13
                    U. S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   FORM 10-QSB


  X     QUARTERLY  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
------- ACT OF 1934
               For the quarterly period ended June 30, 2004

        TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
------- ACT OF 1934
               For the transition period from _________ to _________

                        Commission file number 000-23847

                           SHORE FINANCIAL CORPORATION
             (Exact name of registrant as specified in its charter)

           Virginia                                   54-1873994
---------------------------------              ------------------------
  (State or other jurisdiction                     (I.R.S. Employer
of incorporation or organization)               Identification Number)

    25253 Lankford Highway
      Onley, Virginia                                   23418
---------------------------------              ------------------------
   (Address of Principal                               Zip Code
     Executive Offices)

                    Issuer's telephone number: (757) 787-1335


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

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the  distribution  of
securities under a plan confirmed by a court. Yes ___ No ___

Number of shares of Common Stock outstanding as of August 12, 2004:  2,062,324

Transitional Small Business Disclosure Format:  Yes          No   X
                                                    -----       -----




<PAGE>


                  SHORE FINANCIAL CORPORATION AND SUBSIDIARIES
                               Index - Form 10-QSB

                         PART I - FINANCIAL INFORMATION

         Item 1 - Consolidated Financial Statements (Unaudited)

                  Consolidated  Statements  of  Financial  Condition  as of
                  June 30, 2004 and December 31, 2003

                  Consolidated Statements of Income for the Three and Six
                  Months Ended June 30, 2004 and 2003

                  Consolidated Statements of Cash Flows for the Six Months
                  Ended June 30, 2004 and 2003

                  Consolidated Statement of Stockholders' Equity for the Six
                  Months Ended June 30, 2004

                  Notes to Unaudited Consolidated Financial Statements

         Item 2 - Management's Discussion and Analysis of Financial Condition
                  and Results of Operations

                  Results of Operations

                  Financial Condition

                  Asset Quality

                  Liquidity and Capital Resources

                  Interest Sensitivity

         Item 3 - Controls and Procedures


                           PART II - OTHER INFORMATION
         Item 1 - Legal Proceedings
         Item 2 - Changes in Securities
         Item 3 - Defaults Upon Senior Securities
         Item 4 - Submission of Matters to Vote of Security Holders
         Item 5 - Other Information
         Item 6 - Exhibits and Reports on Form 8-K

                                   SIGNATURES



<PAGE>

<TABLE>

                                   SHORE FINANCIAL CORPORATION AND SUBSIDIARIES
                                  Consolidated Statements of Financial Condition


                                                                             June 30,             December 31,
                                                                               2004                   2003
-------------------------------------------------------------------------------------------------------------------
<S> <C>
                                                                          (Unaudited)
                               ASSETS


Cash (including interest - earning deposits of
     approximately $2,931,800 and $1,424,100, respectively)           $          8,019,700     $         5,793,800
Investment securities:
     Held-to-maturity (fair value of $0 and
         $0, respectively)                                                            -                       -
     Available-for-sale (amortized cost of $38,951,200 and
         $38,354,800, respectively)                                             39,587,200              39,579,800
     Other investments, at cost                                                  1,120,500               1,031,200
Loans receivable, net                                                          158,618,700             140,206,600
Premises and equipment, net                                                      7,008,600               4,986,900
Other assets                                                                     5,026,900               4,952,000
                                                                      ---------------------------------------------

                                                                      $        219,381,600     $       196,550,300
                                                                      =============================================

                LIABILITIES AND STOCKHOLDERS' EQUITY

Deposits:
         Interest-bearing                                             $        161,777,600     $       139,857,000
         Noninterest-bearing                                                    24,620,300              19,033,700
                                                                      ---------------------   ---------------------
            Total deposits                                                     186,397,900             158,890,700

Advances from Federal Home Loan Bank                                            11,749,900              16,883,300
Other liabilities                                                                  450,600                 575,100
                                                                      ---------------------------------------------
            Total liabilities                                                  198,598,400             176,349,100
                                                                      ---------------------------------------------

Stockholders' equity
     Preferred stock, par value $1 per share, 500,000
         shares authorized; none issued and
         outstanding                                                                     -                       -
     Common stock, par value $.33 per share, 5,000,000
         shares authorized; 2,062,324 and 2,061,724 shares
         issued and outstanding, respectively                                      680,600                 680,400
     Additional capital                                                          8,169,100               8,164,600
     Retained earnings, substantially restricted                                11,546,000              10,595,300
     Accumulated other comprehensive income                                        387,500                 760,900
                                                                      ---------------------------------------------
            Total stockholders' equity                                          20,783,200              20,201,200
                                                                      ---------------------------------------------

                                                                      $        219,381,600     $       196,550,300
                                                                      =============================================


                    The accompanying notes are an integral part of these financial statements.

</TABLE>
<PAGE>

<TABLE>


                                  SHORE FINANCIAL CORPORATION AND SUBSIDIARIES
                                        Consolidated Statements of Income


                                               Three Months Ended June 30,          Six Months Ended June 30,
                                             ---------------------------------  ---------------------------------
                                                  2004             2003               2004             2003
------------------------------------------------------------------------------------------------------------------
<S> <C>

Interest and dividend income
    Loans                                    $    2,150,500    $    1,940,800     $    4,257,900   $    3,855,900
    Investments
       Taxable interest                             296,400           347,700            604,500          716,500
       Tax-exempt interest                           36,700            28,400             72,400           56,800
       Dividends                                     59,500            54,700             95,900           92,500
                                             ----------------------------------  ---------------------------------
          Total interest and dividend income      2,543,100         2,371,600          5,030,700        4,721,700
                                             ----------------------------------  ---------------------------------

Interest expense
    Deposits                                        745,800           813,300          1,439,500        1,701,900
    FHLB/other advances                              49,900            25,100            106,500           39,000
                                             ----------------------------------  ---------------------------------
          Total interest expense                    795,700           838,400          1,546,000        1,740,900
                                             ----------------------------------  ---------------------------------

Net interest income                               1,747,400         1,533,200          3,484,700        2,980,800

Provision for loan losses                           104,700            95,100            209,400          190,200
                                             ----------------------------------  ---------------------------------

Net interest income after
    provision for loan losses                     1,642,700         1,438,100          3,275,300        2,790,600
                                             ----------------------------------  ---------------------------------

Noninterest income
    Deposit account fees                            342,100           288,000            636,500          536,300
    Loan fees                                        19,700            28,900             51,600           60,100
    Commissions on investment brokerage sales        29,000            31,300             57,600           71,800
    Gains (losses) on sales of securities              (600)           96,300             93,400           92,600
    Other                                            69,000            61,700            139,200          142,100
                                             ----------------------------------  ---------------------------------
          Total noninterest income                  459,200           506,200            978,300          902,900
                                             ----------------------------------  ---------------------------------

