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 September 30, 2003

_______ 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 November 12, 2003:  1,706,867

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
                    September 30, 2003 and December 31, 2002

                    Consolidated Statements of Income for the Three and
                    Nine Months Ended September 30, 2003 and 2002

                    Consolidated Statement of Stockholders' Equity for the
                    Nine Months ended September 30, 2003

                    Consolidated Statements of Cash Flows for the Nine Months
                    Ended September 30, 2003 and 2002

                    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


                                                                      September 30,         December 31,
                                                                           2003                 2002
-----------------------------------------------------------------------------------------------------------

 <c>
                                                                       (Unaudited)
                             ASSETS


Cash (including interest - earning deposits of
     approximately $1,633,300 and $2,532,000, respectively)       $        6,966,800      $       7,534,900
Investment securities:
     Held-to-maturity (fair value of $3,009,400 and
        $5,069,500, respectively)                                          2,999,600              5,003,800
     Available-for-sale (amortized cost of $38,963,500 and
        $40,546,900, respectively)                                        40,279,400             41,490,900
     Federal Home Loan Bank stock, at cost                                   795,000                542,700
     Federal Reserve Bank stock, at cost                                     124,800                124,800
     Community Bankers' Bank stock, at cost                                   42,200                 21,100
Loans receivable, net                                                    130,815,400            116,809,800
Premises and equipment, net                                                4,371,600              3,472,200
Other assets                                                               4,995,000              4,993,100
                                                                  ------------------------------------------

                                                                  $      191,389,800      $     179,993,300
                                                                  ==========================================

              LIABILITIES AND STOCKHOLDERS' EQUITY

Deposits:
        Interest bearing                                          $      143,128,500      $     143,220,500
        Noninterest bearing                                               21,924,500             15,768,800
Advances from Federal Home Loan Bank                                       5,800,000              2,150,000
Other liabilities                                                            723,300                636,500
                                                                  ------------------------------------------
            Total liabilities                                            171,576,300            161,775,800
                                                                  ------------------------------------------

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; 1,703,367 and 1,695,817 shares
        issued and outstanding, respectively                                 562,100                559,600
     Additional capital                                                    2,719,500              2,654,500
     Retained earnings, substantially restricted                          15,688,000             14,394,200
     Accumulated other comprehensive income                                  843,900                609,200
                                                                  ------------------------------------------
            Total stockholders' equity                                    19,813,500             18,217,500
                                                                  ------------------------------------------

                                                                  $      191,389,800      $     179,993,300
                                                                  ==========================================

<PAGE>



                                  SHORE FINANCIAL CORPORATION AND SUBSIDIARIES
                                        Consolidated Statements of Income



                                             Three Months Ended September 30,    Nine Months Ended September 30,
                                            ----------------------------------  ----------------------------------
                                                  2003             2002               2003             2002
------------------------------------------------------------------------------------------------------------------

 <c>
Interest and dividend income
    Loans                                    $    1,966,000    $    1,965,200     $    5,821,900   $    5,843,900
    Investments
       Taxable interest                             354,300           326,300          1,070,800          971,900
       Tax-exempt interest                           20,600            28,900             77,400           97,300
       Dividends                                     50,700            56,500            143,200          140,500
                                             ---------------------------------  ----------------------------------
          Total interest and dividend income      2,391,600         2,376,900          7,113,300        7,053,600
                                             ---------------------------------  ----------------------------------

Interest expense
    Deposits                                        771,800           916,100          2,473,700        2,768,200
    FHLB advances                                    34,200            10,800             73,200           42,300
                                             ----------------------------------  ---------------------------------
       Total interest expense                       806,000           926,900          2,546,900        2,810,500
                                             ----------------------------------  ---------------------------------

Net interest income                               1,585,600         1,450,000          4,566,400        4,243,100

Provision for loan losses                            95,100            84,000            285,300          241,700
                                             ----------------------------------  ---------------------------------

Net interest income after
    provision for loan losses                     1,490,500         1,366,000          4,281,100        4,001,400
                                             ----------------------------------  ---------------------------------

Noninterest income
    Deposit account fees                            285,300           267,600            821,600          747,300
    Loan fees                                        24,200            41,300             84,300          104,600
    Commissions on investment brokerage sales        44,200             9,900            116,000           37,500
    Gains on sales of securities                    176,800            (2,800)           269,400           (2,800)
    Other                                            60,100            19,400            202,200           96,500
                                             ----------------------------------  ---------------------------------
       Total noninterest income                     590,600           335,400          1,493,500          983,100
                                             ----------------------------------  ---------------------------------

Noninterest expense
    Compensation and employee
       benefits                                     566,200           478,500          1,649,000        1,369,700
    Occupancy and equipment                         295,000           287,700            867,600          813,100
    Data processing                                 126,700           121,900            342,400          366,300
    Advertising                                      25,300            25,800             64,900           60,700
    Federal insurance premium                         6,300             5,700             18,700           17,200
    Other                                           186,800           124,700            545,900          397,600
                                             ----------------------------------  ---------------------------------
       Total noninterest expense                  1,206,300         1,044,300          3,488,500        3,024,600
                                             ----------------------------------  ---------------------------------

