read in conjunction  with
the financial  statements and related notes  appearing in the 1999 Annual Report
of Darlington County  Bancshares,  Inc. Results of operations for the six months
ending  June 30,  2000  are not  necessarily  indicative  of the  results  to be
attained  for  any  other  period.   The  following   information   may  contain
forward-looking  statements that involve risks and uncertainties.  The Company's
actual  results  may  differ  materially  from  the  results  discussed  in  the
forward-looking statements.

SIX MONTHS ENDED JUNE 30, 2000 COMPARED TO SIX MONTHS ENDED JUNE 30, 1999

RESULTS OF OPERATIONS - Six months ended June 30, 2000
     The  Company's  net  income  for the six  months  ended  June 30,  2000 was
     $195,000  or $1.23 per share as compared to $189,000 or $1.20 per share for
     the six months ended June 30, 1999.

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 Bank's earnings,
     was  $697,000 and $677,000 for the six months ended June 30, 2000 and 1999,
     respectively.
                                                                     (Continued)
                                       -6-
<PAGE>
ITEM 2: (Continued)

     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.

     Interest-earning  assets  for  the  second  quarter  of 2000  decreased  by
     $776,000  or 3.12%  over the same  period in 1999,  while  interest-bearing
     liabilities  decreased by $830,000 or 3.48% comparing the second quarter of
     2000 with the second quarter of 1999.
<TABLE>
<CAPTION>
                                                              AVERAGE BALANCES, INCOME AND EXPENSES, AND RATES
                                                                           FOR THE SIX MONTHS ENDED JUNE 30,
                                 ------------------------------------------------------------------------------------------
                                                    2000                                              1999
                                 ------------------------------------------------------------------------------------------
                                   AVERAGE         INCOME/      ANNUALIZED             AVERAGE       INCOME/    ANNUALIZED
                                   BALANCE         EXPENSE      YIELD/RATE             BALANCE       EXPENSE    YIELD/RATE
                                 ----------        -------      ----------             -------       -------    ----------
<S>                             <C>            <C>                  <C>          <C>             <C>                 <C>
Federal funds sold              $  2,324,945   $    72,000          6.19%        $   2,859,560   $    92,000         6.43%
Investment securities              6,026,070       183,000          6.04%            6,262,623       183,000         5.84%
Loans                             16,579,574       784,000          9.46%           15,829,432       744,000         9.40%
                                 -----------    ----------          -----         ------------    ----------         -----
     Total earning assets       $ 24,930,589     1,039,000          8.33%        $  24,951,615     1,019,000         8.17%
                                ============                                     =============
     Total interest bearing
       liabilities              $ 24,054,021       342,000          2.84%        $  19,456,631       342,000         3.52%
                                ============     ---------          -----        =============    ----------         -----
Net interest spread                                                 5.48%                                            3.91%
Net interest income/margin                     $   697,000          5.58%                        $   677,000         5.43%
                                               ===========          =====                        ===========         =====
</TABLE>
As  reflected  above,  for the six months of 2000 the  average  yield on earning
assets  amounts  amounted to 8.33%,  while the average cost of  interest-bearing
liabilities was 2.84%. For the same period of 1999, the average yield on earning
assets was 8.17% and the average cost of interest-bearing liabilities was 3.52%.
The increase in the yield on earning  assets is  attributable  to an increase in
the yield on investment  securities and loans sold.  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 June 30, 2000 was 5.58% and for 1999 was 5.43%.  This  increase
was the result of a decrease in the rate on  interest-bearing  deposits,  and an
increase in the volume of earning assets.