Noninterest expense
    Compensation and employee
       benefits                                     600,400           542,400          1,201,800        1,082,800
    Occupancy and equipment                         314,500           274,400            636,900          572,600
    Data processing                                 166,300           109,000            319,900          215,700
    Advertising                                      26,100            24,900             54,300           39,600
    Federal insurance premium                         6,000             6,300             12,300           12,400
    Other                                           179,600           198,500            345,700          359,100
                                             ---------------------------------------------------------------------
          Total noninterest expense               1,292,900         1,155,500          2,570,900        2,282,200
                                             ----------------------------------  ---------------------------------

Income before income taxes                          809,000           788,800          1,682,700        1,411,300

Income taxes                                        252,900           254,500            525,800          455,700
                                             ----------------------------------  ---------------------------------

Net income                                   $      556,100    $      534,300     $    1,156,900   $      955,600
                                             ==================================  =================================

Cash Dividends Declared Per Share (1)        $         0.05    $         0.04     $         0.10   $         0.08
                                             ==================================  =================================

Earnings Per Common Share:
       Basic (1)                             $         0.27    $         0.26     $         0.56   $         0.47
                                             ==================================  =================================

       Diluted (1)                           $         0.26    $         0.26     $         0.55   $         0.46
                                             ==================================  =================================


(1) June 2003 amounts retroactively adjusted to reflect December 2003 20% common stock dividend.

                   The accompanying notes are an integral part of these financial statements.

</TABLE>

<PAGE>

<TABLE>

                                       SHORE FINANCIAL CORPORATION AND SUBSIDIARIES
                                      Consolidated Statement of Stockholders' Equity
                                              Six Months Ended June 30, 2004


----------------------------------------------------------------------------------------------------------------------------

                                                                                              Accumulated
                                                                                                 Other
                                   Number of      Common      Additional       Retained      Comprehensive
                                     Shares        Stock        Capital        Earnings          Income           Total
                                   ----------- ------------ --------------  --------------  ---------------  --------------
<S> <C>

Balance, December 31, 2003          2,061,724    $  680,400   $  8,164,600    $ 10,595,300    $     760,900    $ 20,201,200

Common stock cash dividend
    declared                             -             -              -           (206,200)            -           (206,200)

Exercise of stock options                 600           200          4,500            -                -              4,700

Comprehensive income                     -             -                         1,156,900         (373,400)        783,500
                                   -----------------------------------------------------------------------------------------


Balance, June 30, 2004              2,062,324    $  680,600   $  8,169,100    $ 11,546,000    $     387,500    $ 20,783,200
                                   =========== =============================================================================

















                        The accompanying notes are an integral part of these financial statements.

</TABLE>

<PAGE>

<TABLE>

                         SHORE FINANCIAL CORPORATION AND SUBSIDIARIES
                             Consolidated Statements of Cash Flows
                            Six Months Ended June 30, 2004 and 2003



                                                                  2004               2003
-------------------------------------------------------------------------------------------------
<S> <C>

Cash flows from operating activities
    Net income                                               $     1,156,900    $       955,600
    Adjustments to reconcile to net cash
       provided by operating activities:
          Provision for loan losses                                  209,400            190,200
          Depreciation and amortization                              253,600            205,200
          Amortization of premium and accretion
             of discount on securities, net                           20,700             49,700
          (Gain) loss on sale of investment securities                   600            (92,600)
          Loss on disposal of fixed assets                             2,300               -
          Increase in cash surrender value of life insurance         (67,200)           (74,200)
          Changes in:
             Deferred loan fees                                       28,100             (8,000)
             Other assets                                            177,900           (218,700)
             Other liabilities                                      (124,500)           253,200
                                                             -----------------------------------
             Net cash flows from operating activities              1,657,800          1,260,400
                                                             -----------------------------------

Cash flows from investing activities
    Purchase of available-for-sale securities                     (3,698,700)          (197,700)
    Proceeds from maturities, sales and calls of
       available-for-sale securities                               3,081,000          3,844,200
    Purchase of Other Investments                                    (89,300)          (252,300)
    Loan originations, net of repayments                         (18,649,600)       (10,232,300)
    Purchase of premises and equipment                            (2,247,600)          (957,500)
                                                             -----------------------------------
             Net cash flows from investing activities            (21,604,200)        (7,795,600)
                                                             -----------------------------------

</TABLE>

<PAGE>

<TABLE>

                         SHORE FINANCIAL CORPORATION AND SUBSIDIARIES
                             Consolidated Statements of Cash Flows
                            Six Months Ended June 30, 2004 and 2003


                                                                  2004               2003
------------------------------------------------------------------------------------------------
<S> <C>

Cash flows from financing activities
    Net increase in demand deposits                          $    17,320,300   $      7,305,100
    Net increase (decrease) in time deposits                      10,186,900         (8,997,200)
    Proceeds from FHLB advances                                   28,802,000         21,500,000
    Repayments of FHLB advances                                  (33,935,400)       (13,833,300)
    Proceeds from exercise of stock options                            4,700              8,000
    Payment of dividends on common stock                            (206,200)          (169,700)
                                                             -----------------------------------
             Net cash flows from financing activities             22,172,300          5,812,900
                                                             -----------------------------------

Change in cash and cash equivalents                                2,225,900           (722,300)

Cash and cash equivalents, beginning of period                     5,793,800          7,534,900
                                                             -----------------------------------

Cash and cash equivalents, end of period                     $     8,019,700    $     6,812,600
                                                             ===================================


Supplemental disclosure of cash flow information

    Cash paid during the period for interest                 $     1,483,200    $     1,748,700
    Cash paid during the period for income taxes             $       504,600    $       450,000


          The accompanying notes are an integral part of these financial statements.

</TABLE>

<PAGE>



                  SHORE FINANCIAL CORPORATION AND SUBSIDIARIES
              Notes to Unaudited Consolidated Financial Statements

NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying  unaudited consolidated financial statements of Shore Financial
Corporation  and  Subsidiaries  (the "Company") have been prepared in accordance
with generally accepted accounting principles ("GAAP") and with the instructions
to Form  10-QSB and Item  310(b) of  Regulation  S-B.  Accordingly,  they do not
include all of the  information  and  footnotes  required  by GAAP for  complete
financial  statements  in the  United  States  of  America.  In the  opinion  of
management,  all adjustments (consisting of normal recurring accruals) necessary
for a fair  presentation  of the  consolidated  financial  statements  have been
included.