Income before income taxes                          874,800           657,100          2,286,100        1,959,900

Income taxes                                        281,900           212,300            737,600          629,300
                                             ----------------------------------  ---------------------------------

Net income                                   $      592,900    $      444,800     $    1,548,500   $    1,330,600
                                             ==================================  =================================

Cash Dividends Declared Per Share            $         0.05    $         0.04     $         0.15   $         0.10
                                             ==================================  =================================

Earnings Per Common Share:
       Basic                                 $         0.35    $         0.26     $         0.91   $         0.78
                                             ==================================  =================================

       Diluted                               $         0.34    $         0.26     $         0.90   $         0.78
                                             ==================================  =================================


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

<PAGE>

                                        SHORE FINANCIAL CORPORATION AND SUBSIDIARIES
                                       Consolidated Statement of Stockholders' Equity
                                            Nine Months Ended September 30, 2003


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

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

Balance, December 31, 2002          1,695,817    $  559,600    $  2,654,500    $ 14,394,200    $      609,200    $  18,217,500

Common stock cash dividend
    declared                             -             -               -           (254,700)             -            (254,700)

Exercise of stock options               7,550         2,500          65,000            -                 -              67,500

Comprehensive income                     -             -               -          1,548,500           234,700        1,783,200
                                    ----------  -------------------------------------------------------------------------------


Balance, September 30, 2003         1,703,367    $  562,100    $  2,719,500    $ 15,688,000    $      843,900    $  19,813,500
                                    ==========  ============  ==============  ==============  ================  ===============







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


<PAGE>

              SHORE FINANCIAL CORPORATION AND SUBSIDIARIES
                  Consolidated Statements of Cash Flows



                                                                        Nine Months Ended September 30,
                                                                      -----------------------------------
                                                                             2003              2002
---------------------------------------------------------------------------------------------------------

 <c>
Cash flows from operating activities
    Net income                                                          $   1,548,500     $   1,330,600
    Adjustments to reconcile to net cash
      provided by operating activities:
        Provision for loan losses                                             285,300           241,700
        Depreciation and amortization                                         311,300           257,100
        Amortization of premium and accretion
           of discount on securities, net                                      74,400            45,600
        (Gain) loss on sale of investment securities                         (269,400)            2,800
        (Gain) loss on disposal of fixed assets                                   600            (5,800)
        Gain on sale of repossessed assets                                       -               (3,200)
        Increase in cash surrender value of life ins                         (109,700)             -
        Changes in:
           Deferred loan fees                                                 (19,800)          (42,000)
           Other assets                                                       (91,300)         (179,000)
           Other liabilities                                                   86,800           137,600
                                                                      -----------------------------------
           Net cash provided by operating activities                        1,816,700         1,785,400
                                                                      -----------------------------------

Cash flows from investing activities
    Purchase of available-for-sale securities                              (4,069,900)       (7,889,100)
    Proceeds from maturities, sales and calls of
      available-for-sale securities                                         5,873,600         5,198,300
    Purchase of held-to-maturity securities                                      -           (5,990,300)
    Proceeds from maturities, prepayments and calls
      of held-to-maturity securities                                        2,000,000         2,000,000
    Purchase of Federal Home Loan Bank stock                                 (252,300)          (32,200)
    Purchase of Community Bankers' Bank stock                                 (21,100)          (21,100)
    Loan originations, net of repayments                                  (14,271,100)       (9,413,600)
    Purchase of premises and equipment                                     (1,170,500)         (999,300)
    Proceeds from sale of real estate owned, net of costs                        -               89,100
                                                                      ------------------------------------
           Net cash used by investing activities                          (11,911,300)      (17,058,200)
                                                                      ------------------------------------

<PAGE>

              SHORE FINANCIAL CORPORATION AND SUBSIDIARIES
                  Consolidated Statements of Cash Flows


                                                                        Nine Months Ended September 30,
                                                                      ------------------------------------
                                                                             2003             2002
----------------------------------------------------------------------------------------------------------

 <c>
Cash flows from financing activities
    Net increase in demand deposits                                     $  17,323,100     $  14,952,600
    Net increase (decrease) in time deposits                              (11,259,400)        5,837,900
    Proceeds from FHLB advances                                            33,600,000         8,600,000
    Repayments of FHLB advances                                           (29,950,000)       (8,650,000)
    Repurchase of common stock                                                   -              (48,300)
    Proceeds from exercise of stock options                                    67,500            25,000
    Payment of dividends on common stock                                     (254,700)         (169,400)
                                                                      ------------------------------------
           Net cash provided by financing activities                        9,526,500        20,547,800
                                                                      ------------------------------------