The following  table  represents  changes in the  Company's net interest  income
which  are   primarily   a  result  of  changes  in  volume  and  rates  of  its
interest-earning  assets and interest-bearing  liabilities.  The decrease in net
interest  income is due to  decreased  volume of  earning  assets  and  interest
bearing  liabilities  and a  decrease  in rates on earning  assets and  interest
bearing liabilities.
<TABLE>
<CAPTION>

                                             ANALYSIS OF CHANGES IN NET INTEREST INCOME
                                                                                      FOR THE SIX MONTHS ENDED
                                                                                      JUNE 30, 2000 VERSUS 1999
                                                                         -------------------------------------------------
                                                                            VOLUME            RATE            NET CHANGE
                                                                         -------------     ----------      ---------------
<S>                                                                      <C>              <C>             <C>
Federal fund sold                                                        $     (17,200)   $    (2,800)    $       (20,000)
Investment securities                                                           (6,912)         6,912                   -
Loans                                                                           35,257          4,743              40,000
                                                                          ------------      ---------       -------------
       Total earning assets                                                     11,145          8,855              20,000
       Total interest on interest-bearing liabilities                           80,811        (80,811)                  -
                                                                          ------------      ---------       -------------
Net interest income                                                      $     (69,666)   $    89,666     $        20,000
                                                                         =============    ===========     ===============
</TABLE>

                                                                     (Continued)
                                       -7-

<PAGE>

ITEM 2: (Continued)

NONINTEREST INCOME
     Noninterest  income  for the six months  ended June 30,  2000 and 1999 were
     $120,000 and  $127,000,  respectively.  Noninterest  income  remained  flat
     despite a decrease in average interest-bearing  liabilities due to fees and
     charges on different types of deposits.

NONINTEREST EXPENSES
     Noninterest  expenses  for the six months ended June 30, 2000 and 1999 were
     $505,000 and $510,000, respectively. Noninterest expenses is comparable due
     to the results of operations remaining relatively stable.

     The allowance for loan losses was 1.41% of loans,  net of unearned  income,
     as of June 30, 2000  compared to 1.59% at June 30, 1999.  The provision for
     loan losses was  $45,000 and $0 for the six months  ended June 30, 2000 and
     1999, respectively. The 1999 provision was lower because of a recovery of a
     previously  charged off loan in 4th quarter  1998.  Management  reviews the
     adequacy of the allowance on an ongoing basis and believes the allowance is
     adequate.

THREE MONTHS ENDED JUNE 30, 2000 COMPARED TO THREE MONTHS ENDED JUNE 30, 1999

RESULTS OF OPERATIONS - Three months ended June 30, 2000
     The Company's net income for the second quarter of 2000 was $80,000 or $.51
     per share  compared to $82,000 or $.52 per share for the second  quarter of
     1999.

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 Bank's earnings,
     was $343,000  and  $317,000 for the quarters  ended June 30, 2000 and 1999,
     respectively.

NONINTEREST INCOME
     Noninterest  income for the three  months ended June 30, 2000 and 1999 were
     $62,000 and $69,000, respectively. Noninterest income remained flat despite
     a decrease in average  interest-bearing  liabilities  due to an increase in
     fees and charges on different types of deposits.

NONINTEREST EXPENSES
     Noninterest expenses for the three months ended June 30, 2000 and 1999 were
     $253,000 and $259,000, respectively. Noninterest expenses is comparable due
     to the results of operations remaining relatively stable.


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.  The Company  manages both assets and  liabilities  to achieve
     appropriate  levels of liquidity.  Cash and short-term  investments are the
     Company's 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. Management believes that the
     Company's liquidity sources are adequate to meet its operating needs.




                                       -8-
<PAGE>

ITEM 2: (Continued)

     Total assets  decreased  $943,000 during the six months ended June 30, 2000
     as a result of lower investments in federal funds sold. The Bank's deposits
     decreased $938,000 in public funds and commercial deposits.

LOANS
     Commercial,  financial  and  agricultural  loans made up 29.8% of the total
     loan portfolio as of June 30, 2000, totaling  $5,075,000.  Loans secured by
     real estate for construction and land development  totaled $498,000 or 2.9%
     of the total loan  portfolio  while all other loans  secured by real estate
     totaled  $7,516,000  or 44.2% of the total  loan  portfolio  as of June 30,
     2000.  Installment loans and other consumer loans to individuals  comprised
     23.1% of the total loan portfolio totaling $3,932,000.


CAPITAL RESOURCES
     The capital base for the Company increased by $31,000 for the six months of
     2000.  This net change  includes  an  increase  to equity for net income of
     $195,000  offset  by  an  increase  in  unrealized   losses  on  investment
     securities of $38,000 and cash  dividends  paid of $126,000.  The Company's
     equity to asset ratio was 12.6% on June 30, 2000,  as compared to 12.07% on
     December 31, 1999.