In preparing the  consolidated  financial  statements in conformity with GAAP in
the United  States of America,  management  is required  to make  estimates  and
assumptions  that affect the  amounts  reported  in the  consolidated  financial
statements  and  accompanying  notes.  Actual  results  could  differ from those
estimates.  The  consolidated  results of operations  and other data for the six
month period ended June 30, 2004 are not  necessarily  indicative of the results
that may be  expected  for any other  interim  period or the entire  year ending
December 31, 2004. The unaudited  consolidated  financial  statements  presented
herein should be read in  conjunction  with the audited  consolidated  financial
statements  and related  notes  thereto in the  Company's  Annual Report on Form
10-KSB for the year ended December 31, 2003.

Principles of Consolidation

The  consolidated  financial  statements  of the Company  include and  primarily
consist of the accounts of its  wholly-owned  subsidiary Shore Bank (the "Bank")
and the Bank's wholly-owned  subsidiary Shore Investments,  Inc. All significant
intercompany balances and transactions have been eliminated in consolidation.


NOTE 2 - ORGANIZATION

The Company is a Virginia  corporation  organized in September  1997 by the Bank
for the purpose of becoming a unitary  holding  company of the Bank. The Company
became a unitary holding company of the Bank on March 16, 1998. The business and
management of the Company  consists of the business and  management of the Bank.
The  Company  and the Bank are  headquartered  on the  Eastern  Shore in  Onley,
Virginia.  During  March,  1999,  the  Bank  activated  its  subsidiary,   Shore
Investments,  Inc.,  to engage in  financial  activities  supporting  the Bank's
operations.  These activities include the selling of investment products,  title
insurance and trust services.


<PAGE>


NOTE 3 - EARNINGS PER SHARE

The following is a  reconciliation  of the  numerators and  denominators  of the
basic and diluted earnings per share computations for the periods ended June 30,
2004 and 2003.

<TABLE>

                                                   Three Months Ended June 30,         Six Months Ended June 30,
                                                ---------------------------------  ---------------------------------
                                                     2004             2003               2004            2003
                                                ---------------  ---------------   --------------    -------------
<S> <C>

Net income (numerator, basic and diluted)        $  556,100        $  534,300        $ 1,156,900       $  955,600
Weighted average shares outstanding
(denominator)                                     2,062,300         2,036,100          2,062,200        2,035,700
                                                ---------------  ---------------   --------------    -------------

Earnings per common share - basic                $     0.27        $     0.26        $      0.56       $     0.47
                                                ===============  ===============   ==============    =============

Effect of dilutive securities:

Weighted average shares outstanding               2,062,300         2,036,100          2,062,200        2,035,700
Effect of stock options                              35,100            29,300             32,300           26,700
                                                ---------------  ---------------   --------------    -------------
Diluted average shares outstanding
(denominator)                                     2,097,400         2,065,400          2,094,500        2,062,400
                                                ---------------  ---------------   --------------    -------------

Earnings per common share -
assuming dilution                                $     0.26        $     0.26        $      0.55       $     0.46
                                                ===============  ===============   ==============    =============

</TABLE>


NOTE 4 - COMPREHENSIVE INCOME

Total  comprehensive  income  consists of the following for the six months ended
June 30, 2004 and 2003:

<TABLE>

                                                     Six Months Ended June 30,
                                                 -----------------------------------
                                                       2004              2003
                                                 -----------------  ----------------
<S> <C>

Net income                                            $ 1,156,900         $ 955,600
Other comprehensive income                               (373,400)          453,000
                                                 -----------------  ----------------

Total comprehensive income                              $ 783,500       $ 1,408,600
                                                 =================  ================

</TABLE>

<PAGE>

NOTE 4 - COMPREHENSIVE INCOME (concluded)

The following is a reconciliation  of the related tax effects  allocated to each
component of other comprehensive income at June 30, 2004 and 2003.

<TABLE>

                                                     Six Months Ended June 30,
                                                 -----------------------------------
                                                       2004              2003
                                                 -----------------  ----------------
<S> <C>

Unrealized gains on
      available-for-sale securities:
Unrealized holding gains (losses)
      arising during the period                    $   (589,600)      $   822,600
Less: reclassification adjustment
      for (gain) loss included in income                    600           (92,600)
                                                 -----------------  ----------------

Total other comprehensive income (loss)
     before tax effect                                 (589,000)          730,000

Tax (effect) benefit                                    215,600          (277,000)
                                                 -----------------  ----------------

Net unrealized gain (loss)                         $   (373,400)      $   453,000
                                                 =================  ================
</TABLE>


NOTE 5 - SEGMENT INFORMATION

Segment information  consists of the following for the six months ended June 30,
2004 and 2003:

<TABLE>

                                                                                                     Elimination of
                                                                                                     Intersegment
(In thousands)                                    Virginia         Maryland           Other          Transactions          Total
                                                ------------     -----------       ------------     ---------------     ------------
<S> <C>

Net Interest Income:
     Six Months ended June 30, 2004              $   2,467        $    586          $     668           $    (236)        $  3,485
     Six Months ended June 30, 2003              $   2,228        $    398          $     827           $    (472)        $  2,981

Assets:
     June 30, 2004                               $ 169,120        $ 45,371          $  53,629           $ (48,738)        $219,382
     December 31, 2003                           $ 150,561        $ 38,131          $  50,924           $ (43,066)        $196,550

</TABLE>

<PAGE>


NOTE 6 - STOCK-BASED COMPENSATION

Statement of  Financial  Accounting  Standards  (SFAS) No. 148,  Accounting  for
Stock-Based Compensation - Transition and Disclosure - an amendment of SFAS 123,
Accounting for Stock-Based Compensation,  was issued by the Financial Accounting
Standards Board (FASB) in December,  2002. SFAS 148 provides alternative methods
of  transition  for a  voluntary  change  to  the  fair  value-based  method  of
accounting  for  stock-based  employee  compensation.  SFAS 148 also  amends the
disclosure  requirements  of SFAS 123 to require  prominent  disclosures in both
annual and  interim  financial  statements  about the method of  accounting  for
stock-based employee  compensation and the effect of the method used on reported
results.  Management adopted the disclosure provisions of this Standard in 2002,
but is still assessing the recognition provisions of the Standard.

In accordance  with SFAS 148, the Company  provides  disclosures  as if the fair
value-based  method of  measuring  all  outstanding  stock  options  was already
adopted and recognized in 2004 and 2003. The following table presents the effect
on net  income  and on basic and  diluted  net  income  per share as if the fair
value-based  method had been applied to all  outstanding  and unvested awards at
June 30, 2004 and 2003.