Increase (decrease) in cash and cash equivalents                             (568,100)        5,275,000

Cash and cash equivalents, beginning of period                              7,534,900         6,605,900
                                                                      ------------------------------------

Cash and cash equivalents, end of period                                $   6,966,800     $  11,880,900
                                                                      ====================================


Supplemental disclosure of cash flow information

    Cash paid during the period for interest                            $   2,551,000     $   2,805,000
    Cash paid during the period for income taxes                        $     690,000     $     725,000

Supplemental schedule of non-cash investing and
    financing activities

    Transfers from loans to real estate acquired
      through foreclosure                                               $        -        $      86,000


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 nine
month period ended  September  30, 2003 are not  necessarily  indicative  of the
results  that may be expected  for any other  interim  period or the entire year
ending  December 31,  2003.  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, 2002.

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 Bank became a Virginia chartered, Federal Reserve member, commercial bank on
March 31, 1998. Prior to that the Bank was a federally  chartered  savings 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
September 30, 2003 and 2002.

<TABLE>

                                           Three Months Ended September 30,Nine Months Ended September 30,
                                         ---------------------------------  --------------------------------
                                               2003             2002              2003             2002
                                         ---------------   ---------------  ---------------  ---------------

 <c>

Net income (numerator, basic and diluted)  $   592,900       $   444,800      $ 1,548,500      $ 1,330,600
Weighted average shares outstanding
(denominator)                                1,698,900         1,694,800        1,697,200        1,694,900
                                         ---------------   ---------------  ---------------  ---------------

Earnings per common share - basic          $      0.35       $      0.26      $      0.91      $      0.78
                                         ===============   ===============  ===============  ===============

Effect of dilutive securities:

Weighted average shares outstanding          1,698,900         1,694,800        1,697,200        1,694,900
Effect of stock options                         32,800            18,000           26,600           14,000
                                         ---------------   ---------------  ---------------  ---------------
Diluted average shares outstanding
(denominator)                                1,731,700         1,712,800        1,723,800        1,708,900
                                         ---------------   ---------------  ---------------  ---------------

Earnings per common share -
assuming dilution                          $      0.34       $      0.26      $      0.90      $      0.78
                                         ===============   ===============  ===============  ===============

</TABLE>


NOTE 4 - COMPREHENSIVE INCOME

Total  comprehensive  income consists of the following for the nine months ended
September 30, 2003 and 2002:

<TABLE>

                                                  Nine Months Ended September 30,
                                                 -----------------------------------
                                                       2003              2002
                                                 -----------------  ----------------

 <c>

Net income                                         $   1,548,500      $   1,330,600
Other comprehensive income                               234,700            286,800
                                                 -----------------  ----------------

Total comprehensive income                         $   1,783,200      $   1,617,400
                                                 =================  ================

</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 September 30, 2003 and 2002.

<TABLE>

                                                  Nine Months Ended September 30,
                                                 -----------------------------------
                                                       2003              2002
                                                 -----------------  ----------------

 <c>

Unrealized gains on
      available-for-sale securities:
Unrealized holding gains
      arising during the period                    $    662,400       $    442,200
Less: reclassification adjustment
      for (gain) loss included in income               (269,400)             2,800
                                                 -----------------  ----------------

Total other comprehensive income
     before tax effect                                  393,000            445,000

Tax effect                                             (158,300)          (158,200)
                                                 -----------------  ----------------

Net unrealized gain                                $    234,700       $    286,800
                                                 =================  ================

</TABLE>


NOTE 5 - SEGMENT INFORMATION

Segment  information  consists  of the  following  for  the  nine  months  ended
September 30, 2003 and 2002:

<TABLE>


                                                                                                     Elimination of
                                                                                                     Intersegment
(In thousands)                                    Virginia         Maryland           Other          Transactions         Total
                                                ------------     ------------      ------------    -----------------   ------------

 <c>

Net Interest Income:
     Nine months ended September 30, 2003         $   3,391        $     613         $   1,220       $       (658)       $   4,566
     Nine months ended September 30, 2002         $   3,080        $     549         $   1,168       $       (554)       $   4,243

Assets:
     September 30, 2003                           $ 150,225        $  38,775         $  53,219       $    (50,829)       $ 191,390
     December 31, 2002                            $ 140,389        $  39,060         $  56,774       $    (56,230)       $ 179,993

</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 2003 and 2002. 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
September 30, 2003 and 2002.