     The  Federal  Deposit  Insurance  Corporation  has  issued  guidelines  for
     risk-based capital requirements.  As of June 30, 2000, the Bank exceeds the
     capital requirement levels that are to be maintained.
<TABLE>
<CAPTION>

                                                           CAPITAL RATIOS
                                                       (AMOUNTS IN THOUSANDS)
                                                                                Well                   Adequately
                                                                              Capitalized              Capitalized
                                                     Actual                   Requirement              Requirement
                                             --------------------      -------------------      ------------------------
                                             Amount     Ratio           Amount    Ratio           Amount         Ratio
                                             ------    ------          -------    -----           ------         -----

<S>                                        <C>          <C>           <C>          <C>         <C>                 <C>

Total capital (to risk weighted assets)    $     3,704  21.7%         $    1,704   10.0%       $     1,363         8.0%
Tier 1 capital (to risk weighted assets)         3,491  20.5%              1,023    6.0%               682         4.0%
Tier 1 capital (to average assets)               3,491  13.2%              1,332    5.0%             1,065         4.0%
</TABLE>

ASSET QUALITY
     Nonperforming  assets  as a  percentage  of loans and  foreclosed  property
     totaled  6.60%  and  6.20%  as of June  30,  2000 and  December  31,  1999,
     respectively.  Nonperforming assets were $1,600,000 as of June 30, 2000 and
     $1,024,000 at December 31, 1999. The nonperforming  assets at June 30, 2000
     and  December  31,  1999  include a farm loan  totaling  $926,000  of which
     $740,000 is guaranteed by the US Government.

 EFFECTS OF REGULATORY ACTION
     The  management of the Company is 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.  As  discussed  previously,
     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
     In June 1998, the Financial  Accounting  Standards Board (FASB) issued SFAS
     133,  "Accounting for Derivative  Instrument and Hedging  Activities".  All
     derivatives  are  to be  measured  at  fair  value  and  recognized  in the
     statement of financial position as assets and liabilities. This statement's
     effective  date was delayed by the  issuance of SFAS 137,  "Accounting  for
     Derivative  Instruments and Hedging  Activities - Deferral of the Effective
     Date of SFAS 133," and is effective for fiscal years and quarters beginning
     after June 15, 2000. The Bank does not expect that the adoption of SFAS 133
     will have a material  impact on the  presentation  of the Bank's results of
     financial position.

                                      -9-
<PAGE>


PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS
-------------------------

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

ITEM 2.  CHANGES IN SECURITIES
------------------------------

Not Applicable

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES
----------------------------------------

Not Applicable

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

         Annual Meeting of Shareholders
         ------------------------------
         On  April  25,  2000,  the  Company  held its 2000  Annual  Meeting  of
         Shareholders.  The results of the 2000 Annual  Meeting of  Shareholders
         follow.

         PROPOSAL #1 - ELECTION OF DIRECTORS
         The shareholders approved setting the number of Company directors at  9
         persons. The following persons were elected as Directors with the votes
         indicated.
<TABLE>
<CAPTION>

                                            Voting shares in favor
                                            ----------------------              Withheld
                                                 #              %              Authority
                                                 -              -              ---------
                  <S>                       <C>               <C>               <C>

                  W. Edwin Dargan
                  Hubert C. Baker
                  Eugene A. Vaughan
                  G. Clyde Scott
                  Albert L. James, III
</TABLE>

          W. B. McCown, III, Raymond Galloway,  R.E. Goodson, Sr. and Charles G.
          Howard continued in their present terms as directors.

ITEM 5.  OTHER INFORMATION
--------------------------

None

ITEM 6. EXHIBITS AND REPORT ON FORM 8-K
---------------------------------------

                                      -10-
<PAGE>


SIGNATURES


Under the requirements of the Securities Exchange Act of 1934, the Bank 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/ W. B. McCown, III                  Date:  August 14, 2000
     ---------------------------------             ----------------------------
     W. B. McCown, III, President and
     Chief Executive Officer



                                      -11-