<TABLE>

                                                   Three Months Ended June 30,             Six Months Ended June 30,
                                               -----------------------------------   -------------------------------------
                                                    2004                 2003               2004               2003
                                               ----------------   ----------------   ----------------     ----------------
<S> <C>
(Dollars in thousands, except per share data)

Net income, as reported                          $     556,100      $     534,300      $   1,156,900        $     955,600
Deduct:
             Total stock-based employee
             compensation expense
             determined under fair value
             based method for all awards,
             net of related tax effects                   -                  -               (60,200)             (57,800)
                                               ----------------   ----------------   -----------------    ----------------

Pro forma net income                             $     556,100      $     534,300      $   1,096,700        $     897,800
                                               ================   ================   =================    ================

Earnings per share:

Basic - as reported                              $        0.27      $        0.26      $        0.56        $        0.47
                                               ================   ================   =================    ================
Basic - pro forma                                $        0.27      $        0.26      $        0.53        $        0.44
                                               ================   ================   =================    ================

Diluted - as reported                            $        0.26      $        0.26      $        0.55        $        0.46
                                               ================   ================   ================     ================
Diluted - pro forma                              $        0.26      $        0.26      $        0.52        $        0.44
                                               ================   ================   ================     ================

</TABLE>


NOTE 7 - SUBSEQUENT EVENT

During July 2004, the Company declared a $0.06 per share quarterly cash dividend
on its common stock payable on August 2, 2004 to  shareholders of record on July
26, 2004.



<PAGE>



Item 2 - Management's Discussion and Analysis of
         Consolidated Financial Condition and Results of Operations

Results of Operations

General

Net income for the three months ended June 30, 2004 was  $556,100,  or $0.27 per
share,  compared  to net income of  $534,300,  or $0.26 per share,  for the same
period of the prior year.  Net income for the six months ended June 30, 2004 was
$1.16 million, or $0.56 per share,  compared to net income of $955,600, or $0.47
per share,  for the same  period of the prior year.  Loan and deposit  growth of
25.0% and 18.5%,  respectively,  and a 10 basis point  increase in net  interest
margin over the past year drove the majority of this increase. Additionally, the
Company's  earnings  benefited  from  a 8.4%  increase  in  noninterest  income,
primarily in deposit fees.

Net Interest Income

Net interest income  increased 14.0% to $1.75 million for the three months ended
June 30, 2004,  compared to $1.53 million for the same period in 2003, while net
interest  income  increased 16.9% to $3.48 million for the six months ended June
30,  2004,  compared  to $2.98  million  for the  comparable  2003  period.  The
Company's net interest  margin was 3.68% for the six months ended June 30, 2004,
compared to 3.58% for the 2003 six month  period.  The  increase in net interest
margin over 2003 reflects the lower funding costs environment experienced by the
Company during the first six months of 2004 as compared to 2003.  Healthy growth
in loan volumes continued to mitigate the impact of declining  interest rates on
loan pricing during the period.

Average earning assets for the period ending June 2004 increased  $23.23 million
as  compared  to the June 2003  period.  Loan  growth,  led by  commercial  loan
production,  constituted  all of this  increase  with average  loans  increasing
$28.09  million  since June 2003.  Average  commercial  loans  increased  $17.08
million,  or 46.1%,  while  average real estate  mortgages and home equity lines
increased 12.9% and 15.8%, respectively.  Average investment securities declined
by $4.16 million during the period,  reflecting the liquidity  demands generated
by the  significant  loan growth.  Average  total  deposits  increased by $14.63
million,   led  by   interest-bearing   checking   and  savings   accounts   and
noninterest-bearing  demand deposit  accounts.  During the period ended June 30,
2004,  average  interest-bearing  checking  and savings and  noninterest-bearing
demand  deposits  grew  by  $12.94  million  and  $4.55  million,  respectively,
representing increases of 22.5% and 27.6%, respectively. Growth in these funding
areas has  provided the Company with a  lower-costing  liquidity  source to fund
loan growth and,  therefore,  benefiting net interest margin.  During the period
ended June 30, 2004,  average time deposit  balances fell by $2.86  million,  or
3.4%. The Company also continued to use Federal Home Loan Bank ("FHLB") advances
during the period as an alternative,  lower-costing  liquidity  source.  Average
FHLB advances  increased  $8.46 million during the period ended June 30, 2004 as
compared to the June 2003 period.

Interest and dividend income was $2.54 million and $5.03 million,  respectively,
for the three and six month periods ended June 30, 2004,  representing increases
of 7.2% and 6.5%,  respectively,  over  comparable  2003  amounts.  As discussed
above,  strong  loan  growth  mitigated  the  impact  declining  loan  rates and
reductions  in the  investment  portfolio  had on interest and  dividend  income
during the period.  Loan yields  declined 65 basis points from June 2003 to June
2004, while investment yields remained relatively flat for the period.

Interest expense  decreased 5.1% to $795,700 for the three months ended June 30,
2004,  compared to $838,400 for the same period in 2003,  while interest expense
declined 11.2% to $1.55 million for the six months ended June 30, 2004, compared
to $1.74 million for the 2003 period. During the June 2004 period, funding costs
flattened,  but  still  remained  lower  than  2003  with  the  average  rate on
interest-bearing liabilities decreasing from 2.39% in 2003 to 1.88% for the June
2004  period.  Time  deposit  costs  constituted  the majority of this change by
declining 56 basis points,  while  checking and savings  deposit costs dropped 8
basis points. While average FHLB and other advances increased $8.46 million, the
cost of these funds declined 36 basis points.


<PAGE>



The  following  table  illustrates  average  balances of total  interest-earning
assets and total interest-bearing liabilities for the periods indicated, showing
the average  distribution of assets,  liabilities,  stockholders' equity and the
related income, expense and corresponding weighted average yields and costs. The
average balances used in these tables and other statistical data were calculated
using daily averages.