<TABLE>

                                                 Three Months Ended September 30,       Nine Months Ended September 30,
                                               -----------------------------------    ------------------------------------
                                                     2003               2002                2003               2002
                                               ----------------   ----------------    ----------------   ----------------

 <c>

(Dollars in thousands, except per share data)

Net income, as reported                          $    592,900       $    444,800        $  1,548,500       $  1,330,600
Deduct:
             Total stock-based employee
             compensation expense
             determined under fair value
             based method for all awards,
             net of related tax effects                  -                  -                (57,800)           (40,400)
                                               ----------------   ----------------    ----------------   ----------------

Pro forma net income                             $    592,900       $    444,800        $  1,490,700       $  1,290,200
                                               ================   ================    ================   ================

Earnings per share:

Basic - as reported                              $       0.35       $       0.26        $       0.91       $       0.78
                                               ================   ================    ================   ================
Basic - pro forma                                $       0.35       $       0.26        $       0.88       $       0.76
                                               ================   ================    ================   ================

Diluted - as reported                            $       0.34       $       0.26        $       0.90       $       0.78
                                               ================   ================    ================   ================
Diluted - pro forma                              $       0.34       $       0.26        $       0.86       $       0.75
                                               ================   ================    ================   ================

</TABLE>


NOTE 7 - SUBSEQUENT EVENT

During  October  2003,  the Company  declared a $0.05 per share  quarterly  cash
dividend on its common  stock  payable on November  7, 2003 to  shareholders  of
record on October 27, 2003.


<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  September  30,  2003 was  $592,900  as
compared  to  $444,800  in the  third  quarter  of  2002,  representing  a 33.3%
increase.  For the nine  months  ended  September  30, 2003 net income was $1.55
million as compared to $1.33 million for the same period of 2002, representing a
16.4%  increase.  Earnings  benefited  from strong loan growth and asset quality
during the quarter,  and earnings from the Bank's investment  subsidiary,  Shore
Investments Inc.,  continued to reach new highs.  Additionally,  improvements in
net interest  margin  through loan growth and reductions in funding costs during
the quarter  contributed to the Company's record earnings,  as well as growth in
core noninterest income and gains realized from sales of investment securities.

Net Interest Income

Net interest  income  increased 9.4% to $1.59 million for the three months ended
September 30, 2003, compared to $1.45 million for the same period in 2002, while
net interest  income  increased  7.6% to $4.57 million for the nine months ended
September  30, 2003,  compared to $4.24 million  during the September  2002 nine
month  period.  Although  earning  asset yields and funding  costs  continued to
decline,  the Company  benefited  from  earning  asset  growth,  resulting in an
increase  in net  interest  income.  As  news  of  margin  pressures  resonnates
throughout the industry,  the Company's net interest  margin  remained steady at
3.63% for the quarter and improved to 3.59% for the year.  This  represents a 26
basis point margin  improvement since January 2003 and illustrates the Company's
success  in  deploying  the  funds  received  from  its  December  2002  deposit
acquisition.

Average  earning assets  increased  $23.4 million during the September 2003 nine
month period as compared to the  September  2002  period,  a result of growth in
loans and  investment  securities.  Average loans  increased by $14.2 million to
$125.0  million  during the  September  2003 period as compared to the September
2002 period.  Real estate and home equity line  lending  continued to drive loan
growth,  increasing  $10.1  million  and  $3.1  million,   respectively,   while
commercial  lending  grew $1.7  million  for the  period.  Increases  in average
investment securities, primarly due to the deposit acquisition, also contributed
to net interest income growth.  Average investment securities increased by $10.6
million during the period as compared to the prior year.

Average  interest-bearing  deposits  increased  $18.9 million during the period,
primarily in checking and savings  accounts which  represented  $12.9 million of
the  growth.  Additionally,   the  Bank  experienced  29.1%  growth  in  average
noninterest-bearing  demand deposits which increased to $17.8 million during the
September  2003 period as compared to $13.8 million  during the  September  2002
period.   Management   continued  to  strategically  price  time  deposits  less
aggressively during the quarter due in part to the deposit acquistion,  but also
in order to achieve lower funding costs. Consequently, funding costs did decline
with any resulting liquidity  shortfalls being met through lower cost, overnight
borrowings with the Federal Home Loan Bank of Atlanta ("FHLB").  FHLB borrowings
averaged $5.1 million during the nine months ended September 30, 2003,  compared
to $1.4 million for the September 2002 period.

Interest and dividend income was $2.39 million and $7.11 million,  respectively,
for the three and nine month periods ended  September 30, 2003;  relatively flat
when compared to the prior year. The Company's net interest income  continued to
be impacted by market-driven  declines in loan and investment  yields,  although
signs of some leveling off has occurred during the last two quarters. During the
nine months ended  September  30,  2003,  investment  yields  decreased 89 basis
points as  compared  to the period  ended  September  2002,  while  loan  yields
declined 82 basis points during the same period. The year-to-date September 2003
investment  yields  represent an improvement  over comparable June 2003 reported
yields while loan yields remained flat when compared to the June 2003 period.

