SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  Form 10-KSB/A
(Mark One)

X        Annual Report under Section 13 or 15(d) of the Securities Exchange Act
         of 1934 For the fiscal year ended December 31, 2002

         or

         Transition Report under Section 13 or 15(d) of the Securities Exchange
         Act of 1934
------
               For the transition period from ________ to ________

                        Commission file number 333-97035

                           Tidelands Bancshares, Inc.
                           --------------------------
                 (Name of Small Business Issuer in Its Charter)


       South Carolina                     6021                02-0570232
 ----------------------------   --------------------------     ----------
(State or other Jurisdiction of (Primary Standard Industrial (I.R.S. Employer
Incorporation or Organization)   Classification Code Number) Identification No.)

                            875 Lowcountry Boulevard
                       Mt. Pleasant, South Carolina 29464
                                 (843) 388-8433
     (Address and Telephone Number of Intended Principal Place of Business)
                           ----------------------------

        Securities registered pursuant to Section 12(b) of the Act: None.
        Securities registered pursuant to Section 12(g) of the Act: None.

         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 past 90 days.
Yes    X          No
    --------         -------

         Check if there is no disclosure of delinquent filers in response to
Item 405 of Regulation  S-B in this form, and no disclosure will be contained,
to the best of registrant's  knowledge,  in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB.  [X]

         The issuer's revenues for its most recent fiscal year were $1,306. As
of March 30, 2003, 10 shares of Common Stock were issued and outstanding.

         No shares of the Common Stock were held by non-affiliates of the
Company on March 30, 2003.

Transitional Small Business Disclosure Format.  (Check one):  Yes      No   X
                                                                 -----    -----




<PAGE>





                                EXPLANATORY NOTE

         This 10-KSB/A is being filed to add the Section 302 certifications
which were inadvertently edgarized as correspondence rather than as a part of
the original 10-KSB. No other changes have been made to the original 10-KSB.






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<PAGE>



                                   SIGNATURES

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


TIDELANDS BANCSHARES, INC.


Date:    March 28, 2003                   By:  /s/ Robert E. Coffee, Jr.
       ----------------------             ---------------------------------
                                          Robert E. Coffee, Jr.
                                          President and Chief Executive Officer

        In accordance with the Exchange Act, this report has been signed below
by the following persons on behalf of the registrant in the capacities and on
the dates indicated.


Signature                            Title                           Date


----------------------------        Director
Mike Burrell

  *
----------------------------        Director
John N. Cagle, III, DMD


----------------------------        Director
Alan D. Clemmons


   *                                Director, President,        March 28, 2003
----------------------------        and Chief Executive Officer
Robert E. Coffee, Jr.


----------------------------
Richard L. Granger                  Director

*
----------------------------
Dwayne Green                        Director

*
--------------------------
Barry I. Kalinsky                   Director, Chairman

     *
--------------------------
Morris Kalinsky                     Director


--------------------------          Director
Paul J. Kerwin, DVM

     *
--------------------------          Principal Accounting and
Robert H. (Bobby) Mathewes          Financial Officer


     *            .
----------------------------        Director
John T. Parker, Jr.

     *
--------------------------
Fred H. Renken                      Director, Vice-Chairman


--------------------------
Tanya Robinson                      Director


    *                                                          March 28, 2003
--------------------------
Robert E. Coffee, Jr.
As Attorney-in-Fact






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<PAGE>



                                  Certification
I, Robert E. Coffee, Jr., certify that:

1. I have reviewed this annual report on Form 10-KSB of Tidelands Bancshares,
Inc.;

2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;

4. The registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

         a) designed such disclosure controls and procedures to ensure that
         material information relating to the registrant, including its
         consolidated subsidiaries, is made known to us by others within those
         entities, particularly during the period in which this annual report is
         being prepared;

         b) evaluated the effectiveness of the registrant's disclosure controls
         and procedures as of a date within 90 days prior to the filing date of
         this annual report (the "Evaluation Date"); and

         c) presented in this annual report our conclusions about the
         effectiveness of the disclosure controls and procedures based on our
         evaluation as of the Evaluation Date;

5. The registrant's other certifying officer and I have disclosed, based on our
most recent evaluation, to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):

         a) all significant deficiencies in the design or operation of internal
         controls which could adversely affect the registrant's ability to
         record, process, summarize and report financial data and have
         identified for the registrant's auditors any material weaknesses in
         internal controls; and

         b) any fraud, whether or not material, that involves management or
         other employees who have a significant role in the registrant's
         internal controls; and

6. The registrant's other certifying officer and I have indicated in this annual
report whether or not there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.


Date: March 19, 2003

                                          /s/ Robert E. Coffee, Jr.
                                          -------------------------
                                          Robert E. Coffee, Jr.
                                          President and Chief Executive Officer


                                       4
<PAGE>



                                  Certification

I, Robert H. Mathewes, certify that:

1.   I have reviewed this annual report on Form 10-KSB of Tidelands Bancshares,
     Inc.;

2.   Based on my knowledge, this annual report does not contain any untrue
     statement of a material fact or omit to state a material fact necessary to
     make the statements made, in light of the circumstances under which such
     statements were made, not misleading with respect to the period covered by
     this annual report;

3.   Based on my knowledge, the financial statements, and other financial
     information included in this annual report, fairly present in all material
     respects the financial condition, results of operations and cash flows of
     the registrant as of, and for, the periods presented in this annual report;

4.   The registrant's other certifying officer and I are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a)   designed such disclosure controls and procedures to ensure that material
     information relating to the registrant, including its consolidated
     subsidiaries, is made known to us by others within those entities,
     particularly during the period in which this annual report is being
     prepared;

b)   evaluated the effectiveness of the registrant's disclosure controls and
     procedures as of a date within 90 days prior to the filing date of this
     annual report (the "Evaluation Date"); and

c)   presented in this annual report our conclusions about the effectiveness of
     the disclosure controls and procedures based on our evaluation as of the
     Evaluation Date;

5.   The registrant's other certifying officer and I have disclosed, based on
     our most recent evaluation, to the registrant's auditors and the audit
     committee of registrant's board of directors (or persons performing the
     equivalent function):

a)   all significant deficiencies in the design or operation of internal
     controls which could adversely affect the registrant's ability to record,
     process, summarize and report financial data and have identified for the
     registrant's auditors any material weaknesses in internal controls; and

b)   any fraud, whether or not material, that involves management or other
     employees who have a significant role in the registrant's internal
     controls; and

6.   The registrant's other certifying officer and I have indicated in this
     annual report whether or not there were significant changes in internal
     controls or in other factors that could significantly affect internal
     controls subsequent to the date of our most recent evaluation, including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.

Date: March 19, 2003
                                                   /s/ Robert H. Mathewes
                                                   ----------------------
                                                   Robert H. Mathewes
                                                   Principal Accounting Officer





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<PAGE>





                                  EXHIBIT INDEX

Exhibit
Number                     Description


3.1.     Restated Articles of Incorporation (incorporated by reference as
         Exhibit 3.1 to the Company's Form SB-2 filed with the SEC,
         File No. 333-97035).

3.2.     Bylaws (incorporated by reference as Exhibit 3.2 to the Company's Form
         SB-2 filed with the SEC, File No. 333-97035).

4.1.     See Exhibits 3.1 and 3.2 for provisions in Tidelands Bancshares, Inc.'s
         Articles of Incorporation and Bylaws defining the rights of holders of
         the common stock (incorporated by reference as Exhibit 4.1 to the
         Company's Form SB-2 filed with the SEC, File No. 333-97035).

4.2.     Form of certificate of common stock (incorporated by reference as
         Exhibit 4.2 to the Company's Form SB-2 filed with the SEC,
         File No. 333-97035).

5.1.     Opinion Regarding Legality (incorporated by reference as Exhibit 5.1
         to the Company's Form SB-2 filed with the SEC, File No.333-97035).

10.1     Employment Agreement between Tidelands Bancshares, Inc. and Jerry A.
         Vereen dated March 7, 2002 (incorporated by reference as Exhibit 10.1
         to the Company's Form SB-2 filed with the SEC, File No. 333- 97035).

10.2     Employment Agreement between Tidelands Bancshares, Inc. and Bobby
         Mathewes dated April 8, 2002   (incorporated by reference
         as Exhibit 10.2 to the Company's Form SB-2 filed with the SEC,
         File No. 333-97035).

10.3     Form of Stock Warrant Agreement (incorporated by reference as Exhibit
         10.3 to the Company's Form SB-2 filed with the SEC,
         File No. 333-97035).

10.4     Promissory Note dated July 22, 2002 between Lowcountry National Bank
         and Tidelands National Bank (incorporated by reference as Exhibit 10.4
         to the Company's Form SB-2 filed with the SEC, File No. 333- 97035).

10.5     Sub-Lease Agreement dated April 25, 2002 by and between Carolina First
         Bank and Tidelands Bancshares, Inc. (incorporated by reference as
         Exhibit 10.5 to the Company's Form SB-2 filed with the SEC,
         File No. 333-97035).

10.6     Escrow Agreement dated August 21, 2002 between Tidelands Bancshares,
         Inc. and Lowcountry National Bank (incorporated by reference as Exhibit
         10.6 to the Company's Form SB-2 filed with the SEC,
         File No. 333- 97035).

10.7     Consulting Agreement dated July 9, 2002 between Tidelands Bancshares,
         Inc. and Southeast Financial Holdings, Inc.(incorporated by reference
         as Exhibit 10.7 to the Company's Form SB-2 filed with the SEC,
         File No. 333-97035).

10.8     Severance Agreement dated January 23, 2003 by and between Jerry A.
         Vereen and Tidelands Bancshares, Inc. (incorporated by
         reference as Exhibit 10.8 to the Company's Form SB-2 filed
         with the SEC, File No. 333-97035).

10.9     Form of Amended and Restated Employment Agreement between Tidelands
         Bancshares, Inc. and Robert H. Mathewes. (incorporated by reference as
         Exhibit 10.9 to the Company's Form SB-2 filed with the SEC,
         File No. 333-97035).

10.10    Form of Employment Agreement between Tidelands Bancshares, Inc. and
         Robert E. Coffee, Jr.  (incorporated by reference as Exhibit 10.10 to
         the Company's Form SB-2 filed with the SEC, File No. 333-97035).

10.11    First Amendment to the Escrow Agreement dated February 26, 2003 between
         Tidelands Bancshares, Inc. and Lowcountry National Bank. (incorporated
         by reference as Exhibit 10.11 to the Company's Form SB-2
         filed with the SEC, File No. 333-97035).

10.12    Promissory Note for Line of Credit between Tidelands Bancshares, Inc.
         and The Bankers Bank dated January 27, 2003.(incorporated by reference
         as Exhibit 10.12 to the Company's Form SB-2 filed with the
         SEC, File No. 333-97035).

10.13    Commitment Letter between Tidelands Bancshares, Inc. and The Bankers
         Bank dated February 25, 2003 (incorporated by reference as Exhibit
         10.13 to the Company's Form SB-2 filed with the SEC,
         File No. 333-97035).

21.1     Subsidiaries (incorporated to Exhibit 21 to the Company's Form 10-KSB
         for the period ended December 31, 2002).

23.1.    Consent of Independent Public Accountants (incorporated by reference
         as Exhibit 23.1 to the Company's Form SB-2 filed with the SEC, File No.
         333-97035).

23.2.    Consent of Nelson Mullins Riley & Scarborough, L.L.P.
         (appears in its opinion filed as Exhibit 5.1)

24.1.    Power of Attorney (incorporated to Exhibit 24.1 to the Company's
         Form 10-KSB for the period ended December 31, 2002).

99.1     First letter to subscribers first mailed on January 7, 2003.
         (incorporated by reference as Exhibit 99.1 to the Company's
         Form SB-2 filed with the SEC, File No. 333-97035).

99.2     Second letter to subscribers first mailed on January 31, 2003.
         (incorporated by reference as Exhibit 99.2 to the
         Company's Form SB-2 filed with the SEC, File No. 333-97035).