<TABLE>

                                   Average Balances, Income and Expenses, Yields and Rates

                                                                         Six Months Ended June 30,
                                           ------------------------------------------------------------------------------------
                                                2004                                       2003
                                           -----------------------------------------  -----------------------------------------
                                              Average        Income/       Yield/        Average        Income/       Yield/
(In Thousands)                                Balance        Expense        Rate         Balance        Expense        Rate
                                           -------------   -----------  -----------    -----------    -----------  -----------
<S> <C>

Assets:
       Securities (1)                      $     39,508   $        801        4.05%   $     43,664   $        883        4.04%
       Loans (net of unearned income):
             Real estate mortgage                77,957          2,236        5.74%         69,037          2,209        6.40%
             Commercial                          54,102          1,568        5.80%         37,020          1,209        6.53%
             Home equity lines                   15,553            341        4.39%         13,428            314        4.68%
             Consumer                             2,527            113        8.94%          2,568            124        9.66%
                                             -----------    -----------                 -----------    -----------
                  Total loans                   150,139          4,258        5.67%        122,053          3,856        6.32%
       Interest-bearing deposits
             in other banks                       2,017              9        0.89%          2,715             13        0.96%
                                             -----------    -----------                 -----------    -----------
                  Total earning assets          191,664          5,068        5.29%        168,432          4,752        5.64%
                                             -----------    -----------                 -----------    -----------
       Less: allowance for loan losses           (2,093)                                    (1,684)
       Total nonearning assets                   17,218                                     14,775
                                             -----------                                -----------
       Total assets                        $    206,789                               $    181,523
                                             ===========                                ===========

Liabilities
       Interest-bearing deposits:
             Checking and savings          $     70,322   $        216        0.61%   $     57,384   $        198        0.69%
             Time deposits                       81,594          1,223        3.00%         84,453          1,504        3.56%
                                             -----------    -----------                 -----------    -----------

                  Total interest-bearing
                  deposits                      151,916          1,439        1.89%        141,837          1,702        2.40%

       FHLB/other advances                       12,138            107        1.76%          3,680             39        2.12%
                                             -----------    -----------                 -----------    -----------
                  Total interest-bearing
                  liabilities                   164,054          1,546        1.88%        145,517          1,741        2.39%
                                                            -----------                                -----------
       Non-interest bearing liabilities:
             Demand deposits                     21,024                                     16,471
             Other liabilities                      457                                        799
                                             -----------                                -----------

       Total liabilities                        185,535                                    162,787
       Stockholders' equity                      21,254                                     18,736
                                             -----------                                -----------

       Total liabilities and stockholders'
             equity                        $    206,789                               $    181,523
                                             ===========                                ===========

       Net interest income (1)                            $      3,522                               $      3,011
                                                            ===========                                ===========

       Interest rate spread (1)(2)(3)                                         3.41%                                      3.25%
       Net interest margin (1)(4)                                             3.68%                                      3.58%

(1)      Tax equivalent  basis.  The tax equivalent  adjustment to net interest
         income was $37,000 and $30,000 for the six months ended June 30, 2004
         and 2003, respectively.
(2)      Yield and rate percentages are all computed through the annualization
         of interest income and expense divided by average daily balances based
         on amortized costs.
(3)      Interest rate spread is the average yield earned on earning assets less
         the average rate incurred on interest-bearing liabilities.
(4)      Net interest margin is derived by dividing net interest income by
         average total earning assets.

</TABLE>

<PAGE>

Noninterest Income

Noninterest  income was $459,200 during the three months ended June 30, 2004, as
compared to $506,200 for the same period in 2003.  Included in 2003  noninterest
income is $96,300 of gains on sales of investment  securities.  Excluding  these
gains,  noninterest  income  increased  12.0% over the 2003 amount.  For the six
months  ended June 30,  2004,  noninterest  income  increased  8.4% to $978,300,
compared to $902,900 for the 2003 six month  period,  resulting  primarily  from
deposit account growth during the period.

Provision for Loan Losses

Provision for loan losses was $104,700 for the three months ended June 30, 2004,
as compared to $95,100 for the same period of 2003, while the provision for loan
losses  for the six  months  ended  June 30,  2004 and  2003  was  $209,400  and
$190,200,  respectively. See Asset Quality for additional discussion relating to
the allowance for loan losses.

Noninterest Expense

Noninterest  expenses  were $1.29  million for the three  months  ended June 30,
2004, as compared to $1.16 million during the same period of 2003,  representing
an  increase  of  11.9%.  For the six  months  ended  June 30,  2004  and  2003,
noninterest   expense  was  $2.57  million  and  $2.28  million,   respectively,
representing a 12.7%  increase.  Increased  employee  compensation  and benefits
expense  constituted the majority of these increases which has resulted from the
strong growth experienced by the Company.  Other costs associated with upgrading
the Company's  information  systems,  deposit and loan growth and regulatory and
compliance costs also impacted noninterest expense during the periods.

Financial Condition

During the six months ended June 30, 2004,  the  Company's  assets  increased by
$22.8 million from $196.6 million at December 31, 2003 to $219.4 million at June
30, 2004. Net loans  represented the majority of this growth with an increase of
$18.4 million while investment  securities  remained  relatively flat during the
period. Favorable market conditions continued to benefit loan volumes and excess
liquidity generated by strong deposit growth was used to reduce FHLB advances as
opposed to purchasing investments.

Deposits  increased  $27.5 million to $186.4 million during the six months ended
June 30, 2004. Increases in interest-bearing  demand and savings deposit account
balances  of  $11.7  million  represented  the  majority  of this  growth  while
noninterest-bearing demand deposits and time deposits increased $5.6 million and
$10.2 million,  respectively.  This growth resulted from  aggressive  strategies
instituted  by the  Company to grow bank  assets  during the first six months of
2004, enabling the Company to fund loan demand and pay down $5.1 million in FHLB
advances during the period.

Stockholders'  equity was $20.8  million  at June 30,  2004,  compared  to $20.2
million at December 31, 2003.  Comprehensive  income of $783,500  offset  common
stock dividends of $206,200 ($0.10 per share) during the period.

During July 2004, the Company declared a $0.06 per share quarterly cash dividend
on its common stock payable on August 2, 2004 to  shareholders of record on July
26, 2004.


<PAGE>


Asset Quality

Loans are placed on nonaccrual  status when, in the judgment of management,  the
probability  of  interest  collection  is deemed to be  insufficient  to warrant
further  accrual or the loan  reaches  90 days  delinquent  whereby  the loan no
longer accrues interest.

Total  nonperforming  assets,  which consist of nonaccrual  loans and foreclosed
properties,  adjusted  for  estimated  losses upon sale and the related  selling
expenses and holding costs, were $791,000 at June 30, 2004, compared to $552,000
at  December  31,  2003.  As to  nonaccrual  loans  existing  at June 30,  2004,
approximately  $10,000 of interest income would have been recognized  during the
six months then ended if interest thereon had accrued. At December 31, 2003, the
Company  had one  impaired  loan with a balance  of  $126,000.  During the first
quarter of 2004, the  outstanding  principal,  interest and late fees related to
this loan were paid in full through the sale of existing collateral. The Company
has not  identified  any  other  loans  deemed  impaired  under  the  guidelines
established  by SFAS No. 114,  Accounting by Creditors for Impairment of a Loan,
as amended by SFAS No. 118,  Accounting by Creditors for  Impairment of a Loan -
Income Recognition and Disclosures.