Interest  expense  decreased  13.0%  to  $806,000  for the  three  months  ended
September  30,  2003,  compared to $926,900  for the same period in 2002,  while
interest  expense for the nine months ended September 30, 2003 decreased 9.4% to
$2.55  million,  compared to $2.81 million for the same 2002 period.  During the
period, the average rate on interest-bearing liabilities decreased from 3.02% in
2002 to 2.32% for the  September  2003 period.  Time deposit  costs  declined 61
basis points, while checking and savings deposit costs dropped 48 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

                                                                   Nine Months Ended September 30,
                                          ---------------------------------------------------------------------------------
                                                            2003                                      2002
                                          ---------------------------------------     -------------------------------------
                                             Average       Income/      Yield/           Average       Income/      Yield/
(In Thousands)                               Balance       Expense       Rate            Balance       Expense       Rate
                                          ------------   -----------  -----------     ------------   -----------  ---------

 <c>

Assets:
       Securities (1)                       $  43,443      $  1,313        4.03%        $  32,872      $  1,212      4.92%
       Loans (net of unearned income):
             Real estate mortgage              69,458         3,279        6.29%           59,316         3,207      7.21%
             Commercial                        39,401         1,885        6.38%           37,704         1,994      7.05%
             Home equity lines                 13,547           472        4.65%           10,401           384      4.92%
             Consumer                           2,598           186        9.55%            3,374           259     10.24%
                                            ----------    -----------                 -------------  ------------
                 Total loans                  125,004         5,822        6.21%          110,795         5,844      7.03%
       Interest-bearing deposits
             in other banks                     2,662            18        0.90%            4,023            47      1.56%
                                            ----------    -----------                 -------------  ------------
                 Total earning assets         171,109         7,153        5.57%          147,690         7,103      6.41%
                                            ----------    -----------                 -------------  ------------
       Less: allowance for loan losses         (1,731)                                     (1,421)
       Total nonearning assets                 15,039                                       9,075
                                            ----------                                -------------
       Total assets                         $ 184,417                                   $ 155,344
                                            ==========                                =============

Liabilities
       Interest-bearing deposits:
             Checking and savings           $  58,859      $    283        0.64%        $  45,973      $    386      1.12%
             Time deposits                     82,681         2,191        3.53%           76,675         2,382      4.14%
                                            ----------    -----------                 -------------  ------------

                 Total interest-bearing
                 deposits                     141,540         2,474        2.33%          122,648         2,768      3.01%

       FHLB advances                            5,114            73        1.90%            1,435            42      3.90%
                                            ----------    -----------                 -------------  ------------
                 Total interest-bearing
                 liabilities                  146,654         2,547        2.32%          124,083         2,810      3.02%
                                                          -----------                                ------------
       Non-interest bearing liabilities:
             Demand deposits                   17,816                                      13,798
             Other liabilities                    846                                         613
                                            ----------                                -------------

       Total liabilities                      165,316                                     138,494
       Stockholders' equity                    19,101                                      16,850
                                            ----------                                -------------

       Total liabilities and stockholders'
             equity                         $ 184,417                                   $ 155,344
                                            ==========                                =============

       Net interest income (1)                          $      4,606                              $      4,293
                                                          ===========                               ===========

       Interest rate spread (1)(2)(3)                                      3.25%                                     3.39%
       Net interest margin (1)(4)                                          3.59%                                     3.88%



(1)      Tax equivalent  basis.  The tax equivalent  adjustment to net interest
         income was $40,000 and $50,000 for the nine months ended
         September 30, 2003 and 2002, 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 $590,600  during the three months  ended  September  30,
2003, as compared to $335,400 for the same period in 2002,  representing a 76.1%
increase.  For the nine months ended  September  30, 2003 and 2002,  noninterest
income  was $1.49  million  and  $983,100,  respectively,  representing  a 51.9%
increase.  Included in  noninterest  income for the three and nine months  ended
September  30,  2003  are net  gains  on sales of  securities  of  $176,800  and
$269,400, respectively, compared to a $2,800 loss for the two comparable periods
of 2002.  Excluding  these  amounts,  noninterest  income for the three and nine
month periods would have increased  22.4% and 24.2%,  respectively.  Increase in
the cash surrender  value of life  insurance and growth in both deposit  account
fees  and  commissions  earned  by  Shore  Investments  Inc.  continue  to drive
noninterest income growth.

Provision for Loan Losses

Provision  for loan losses was $95,100 for the three months ended  September 30,
2003,  as compared to $84,000 for the same period of 2002,  while the  provision
for loan  losses  for the nine  months  ended  September  30,  2003 and 2002 was
$285,300 and $241,700, respectively. See Asset Quality for additional discussion
relating to the allowance for loan losses.

Noninterest Expense

Noninterest expenses were $1.21 million for the three months ended September 30,
2003, as compared to $1.04 million during the same period of 2002,  representing
an increase  of 15.5%.  For the nine months  ended  September  30, 2003 and 2002
noninterest   expense  was  $3.49  million  and  $3.02  million,   respectively,
representing a 15.3%  increase.  Increased  employee  compensation  and benefits
expense  constituted  the majority of this  increase,  including a 24.0% rise in
health  insurance  costs over the 2002 nine month  period,  and  regulatory  and
compliance costs continue to impact earnings.  In spite of these increases,  the
Company's  expense  ratios  remain  strong  when  compared to peer  levels.  The
Company's  efficiency  ratio for the nine months  ended  September  30, 2003 was
59.2%, while its noninterest expense to asset ratio was 2.45%.