At June 30, 2004, all loans 60 days or more delinquent,  including nonperforming
loans,  totaled $927,000.  In addition,  other performing  loans,  totaling $2.8
million,  existed that were current,  but had other  potential  weaknesses  that
management considers to warrant additional  monitoring.  Loans in this category,
along with the delinquent loans, are subject to constant  management  attention,
and their status is reviewed on a regular basis.

The  following  table details  information  concerning  nonaccrual  and past due
loans, as well as foreclosed assets.

<TABLE>

                                                     Nonperforming Assets


                                                                                     June 30,                December 31,
(In Thousands)                                                                       2004                        2003
                                                                            ------------------------   -------------------------
<S> <C>

Nonaccrual loans:
       Commercial                                                              $                305     $                   126
       Real estate mortgage                                                                     331                         321
       Home equity lines of credit                                                               77                          28
       Consumer                                                                                  78                          77
                                                                                 -------------------       ---------------------

       Total nonaccrual loans                                                                   791                         552
Other real estate owned                                                                         -                           -
                                                                                 -------------------       ---------------------

       Total nonperforming assets                                              $                791     $                   552
                                                                                 ===================       =====================

Loans past due 90 or more days
       accruing interest                                                                        -                           -
Allowance for loan losses to
       nonaccrual loans                                                                     280.28%                     362.68%
Nonperforming assets to period end
       loans and other real estate owned                                                      0.49%                       0.39%

</TABLE>

<PAGE>



Set forth  below is a table  detailing  the  allowance  for loan  losses for the
periods indicated.

<TABLE>

                                                   Allowance for Loan Losses


                                                                                           Six Months Ended June 30,
                                                                                 -----------------------------------------------
(In Thousands)                                                                          2004                       2003
                                                                                 -------------------       ---------------------
<S> <C>

Balance, beginning of period                                                   $              2,002     $                 1,603
Loans charged off:
       Commercial                                                                                (5)                       -
       Real estate mortgage                                                                    -                             (4)
       Consumer                                                                                  (6)                        (12)
                                                                                 -------------------       ---------------------

       Total loans charged-off                                                                  (11)                        (16)
                                                                                 -------------------       ---------------------

Recoveries:
       Commercial                                                                                 5                        -
       Real estate mortgage                                                                    -                           -
       Consumer                                                                                  11                           4
                                                                                 -------------------       ---------------------

       Total recoveries                                                                          16                           4
                                                                                 -------------------       ---------------------

Net recoveries (charge-offs)                                                                      5                         (12)
Provision for loan losses                                                                       210                         190
                                                                                 -------------------       ---------------------

Balance, end of period                                                         $              2,217     $                 1,781
                                                                                 ===================       =====================

Allowance for loan losses to loans
       outstanding at end of period                                                           1.38%                       1.38%

Allowance for loan losses to nonaccrual
       loans outstanding at end of period                                                   280.28%                     242.97%

Net recoveries (charge-offs) to average loans
       outstanding during period                                                              0.00%                      -0.01%

</TABLE>

<PAGE>

Liquidity and Capital Resources

Liquidity   represents  the  Company's   ability  to  meet  present  and  future
obligations  through the sale and maturity of existing assets or the acquisition
of additional funds through  liability  management.  Liquid assets include cash,
interest-bearing  deposits with banks,  federal  funds sold,  available-for-sale
investments  and  investments  and loans maturing within one year. The Company's
ability to obtain deposits and purchase funds at favorable rates  determines its
liability liquidity.

At June  30,  2004,  the  Company  had  outstanding  loan  and  line  of  credit
commitments  of $38.0 million.  Scheduled  maturities of certificate of deposits
during the twelve  months  following  June 30, 2004  amounted to $48.6  million.
Historically,  the Company has been able to retain a  significant  amount of its
deposits  as they  mature.  As a result of the  Company's  management  of liquid
assets  and  the  ability  to  generate  liquidity  through  liability  funding,
management  believes  that  the  Company  maintains  overall  liquidity  that is
sufficient  to satisfy  its  depositors'  requirements  and meet its  customers'
credit needs.

Total cash and cash equivalents increased $2.23 million for the six months ended
June 30, 2004,  compared to a decrease of $722,300 for the six months ended June
30,  2003.  Net cash from  operating  activities  was $1.66  million for the six
months ended June 30, 2004,  compared to $1.26 million during the same period of
2003. This increase reflects the earnings growth  experienced during the quarter
and other fluctuations in normal operating activities.

Net cash used for investing  activities was $21.60 million during the six months
ended June 30, 2004, compared to net cash used for investing activities of $7.80
million for the six months  ended June 30,  2003.  Loan growth  constituted  the
majority of the difference,  while  investment  activity also increased over the
prior year.

Net cash from  financing  activities was $22.17 million for the six months ended
June 30, 2004,  compared to net cash from financing  activities of $5.81 million
for the six  months  ended  June 30,  2003.  While  repayment  of FHLB  advances
negatively  impacted cash flows from financing  activities,  deposit growth more
than offset the effects of these payoffs.

The Company is subject to various regulatory capital  requirements  administered
by the federal banking  agencies.  Failure to meet minimum capital  requirements
can initiate certain mandatory and possibly additional  discretionary actions by
regulators  that,  if  undertaken,  could have a direct  material  effect on the
Company's  financial  statements.  Under  capital  adequacy  guidelines  and the
regulatory  framework for prompt corrective  action, the Company and its banking
subsidiary  must meet  specific  capital  guidelines  that involve  quantitative
measures  of  assets,  liabilities,   and  certain  off-balance-sheet  items  as
calculated  under  regulatory   accounting  practices.   Additionally,   certain
restrictions  exist on dividends  paid and loans or advances made by the Bank to
the  Company.  The  total  amount of  dividends  that may be paid at any date is
generally  limited to the retained earnings for the Bank, and loans and advances
are limited to 10 percent of the Bank's  capital and surplus on a secured basis.
The Bank did not pay  dividends to the Company  during the six months ended June
30, 2004 and 2003. At June 30, 2004, the Bank's retained earnings  available for
the  payment  of  dividends   was  $4.3   million.   The  capital   amounts  and
classification are also subject to qualitative judgments by the regulators about
components, risk weightings, and other factors.

Quantitative  measures  established  by  regulation to ensure  capital  adequacy
require the Company and its banking  subsidiary to maintain  minimum amounts and
ratios  of  total  and  Tier  I  capital  (as  defined  in the  regulations)  to
risk-weighted assets (as defined), and of Tier I capital (as defined) to average
assets (as defined).  At June 30, 2004,  the Company meets all capital  adequacy
requirements to which it is subject.


<PAGE>



The  following  table  details the  components  of Tier 1 and Tier 2 capital and
related ratios at June 30, 2004 and December 31, 2003.

<TABLE>

                                          Analysis of Capital

                                                                     June 30,            December 31,
(In Thousands)                                                         2004                 2003
                                                                 ------------------  -------------------
<S> <C>

Tier 1 Capital:
       Common stock                                               $            681     $            680
       Additional paid-in capital                                            8,169                8,165
       Retained earnings                                                    11,546               10,595
       Accumulated other comprehensive income                                  388                  761
                                                                    ---------------      ---------------
             Total capital (GAAP)                                           20,784               20,201
       Less: Intangibles                                                      (557)                (588)
       Net unrealized gain on debt and equity securities                      (388)                (761)
                                                                    ---------------      ---------------
             Total Tier 1 capital                                           19,839               18,852


Tier 2 Capital:
       Allowable allowances for loan losses                                  1,818                1,597
       Net unrealized gains on equity securities                               132                  205
                                                                    ---------------      ---------------
             Total Tier 2 capital                                 $         21,789     $         20,654
                                                                    ===============      ===============

Risk-weighted assets                                              $        148,571     $        131,213

Capital Ratios (1):
       Tier 1 risk-based capital ratio                                      13.35%               14.37%
       Total risk-based capital ratio                                       14.67%               15.74%
       Tier 1 capital to average adjusted
             total assets                                                    9.62%               10.15%

</TABLE>


Interest Sensitivity

An  important  element  of both  earnings  performance  and the  maintenance  of
sufficient  liquidity is proper management of the interest  sensitivity gap. The
interest sensitivity gap is the difference between interest sensitive assets and
interest sensitive  liabilities at a specific time interval. A gap is considered
positive when the amount of interest rate sensitive assets exceeds the amount of
interest rate sensitive liabilities,  and is considered negative when the amount
of interest  rate  sensitive  liabilities  exceeds  the amount of interest  rate
sensitive  assets  during a given period.  Generally,  during a period of rising
interest rates, a negative gap within shorter  maturities would adversely affect
the net interest  income,  while a positive gap within shorter  maturities would
result in an increase in net  interest  income.  Conversely,  during a period of
falling interest rates, a negative gap within shorter maturities would result in
an  increase  in net  interest  income,  while a  positive  gap  within  shorter
maturities would have the opposite effect.  This gap can be managed by repricing
assets or liabilities,  by selling investments  available for sale, by replacing
assets or liabilities at maturity,  or by adjusting the interest rate during the
life of an asset or  liability.  Matching  amounts  of  assets  and  liabilities
maturing in the same time interval  helps hedge the risk and minimize the impact
on net interest income in periods of rising or falling interest rates.


<PAGE>


The Company  determines the overall  magnitude of interest  sensitivity risk and
then formulates policies governing asset generation and pricing, funding sources
and  pricing,  and  off-balance-sheet  commitments  in order to reduce  interest
sensitivity  risk. These decisions are based on management's  outlook  regarding
future interest rate movements, the state of the local and national economy, and
other financial and business risk factors.

The following table presents the Company's interest sensitivity position at June
30, 2004 based on the  repricing  or maturity of interest  sensitive  assets and
liabilities,  whichever is shorter. This one-day position,  which continually is
changing,  is not necessarily  indicative of the Company's position at any other
time.

<TABLE>

                                                            Interest Sensitivity Analysis

                                                                                  June 30, 2004
                                            -----------------------------------------------------------------------------------
                                                Within          91-365         1 to 5          Over
(In Thousands)                                 90 Days          Days           Years           5 Years           Total
                                            ------------   -------------  ----------------  --------------  ------------------
<S> <C>

Interest-Earning Assets:
       Loans (1)                            $    40,108    $     24,481   $        74,200   $     22,047    $         160,836
       Securities                                 1,004           2,012            29,867          7,825               40,708
       Money market and other
           short term securities                  2,932            -                 -              -                   2,932
       Other earning assets                        -              3,212              -              -                   3,212
                                            ------------   -------------  ----------------  --------------  ------------------

       Total earning assets                 $    44,044    $     29,705   $       104,067   $     29,872    $         207,688
                                            ============   =============  ================  ==============  ==================
       Cumulative earning assets            $    44,044    $     73,749   $       177,816   $    207,688    $         207,688
                                            ============   =============  ================  ==============  ==================


Interest-Bearing Liabilities:
       Money market savings                 $    25,411    $       -      $          -      $       -       $          25,411
       Interest checking (2)                       -               -               26,169           -                  26,169
       Savings (2)                                  335           1,056            22,538           -                  23,929
       Certificates of deposit                   11,609          36,943            37,096          1,032               86,680
       FHLB advances                              6,100            -                5,000            650               11,750
                                            ------------   -------------  ----------------  --------------  ------------------

       Total interest-bearing liabilities   $    43,455    $     37,999   $        90,803   $      1,682    $         173,939
                                            ============   =============  ================  ==============  ==================
       Cumulative interest-bearing
         liabilities                             43,455          81,454           172,257        173,939              173,939
                                            ============   =============  ================  ==============  ==================

       Period gap                           $       589    $     (8,294)  $        13,264   $     28,190    $          33,749
       Cumulative gap                       $       589    $     (7,705)  $         5,559   $     33,749    $          33,749
       Ratio of cumulative interest-
         earning assets to interest-
         bearing liabilities                     101.36%          90.54%           103.23%        119.40%              119.40%
       Ratio of cumulative gap to total
           earning assets                          0.28%          (3.71%)            2.68%         16.25%               16.25%



(1) Includes nonaccrual loans of $791,000, which are included in the 91-365 days
    and 1 to 5 years categories.
(2) Management has determined that interest checking and savings accounts are
    not sensitive to changes in related market rates and, therefore, they are
    placed in the 1 to 5 years category.

</TABLE>

<PAGE>


Item 3 - Controls and Procedures

Under the supervision and with the  participation  of our management,  including
our  principal  executive  officer  and  principal  financial  officer,  we have
evaluated  the  effectiveness  of the design  and  operation  of our  disclosure
controls and procedures as of the end of the year. Based on that evaluation, our
principal  executive officer and principal financial officer have concluded that
these controls and procedures are effective.  There were no significant  changes
in our internal  controls or in other  factors that could  significantly  affect
these controls subsequent to the date of their evaluation.