Financial Condition

During the nine months ended September 30, 2003, the Company's  assets increased
by $11.4 million from $180.0  million at December 31, 2002 to $191.4  million at
September  30, 2003.  Net loans grew $14.0  million  while cash and  investments
decreased $3.5 million during the period.  Strong loan  production  continued to
drive asset growth.  The Company used some proceeds from  investment  maturities
and sales to fund the loan growth,  creating the decline in cash and  investment
securities. The purchase of a branch building in Salisbury,  Maryland previously
leased and general  liquidity needs also contributed to the declines in cash and
investment securities.

<PAGE>


Deposit  balances  increased  to $165.1  million  during the nine  months  ended
September  30,  2003,  predominantly  in the  lower-costing  demand and  savings
deposit accounts.  Interest-bearing  demand and savings deposit account balances
increased $11.2 million and  noninterest-bearing  demand deposits increased $6.2
million,  while time deposits  decreased  $11.3 million during the period.  FHLB
advances  increased  during the period from $2.2 million at December 31, 2002 to
$5.8 million at September  30,  2003,  with the increase due to liquidity  needs
created by strong loan growth and only moderate net deposit growth. Of the total
FHLB advances, $5.0 million represent lower cost overnight borrowings.

Stockholders'  equity was $19.8 million at September 30, 2003, compared to $18.2
million at December 31, 2002. Comprehensive income of $1.8 million offset common
stock dividend payments of $254,700 ($0.15 per share).

During  October  2003,  the Company  declared a $0.05 per share  quarterly  cash
dividend on its common  stock  payable on November  7, 2003 to  shareholders  of
record on October 27, 2003.

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 $568,000 at September  30, 2003,  compared to
$879,000 at December 31, 2002. As to nonaccrual  loans existing at September 30,
2003, approximately $16,900 of interest income would have been recognized during
the nine  months then ended if interest  thereon  had  accrued.  During the nine
months ended  September  30,  2003,  a loan  totaling  $368,000,  identified  as
impaired at December 31, 2002 under the established accounting  guidelines,  was
brought current with the principal due being  significantly  reduced through the
sale of assets by the  borrower.  Subsequently,  the borrower was unable to meet
their  obligation  on  the  remaining  balance  and,  consequently,   filed  for
bankruptcy  protection.  Approximately  $125,000  in  principal  remains  due at
September 30, 2003 with sufficient  collateral  existing to satisfy this amount,
subject  to the  bankruptcy  proceedings.  Accordingly,  the Bank  continues  to
maintain the loan in  nonaccrual  status and  classify it as 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  September  30,  2003,  all  loans  60  days or  more  delinquent,  including
nonperforming loans, totaled $676,000. In addition, $809,000 of other performing
loans  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.


<PAGE>



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

<TABLE>

                                                     Nonperforming Assets


                                                                                 September 30,               December 31,
(In Thousands)                                                                       2003                        2002
                                                                            ------------------------   -------------------------

 <c>

Nonaccrual loans:
       Commercial                                                              $              125         $             -
       Real estate mortgage                                                                   326                        677
       Home equity lines of credit                                                             46                       -
       Consumer                                                                                71                        202
                                                                            ------------------------   -------------------------

       Total nonaccrual loans                                                                 568                        879
Other real estate owned                                                                      -                          -
                                                                            ------------------------   -------------------------

       Total nonperforming assets                                              $              568         $              879
                                                                            ========================   =========================

Loans past due 90 or more days
       accruing interest                                                                     -                          -
Allowance for loan losses to
       nonaccrual loans                                                                    330.28%                    182.37%
Nonperforming assets to period end
       loans and other real estate owned                                                     0.43%                      0.74%


</TABLE>


<PAGE>



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

<TABLE>

                                                   Allowance for Loan Losses


                                                                                        Nine Months Ended September 30,
                                                                                 -----------------------------------------------
(In Thousands)                                                                          2003                       2002
                                                                                 -------------------       ---------------------

 <c>

Balance, beginning of period                                                       $         1,603           $           1,326
Loans charged off:
       Commercial                                                                             -                           -
       Real estate mortgage                                                                     (4)                       -
       Consumer                                                                                (21)                        (40)
                                                                                 -------------------       ---------------------

       Total loans charged-off                                                                 (25)                        (40)
                                                                                 -------------------       ---------------------

Recoveries:
       Commercial                                                                             -                           -
       Real estate mortgage                                                                   -                           -
       Consumer                                                                                 13                          23
                                                                                 -------------------       ---------------------

       Total recoveries                                                                         13                          23
                                                                                 -------------------       ---------------------

Net recoveries (charge-offs)                                                                   (12)                        (17)
Provision for loan losses                                                                      285                         242
                                                                                 -------------------       ---------------------

Balance, end of period                                                             $         1,876           $           1,551
                                                                                 ===================       =====================

Allowance for loan losses to loans
       outstanding at end of period                                                           1.41%                       1.35%

Allowance for loan losses to nonaccrual
       loans outstanding at end of period                                                   330.28%                     771.64%

Net charge-offs to average loans
       outstanding during period                                                             (0.01%)                     (0.02%)

</TABLE>



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.

<PAGE>

At  September  30,  2003,  the Company had  outstanding  loan and line of credit
commitments  of $36.7 million.  Scheduled  maturities of certificate of deposits
during the twelve months following September 30, 2003 amounted to $39.7 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  decreased  $568,100  for the nine months ended
September 30, 2003, compared to an increase of $5.28 million for the nine months
ended  September 30, 2002.  Net cash provided by operating  activities was $1.82
million for the nine months ended September 30, 2003,  compared to $1.79 million
during the same period of 2002. This increase reflects  additional cash earnings
generated  during 2003 as compared to 2002,  partially  offset by noncash income
generated from  increases in cash  surrender  values of life insurance and other
fluctuations in normal operating activities.

Net cash used by investing  activities was $11.91 million during the nine months
ended September 30, 2003,  compared to net cash used by investing  activities of
$17.06  million for the nine months  ended  September  30, 2002.  Although  loan
growth was stronger  during the 2003 period,  deposit  growth  remained  flat as
compared to the growth  experienced  during the 2002  period,  resulting in less
excess liquidity for investment purposes.

Net cash provided by financing  activities was $9.53 million for the nine months
ended September 30, 2003, compared to net cash provided by financing  activities
of $20.55  million for the nine months ended  September  30, 2002.  The December
2002 deposit  acquisition  allowed the Company to minimize  time deposit  growth
through  less  aggressive  pricing   strategies.   Liquidity  generated  by  the
acquisition  provided  funding  for loan growth and other  investing  activities
during the quarter with shortfalls being covered through  investment  maturities
and low-cost borrowings from the FHLB.

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.
During the nine months  ended  September  30,  2002,  the Bank paid  $500,000 in
dividends to the Company to fund  operations,  pay shareholder  dividends and to
purchase real estate for the Company's planned  operations  center. The Bank did
not pay  dividends  to the Company  during the nine months ended  September  30,
2003.  At September 30, 2003,  the Bank's  retained  earnings  available for the
payment of dividends was $2.3 million.  The capital  amounts and  classification
are also subject to qualitative  judgments by the regulators  about  components,
risk weightings, and other factors.

<PAGE>

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  September  30,  2003,  the Company  meets all capital
adequacy requirements to which it is subject.

The following table details the components of Tier 1 and Tier 2 capital and
related ratios at September 30, 2003 and December 31, 2002.

<TABLE>

                                          Analysis of Capital

                                                                   September 30,        December 31,
(In Thousands)                                                         2003                 2002
                                                                 ------------------  -------------------

 <c>

Tier 1 Capital:
       Common stock                                               $            562     $            560
       Additional paid-in capital                                            2,720                2,654
       Retained earnings                                                    15,688               14,394
       Accumulated other comprehensive income                                  844                  609
                                                                 ------------------  -------------------
             Total capital (GAAP)                                           19,814               18,217
       Less: Intangibles                                                      (611)                (650)
       Net unrealized gain on debt and equity securities                      (844)                (609)
       Net unrealized losses on equity securities                             -                     (41)
                                                                 ------------------  -------------------
             Total Tier 1 capital                                           18,359               16,917


Tier 2 Capital:
       Allowable allowances for loan losses                                  1,521                1,366
       Net unrealized gains on equity securities                               133                    8
                                                                 ------------------  -------------------
             Total Tier 2 capital                                 $         20,013     $         18,291
                                                                 ==================  ===================

Risk-weighted assets                                              $        125,504     $        112,642

Capital Ratios (1):
       Tier 1 risk-based capital ratio                                      14.63%               15.02%
       Total risk-based capital ratio                                       15.95%               16.24%
       Tier 1 capital to average adjusted
             total assets                                                    9.99%               10.72%

</TABLE>


<PAGE>


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.

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
September  30, 2003 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.

<PAGE>

<TABLE>

                                                   Interest Sensitivity Analysis

                                                                                        September 30, 2003
                                                       ----------------------------------------------------------------------------
                                                           Within         91-365        1 to 5          Over
(In Thousands)                                             90 Days         Days          Years         5 Years           Total
                                                       --------------  -------------  -----------  --------------  ----------------

 <c>

Interest-Earning Assets:
       Loans (1)                                        $     31,979     $   13,247    $  63,878    $     23,587    $      132,691
       Securities                                              5,009          3,074       30,193           5,965            44,241
       Money market and other
           short term securities                               1,633           -            -               -                1,633
       Bank-Owned Life Insurance                                -             3,110         -               -                3,110
                                                       --------------  -------------  -----------  --------------  ----------------

       Total earning assets                             $     38,621    $    19,431    $  94,071    $     29,552    $      181,675
                                                       ==============  =============  ===========  ==============  ================
       Cumulative earning assets                        $     38,621    $    58,052    $ 152,123    $    181,675    $      181,675
                                                       ==============  =============  ===========  ==============  ================


Interest-Bearing Liabilities:
       Money market savings                             $     18,094    $      -       $    -       $       -       $       18,094
       Interest checking (2)                                    -              -          24,600            -               24,600
       Savings (2)                                               334          1,632       20,136            -               22,102
       Certificates of deposit                                15,849         23,807       36,988           1,689            78,333
       FHLB advances                                           5,100           -            -                700             5,800
                                                       --------------  -------------  -----------  --------------  ----------------

       Total interest-bearing liabilities               $     39,377    $    25,439    $  81,724    $      2,389    $      148,929
                                                       ==============  =============  ===========  ==============  ================
       Cumulative interest-bearing liabilities                39,377         64,816      146,540         148,929           148,929
                                                       ==============  =============  ===========  ==============  ================

       Period gap                                       $       (756)   $    (6,008)   $  12,347    $     27,163    $        32,746
       Cumulative gap                                   $       (756)   $    (6,764)   $   5,583    $     32,746    $        32,746
       Ratio of cumulative interest-earning
           assets to interest-bearing liabilities             98.08%         89.56%      103.81%         121.99%            121.99%
       Ratio of cumulative gap to total
           earning assets                                     (0.42%)        (3.72%)       3.07%          18.02%             18.02%



(1)  Includes nonaccrual loans of $568,000, which are included in the 1 to 5
     years category.
(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>


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  within 90 days of the filing  date of this  quarterly
report. 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  October 2003  relative to the Company's
         September  30, 2003  earnings  release dated October 21, 2003.


<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                                          November 13, 2003
--------------------------------------------------------------
Scott C. Harvard
President and
Chief Executive Officer

/s/ Steven M. Belote                                          November 13, 2003
--------------------------------------------------------------
Steven M. Belote
Vice President and
Chief Financial Officer



<PAGE>



Pursuant to ss. 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. ss. 1350)

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  quarterly  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
quarterly report;

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

         4. The registrant's other certifying officers 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 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 quarterly 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 quarterly report (the "Evaluation Date"); and

                  (c) presented in this quarterly  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  officers 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 functions):

                  (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  officers and I have indicated in
this quarterly 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: November 13, 2003
                                                       /s/ Scott C. Harvard
                                                       -----------------------
                                                          President and CEO



<PAGE>



Pursuant to ss. 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. ss. 1350)


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  quarterly  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
quarterly report;

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

         4. The registrant's other certifying officers 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 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 quarterly 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 quarterly report (the "Evaluation Date"); and

                  (c) presented in this quarterly  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  officers 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 functions):

                  (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  officers and I have indicated in
this quarterly 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: November 13, 2003
                                                       /s/ Steven M. Belote
                                                       ------------------------
                                                        CFO and Vice President



<PAGE>



   Pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. ss. 1350)

The undersigned,  as the chief executive officer of Shore Financial Corporation,
certifies to the best of his knowledge  and belief that the Quarterly  Report on
Form 10-QSB for the period ended  September  30, 2003,  which  accompanies  this
certification fully complies with the requirements of Section 13(a) or 15(d), as
applicable, of the Securities Exchange Act of 1934 and the information contained
in the periodic report fairly presents, in all material respects,  the financial
condition and results of operations of Shore Financial  Corporation at the dates
and for the periods indicated.  The foregoing  certification is made pursuant to
ss. 906 of the  Sarbanes-Oxley Act of 2002 (18 U.S.C. ss. 1350) and no purchaser
or seller of  securities  or any other person shall be entitled to rely upon the
foregoing certification for any purpose. The undersigned expressly disclaims any
obligation to update the foregoing certification except as required by law.


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



<PAGE>



   Pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. ss. 1350)

The undersigned,  as the chief financial officer of Shore Financial Corporation,
certifies to the best of his knowledge  and belief that the Quarterly  Report on
Form 10-QSB for the period ended  September  30, 2003,  which  accompanies  this
certification fully complies with the requirements of Section 13(a) or 15(d), as
applicable, of the Securities Exchange Act of 1934 and the information contained
in the periodic report fairly presents, in all material respects,  the financial
condition and results of operations of Shore Financial  Corporation at the dates
and for the periods indicated.  The foregoing  certification is made pursuant to
ss. 906 of the  Sarbanes-Oxley Act of 2002 (18 U.S.C. ss. 1350) and no purchaser
or seller of  securities  or any other person shall be entitled to rely upon the
foregoing certification for any purpose. The undersigned expressly disclaims any
obligation to update the foregoing certification except as required by law.



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