Disclosure  controls and procedures are our controls and other  procedures  that
are  designed to ensure that  information  required to be disclosed by us in the
reports  that we file or  submit  under  the  Exchange  Act is  accumulated  and
communicated to our management,  including our principal  executive  officer and
principal financial officer, as appropriate, to allow timely decisions regarding
required disclosure.


<PAGE>



                           PART II - OTHER INFORMATION

Item 1 - Legal Proceedings

In the  ordinary  course of its  operations,  the  Company is a party to various
legal  proceedings.  Based  upon  information  currently  available,  management
believes that such legal proceedings, in the aggregate, will not have a material
adverse effect on the business, financial condition, or results of operations of
the Company.

Item 2 - Changes in Securities

None.

Item 3 - Defaults Upon Senior Securities

Not applicable.

Item 4 - Submission of Matters to a Vote of Stockholders

None.

Item 5 - Other Information

None.

Item 6 - Exhibits and Reports on Form 8-K

(a) Certifications pursuant to subsections 302 and 906 of the Sarbanes-Oxley Act
    of 2002.
(b) Form 8-K was filed during July 2004 relative to the Company's June
    30, 2004 earnings release dated July 20, 2004.


<PAGE>



                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following  persons on behalf of the  Registrant and
in the capacities and on the dates indicated.


/s/ Scott C. Harvard                                            August 12, 2004
-------------------------------------------------------------------------------
Scott C. Harvard
President and
Chief Executive Officer

/s/ Steven M. Belote                                            August 12, 2004
-------------------------------------------------------------------------------
Steven M. Belote
Vice President and
Chief Financial Officer


<PAGE>



                                                                   Exhibit 31.1

                                 CERTIFICATIONS


I, Scott C. Harvard, certify that:

      1. I have reviewed this quarterly report on Form 10-QSB of Shore Financial
Corporation;

      2. Based on my knowledge, this 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 report;

      3. Based on my knowledge, the financial statements, and other financial
information included in this 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 report;

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

             (a) designed such disclosure controls and procedures, or caused
        such disclosure controls and procedures to be designed under our
        supervision, 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 report is being prepared;

             (b) evaluated the effectiveness of the registrant's disclosure
        controls and procedures and presented in this report our conclusions
        about the effectiveness of the disclosure controls and procedures, as of
        the end of the period covered by this report based on such evaluation;
        and

             (c) disclosed in this report any change in the registrant's
        internal control over financial reporting that occurred during the
        registrant's most recent fiscal quarter (the registrant's fourth fiscal
        quarter in the case of an annual report) that has materially affected,
        or is reasonably likely to materially affect, the registrant's internal
        control over financial reporting; and

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

             (a) all significant deficiencies and material weaknesses in the
        design or operation of internal control over financial reporting which
        are reasonably likely to adversely affect the registrant's ability to
        record, process, summarize and report financial information; and

             (b) any fraud, whether or not material, that involves management or
        other employees who have a significant role in the registrant's internal
        control over financial reporting.


Date: August 12, 2004
                                          /s/ Scott C. Harvard
                                          -------------------------------------
                                          Scott C. Harvard
                                          President and Chief Executive Officer

<PAGE>



                                                                   Exhibit 31.2

                                 CERTIFICATIONS


I, Steven M. Belote, certify that:

      1. I have reviewed this quarterly report on Form 10-QSB of Shore Financial
Corporation;

      2. Based on my knowledge, this 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 report;

      3. Based on my knowledge, the financial statements, and other financial
information included in this 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 report;

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

             (a) designed such disclosure controls and procedures, or caused
        such disclosure controls and procedures to be designed under our
        supervision, 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 report is being prepared;

             (b) evaluated the effectiveness of the registrant's disclosure
        controls and procedures and presented in this report our conclusions
        about the effectiveness of the disclosure controls and procedures, as of
        the end of the period covered by this report based on such evaluation;
        and

             (c) disclosed in this report any change in the registrant's
        internal control over financial reporting that occurred during the
        registrant's most recent fiscal quarter (the registrant's fourth fiscal
        quarter in the case of an annual report) that has materially affected,
        or is reasonably likely to materially affect, the registrant's internal
        control over financial reporting; and

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

             (a) all significant deficiencies and material weaknesses in the
        design or operation of internal control over financial reporting which
        are reasonably likely to adversely affect the registrant's ability to
        record, process, summarize and report financial information; and

             (b) any fraud, whether or not material, that involves management or
        other employees who have a significant role in the registrant's internal
        control over financial reporting.


Date: August 12, 2004
                                     /s/ Steven M. Belote
                                     ------------------------------------------
                                     Steven M. Belote
                                     Chief Financial Officer and Vice President

<PAGE>




                                                                   Exhibit 32.1



                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


         In connection with the Quarterly Report of Shore Financial Corporation
(the "Company") on Form 10-QSB for the year three months ended June 30, 2004 as
filed with the Securities and Exchange Commission on the date hereof (the
"Report"), I, Scott C. Harvard, Chief Executive Officer of the Company, certify,
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, to the best of my knowledge, that:

         (1) The Report fully complies with the requirements of Section 13(a) or
15(d) of the Securities Exchange Act of 1934; and

         (2) The information contained in the Report fairly presents, in all
material respects, the financial condition and result of operations of the
Company.


                                          /s/ Scott C. Harvard
                                          -------------------------------------
                                          Scott C. Harvard
                                          President and Chief Executive Officer

Date:  August 12, 2004





This certificate accompanies this Annual Report on Form 10-K pursuant to Section
906 of the Sarbanes-Oxley Act of 2002 and will not be deemed "filed" by the
Company for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended.


<PAGE>


                                                                   Exhibit 32.1



                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


         In connection with the Quarterly Report of Shore Financial Corporation
(the "Company") on Form 10-QSB for the three months ended June 30, 2004 as filed
with the Securities and Exchange Commission on the date hereof (the "Report"),
I, Steven M. Belote, Chief Financial Officer of the Company, certify, pursuant
to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, to the best of my knowledge, that:

         (1) The Report fully complies with the requirements of Section 13(a) or
15(d) of the Securities Exchange Act of 1934; and

         (2) The information contained in the Report fairly presents, in all
material respects, the financial condition and result of operations of the
Company.


                                                        /s/ Steven M. Belote
                                                        -----------------------
                                                        Steven M. Belote
                                                        Chief Financial Officer

Date:  August 12, 2004





This certificate accompanies this Annual Report on Form 10-K pursuant to Section
906 of the Sarbanes-Oxley Act of 2002 and will not be deemed "filed" by the
Company for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended.