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, 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 November 12, 2004:  2,062,804

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, 2004 and December 31, 2003

                        Consolidated Statements of Income for the Three and
                        Nine Months Ended September 30, 2004 and 2003

                        Consolidated Statements of Cash Flows for the Nine
                        Months Ended September 30, 2004 and 2003

                        Consolidated Statement of Stockholders' Equity for the
                        Nine Months Ended September 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


                                                                           September 30,          December 31,
                                                                               2004                   2003
-------------------------------------------------------------------------------------------------------------------
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                           (Unaudited)
                               ASSETS


Cash (including interest - earning deposits of
     approximately $1,063,700 and $1,424,100, respectively)           $          6,505,400     $         5,793,800
Investment securities:
     Held-to-maturity (fair value of $0 and
         $0, respectively)                                                            -                       -
     Available-for-sale (amortized cost of $37,702,600 and
         $38,354,800, respectively)                                             38,566,600              39,579,800
     Other investments, at cost                                                  1,141,600               1,031,200
Loans receivable, net                                                          168,479,000             140,206,600
Premises and equipment, net                                                      7,413,500               4,986,900
Other assets                                                                     5,165,700               4,952,000
                                                                      ---------------------------------------------

                                                                      $        227,271,800     $       196,550,300
                                                                      =============================================

                LIABILITIES AND STOCKHOLDERS' EQUITY

Deposits:
         Interest-bearing                                             $        165,424,600     $       139,857,000
         Noninterest-bearing                                                    26,308,100              19,033,700
                                                                      ---------------------   ---------------------
            Total deposits                                                     191,732,700             158,890,700

Advances from Federal Home Loan Bank                                            13,583,300              16,883,300
Other liabilities                                                                  546,200                 575,100
                                                                      ---------------------------------------------
            Total liabilities                                                  205,862,200             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; 2,062,444 and 2,061,724 shares
         issued and outstanding, respectively                                      680,600                 680,400
     Additional capital                                                          8,170,300               8,164,600
     Retained earnings, substantially restricted                                12,015,500              10,595,300
     Accumulated other comprehensive income                                        543,200                 760,900
                                                                      ---------------------------------------------
            Total stockholders' equity                                          21,409,600              20,201,200
                                                                      ---------------------------------------------

                                                                      $        227,271,800     $       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 September 30,    Nine Months Ended September 30,
                                             ---------------------------------   ---------------------------------
                                                  2004             2003               2004             2003
------------------------------------------------------------------------------------------------------------------
<S>     <C>    <C>    <C>    <C>    <C>    <C>


Interest and dividend income
    Loans                                    $    2,373,200    $    1,966,000     $    6,631,100   $    5,821,900
    Investments
       Taxable interest                             339,400           354,300            943,900        1,070,800
       Tax-exempt interest                           33,700            20,600            106,100           77,400
       Dividends                                     20,800            50,700            116,700          143,200
                                             ----------------------------------  ---------------------------------
          Total interest and dividend income      2,767,100         2,391,600          7,797,800        7,113,300
                                             ----------------------------------  ---------------------------------

Interest expense
    Deposits                                        785,900           771,800          2,225,400        2,473,700
    FHLB/other advances                              57,200            34,200            163,700           73,200
                                             ----------------------------------  ---------------------------------
          Total interest expense                    843,100           806,000          2,389,100        2,546,900
                                             ----------------------------------  ---------------------------------

Net interest income                               1,924,000         1,585,600          5,408,700        4,566,400

Provision for loan losses                           104,700            95,100            314,100          285,300
                                             ----------------------------------  ---------------------------------

Net interest income after
    provision for loan losses                     1,819,300         1,490,500          5,094,600        4,281,100
                                             ----------------------------------  ---------------------------------

Noninterest income
    Deposit account fees                            331,900           285,300            968,400          821,600
    Loan fees                                        14,700            24,200             66,300           84,300
    Commissions on investment brokerage sales        20,900            44,200             78,500          116,000
    Gains on sales of securities                          -           176,800             93,400          269,400
    Other                                            68,900            60,100            208,100          202,200
                                             ----------------------------------  ---------------------------------
          Total noninterest income                  436,400           590,600          1,414,700        1,493,500
                                             ----------------------------------  ---------------------------------

Noninterest expense
    Compensation and employee
       benefits                                     604,400           566,200          1,806,200        1,649,000
    Occupancy and equipment                         356,500           295,000            993,400          867,600
    Data processing                                 179,500           126,700            499,400          342,400
    Advertising                                      31,700            25,300             86,000           64,900
    Federal insurance premium                         6,400             6,300             18,700           18,700
    Other                                           214,500           186,800            560,200          545,900
                                             ----------------------------------  ---------------------------------
          Total noninterest expense               1,393,000         1,206,300          3,963,900        3,488,500
                                             ----------------------------------  ---------------------------------

Income before income taxes                          862,700           874,800          2,545,400        2,286,100

Income taxes                                        269,500           281,900            795,300          737,600
                                             ----------------------------------  ---------------------------------

Net income                                   $      593,200    $      592,900     $    1,750,100   $    1,548,500
                                             ==================================  =================================

Cash Dividends Declared Per Share (1)        $         0.06    $         0.04     $         0.16   $         0.13
                                             ==================================  =================================

Earnings Per Common Share:
       Basic (1)                             $         0.29    $         0.29     $         0.85   $         0.76
                                             ==================================  =================================

       Diluted (1)                           $         0.28    $         0.29     $         0.83   $         0.75
                                             ==================================  =================================


(1) September 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
                                                      Nine Months Ended September 30, 2004


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

                                                                                                                 Accumulated
                                                                                                                     Other
                                            Number of        Common           Additional         Retained         Comprehensive
                                Shares        Stock          Capital           Earnings           Income              Total
                             ------------ -------------- ----------------- ----------------- ------------------ ----------------
<S>     <C>    <C>    <C>    <C>    <C>    <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                      -               -                 -             (329,900)              -            (329,900)

Exercise of stock options           720             200             5,700              -                  -               5,900

Comprehensive income               -               -                 -            1,750,100           (217,700)       1,532,400
                             ----------------------------------------------------------------------------------------------------


Balance, September, 2004      2,062,444    $    680,600   $     8,170,300   $    12,015,500    $       543,200    $  21,409,600
                             ============ ============== ================= ================= ================== =================

















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

</TABLE>


<PAGE>

<TABLE>

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



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


Cash flows from operating activities
    Net income                                               $     1,750,100    $     1,548,500
    Adjustments to reconcile to net cash
       provided by operating activities:
          Provision for loan losses                                  314,100            285,300
          Depreciation and amortization                              384,500            311,300
          Amortization of premium and accretion
             of discount on securities, net                           54,000             74,400
          Gain on sale of investment securities                      (93,400)          (269,400)
          Loss on disposal of fixed assets                             2,600                600
          Increase in cash surrender value of life insurance        (101,300)          (109,700)
          Changes in:
             Deferred loan fees                                       35,400            (19,800)
             Other assets                                                100            (91,300)
             Other liabilities                                       (28,900)            86,800
                                                             -----------------------------------
             Net cash flows from operating activities              2,317,200          1,816,700
                                                             -----------------------------------

Cash flows from investing activities
    Purchase of available-for-sale securities                     (3,490,800)        (4,069,900)
    Proceeds from maturities, sales and calls of
       available-for-sale securities                               4,182,400          5,873,600
    Proceeds from maturities, prepayments and calls
       of held-to-maturity securities                                      -          2,000,000
    Purchase of other investments                                   (110,400)          (273,400)
    Loan originations, net of repayments                         (28,621,900)       (14,271,100)
    Purchase of premises and equipment                            (2,782,900)        (1,170,500)
                                                             -----------------------------------
             Net cash flows from investing activities            (30,823,600)       (11,911,300)
                                                             -----------------------------------

</TABLE>

<PAGE>

<TABLE>

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


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


Cash flows from financing activities
    Net increase in demand deposits                          $    20,473,800   $     17,323,100
    Net increase (decrease) in time deposits                      12,368,200        (11,259,400)
    Proceeds from FHLB advances                                   43,452,000         33,600,000
    Repayments of FHLB advances                                  (46,752,000)       (29,950,000)
    Proceeds from exercise of stock options                            5,900             67,500
    Payment of dividends on common stock                            (329,900)          (254,700)
                                                             -----------------------------------
             Net cash flows from financing activities             29,218,000          9,526,500
                                                             -----------------------------------

Change in cash and cash equivalents                                  711,600           (568,100)

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

Cash and cash equivalents, end of period                     $     6,505,400    $     6,966,800
                                                             -----------------------------------


Supplemental disclosure of cash flow information

    Cash paid during the period for interest                 $     2,309,200    $     2,551,000
    Cash paid during the period for income taxes             $       729,600    $       690,000


          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, 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
September 30, 2004 and 2003.

<TABLE>

                                           Three Months Ended September 30,   Nine Months Ended September 30,
                                          ---------------------------------  ---------------------------------
                                               2004             2003              2004              2003
                                          ---------------   ---------------    ------------    ------------
<S>     <C>    <C>    <C>    <C>    <C>    <C>


Net income (numerator, basic and diluted)  $  593,200        $  592,900         $ 1,750,100     $ 1,548,500
Weighted average shares outstanding
(denominator)                               2,062,300         2,038,800           2,062,200       2,036,800
                                          ---------------   ---------------    ------------    ------------

Earnings per common share - basic          $     0.29        $     0.29         $      0.85     $      0.76
                                          ===============   ===============    ============    ============

Effect of dilutive securities:

Weighted average shares outstanding         2,062,300         2,038,800           2,062,200       2,036,800
Effect of stock options                        33,500            39,400              32,700          31,900
                                          ---------------   ---------------    ------------    ------------
Diluted average shares outstanding
(denominator)                               2,095,800         2,078,200           2,094,900       2,068,700
                                          ---------------   ---------------    ------------    ------------

Earnings per common share -
assuming dilution                          $     0.28        $     0.29         $      0.83     $      0.75
                                          ===============   ===============    ============    ============

</TABLE>


NOTE 4 - COMPREHENSIVE INCOME

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

<TABLE>

                                                  Nine Months Ended September 30,
                                                 -----------------------------------
                                                       2004              2003
                                                 -----------------  ----------------
<S>     <C>    <C>    <C>    <C>    <C>    <C>


Net income                                            $ 1,750,100       $ 1,548,500
Other comprehensive income                               (217,700)          234,700
                                                 -----------------  ----------------

Total comprehensive income                            $ 1,532,400       $ 1,783,200
                                                 =================  ================

</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, 2004 and 2003.

<TABLE>

                                                  Nine Months Ended September 30,
                                                 -----------------------------------
                                                       2004              2003
                                                 -----------------  ----------------
<S>     <C>    <C>    <C>    <C>    <C>    <C>


Unrealized gains on
      available-for-sale securities:
Unrealized holding gains (losses)
      arising during the period                         $(267,600)        $ 662,400
Less: reclassification adjustment
      for (gain) loss included in income                  (93,400)         (269,400)
                                                 -----------------  ----------------

Total other comprehensive income (loss)
     before tax effect                                   (361,000)          393,000

Tax (effect) benefit                                      143,300          (158,300)
                                                 -----------------  ----------------

Net unrealized gain (loss)                              $(217,700)        $ 234,700
                                                 =================  ================

</TABLE>


NOTE 5 - SEGMENT INFORMATION

Segment information consists of the following for the nine months ended
September 30, 2004 and 2003:

<TABLE>

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


Net Interest Income:
     Nine Months ended September 30, 2004           $ 3,826             $ 942          $ 1,005              $ (364)         $ 5,409
     Nine Months ended September 30, 2003           $ 3,391             $ 613          $ 1,220              $ (658)         $ 4,566

Assets:
     September 30, 2004                            $171,131          $ 47,110         $ 51,250           $ (42,219)        $227,272
     December 31, 2003                             $ 88,146          $ 38,131         $ 50,924            $ 19,349         $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
September 30, 2004 and 2003.

<TABLE>

                                                 Three Months Ended September 30,       Nine Months Ended September 30,
                                               -----------------------------------     -------------------------------------
                                                    2004                 2003                2004                 2003
                                               ----------------   -----------------    ----------------     ----------------
<S>     <C>    <C>    <C>    <C>    <C>    <C>


(Dollars in thousands, except per share data)

Net income, as reported                              $ 593,200           $ 592,900         $ 1,750,100          $ 1,548,500
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                                 $ 593,200           $ 592,900         $ 1,689,900          $ 1,490,700
                                               ================   =================     ================     ================

Earnings per share:

Basic - as reported                                     $ 0.29              $ 0.29               $ 0.85              $ 0.76
                                               ================   =================     ================     ================
Basic - pro forma                                       $ 0.29              $ 0.29               $ 0.82              $ 0.73
                                               ================   =================     ================     ================


Diluted - as reported                                   $ 0.28              $ 0.29               $ 0.83              $ 0.75
                                               ================   =================     ================     ================
Diluted - pro forma                                     $ 0.28              $ 0.29               $ 0.81              $ 0.72
                                               ================   =================     ================     ================

</TABLE>

NOTE 7 - SUBSEQUENT EVENT

During October 2004, the Company declared a $0.06 per share quarterly cash
dividend on its common stock payable on November 1, 2004 to shareholders of
record on October 25, 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 September 30, 2004 was $593,200, or $0.29
per share, compared to net income of $592,900, or $0.29 per share, for the same
period of the prior year. Net income for the nine months ended September 30,
2004 was $1.75 million, or $0.85 per share, compared to net income of $1.55
million, or $0.76 per share, for the 2003 nine month period. Included in the
three month period ended September 30, 2003 are gains on sales of securities of
$176,800, representing a $120,200 positive after-tax impact to earnings during
that period. Gains on sales of securities positively impacted 2004 and 2003 nine
months' after-tax earnings by $64,400 and $183,200, respectively. Continued loan
and deposit growth of 28.7% and 16.2%, respectively, and a 10 basis point
increase in net interest margin over the past year also positively impacted
reported earnings. Additionally, the Company's earnings benefited from a 7.9%
increase in noninterest income, excluding gains on sales of securities, with the
majority of this increase occurring in deposit fees.

Net Interest Income

Net interest income increased 21.3% to $1.92 million for the three months ended
September 30, 2004, compared to $1.59 million for the same period in 2003, while
net interest income increased 18.5% to $5.41 million for the nine months ended
September 30, 2004, compared to $4.57 million for the comparable 2003 period.
The Company's net interest margin was 3.69% for the nine months ended September
30, 2004, compared to 3.59% for the 2003 nine month period. The increase in net
interest margin over 2003 reflects the lower funding costs environment and the
strong loan growth experienced by the Company during the first nine months of
2004 as compared to 2003. Additionally, yields on loans began to level off
during the third quarter of 2004, with slight increases occurring in some loan
categories due to the Federal Reserve tightening of short-term interest rates
during the period.

Average earning assets for the period ending September 2004 increased $26.3
million as compared to the September 2003 period. Loan growth, led by commercial
loan production, constituted all of this increase with average total loans
increasing $30.8 million since September 2003. Average commercial loans
increased $17.4 million, or 44.2%, while average real estate mortgages and home
equity lines increased 16.6% and 14.7%, respectively. Average investment
securities declined by $4.0 million during the period, reflecting the liquidity
demands generated by the significant loan growth. Average total deposits
increased by $20.1 million, led by interest-bearing checking and savings
accounts and noninterest-bearing demand deposit accounts. During the period
ended September 30, 2004, average interest-bearing checking and savings and
noninterest-bearing demand deposits grew by $14.3 million and $4.7 million,
respectively, representing increases of 24.3% and 26.1%, respectively. Increased
funding in these 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 September 30, 2004, average time deposit balances
increased by $1.1 million, or 1.3%. 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 $6.7 million
during the period ended September 30, 2004 as compared to the September 2003
period.



<PAGE>


Interest and dividend income was $2.77 million and $7.80 million, respectively,
for the three and nine month periods ended September 30, 2004, representing
increases of 15.7% and 9.6%, respectively, over comparable 2003 amounts. As
discussed above, strong loan growth and improving interest rates on loans
positively impacted interest and dividend income during the period. Although
loan yields declined 53 basis points from September 2003 to September 2004, this
represents a slight improvement over June 2004 reported loan yields. Investment
yields increased slightly to 4.07% for the period.

Deposit growth of 16.2% resulted in interest expense increasing 4.6% to $843,100
for the three months ended September 30, 2004, compared to $806,000 for the same
period in 2003, while interest expense declined 6.2% to $2.39 million for the
nine months ended September 30, 2004, compared to $2.55 million for the 2003
period. During the September 2004 period, funding costs began to increase,
resulting from the change in the interest rate environment. However, the average
rate on interest-bearing liabilities for the nine months ended September 30,
2004 was 1.89%, well below the 2.32% incurred in 2003. Time deposit costs
represented the majority of this difference by declining 53 basis points, while
checking and savings deposit costs dropped 1 basis point. While average FHLB and
other advances increased $6.7 million, the cost of these funds declined 7 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, and 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,
                                           --------------------------------------------------------------------------------------
                                                              2004                                       2003
                                           -----------------------------------------    ---------------------------------------
                                              Average        Income/       Yield/        Average        Income/       Yield/
(In Thousands)                                Balance        Expense        Rate         Balance        Expense        Rate
                                           -------------   -----------   -----------   -----------    -----------   -----------
<S>     <C>    <C>    <C>    <C>    <C>    <C>


Assets:
       Securities (1)                      $     39,491   $      1,205        4.07%   $     43,443   $      1,313        4.03%
       Loans (net of unearned income):
             Real estate mortgage                80,954          3,453        5.69%         69,458          3,279        6.29%
             Commercial                          56,811          2,492        5.85%         39,401          1,885        6.38%
             Home equity lines                   15,540            521        4.47%         13,547            472        4.65%
             Consumer                             2,477            165        8.88%          2,598            186        9.55%
                                             -----------    -----------                 -----------    -----------
                  Total loans                   155,782          6,631        5.68%        125,004          5,822        6.21%
       Interest-bearing deposits
             in other banks                       2,139             17        1.06%          2,662             18        0.90%
                                             -----------    -----------                 -----------    -----------
                  Total earning assets          197,412          7,853        5.30%        171,109          7,153        5.57%
                                             -----------    -----------                 -----------    -----------
       Less: allowance for loan losses           (2,146)                                    (1,731)
       Total nonearning assets                   17,606                                     15,039
                                             -----------                                -----------
       Total assets                        $    212,872                               $    184,417
                                             ===========                                ===========

Liabilities
       Interest-bearing deposits:
             Checking and savings          $     73,164   $        344        0.63%   $     58,859   $        283        0.64%
             Time deposits                       83,772          1,883        3.00%         82,681          2,191        3.53%
                                             -----------    -----------                 -----------    -----------

                  Total interest-bearing
                  deposits                      156,936          2,227        1.89%        141,540          2,474        2.33%

       FHLB/other advances                       11,793            162        1.83%          5,114             73        1.90%
                                             -----------    -----------                 -----------    -----------
                  Total interest-bearing
                  liabilities                   168,729          2,389        1.89%        146,654          2,547        2.32%
                                                            -----------                                -----------
       Non-interest bearing liabilities:
             Demand deposits                     22,471                                     17,816
             Other liabilities                      450                                        846
                                             -----------                                -----------

       Total liabilities                        191,650                                    165,316
       Stockholders' equity                      21,222                                     19,101
                                             -----------                                -----------

       Total liabilities and stockholders'
             equity                        $    212,872                               $    184,417
                                             ===========                                ===========

       Net interest income (1)                            $      5,464                               $      4,606
                                                            ===========                                ===========

       Interest rate spread (1)(2)(3)                                         3.41%                                      3.25%
       Net interest margin (1)(4)                                             3.69%                                      3.59%


(1)      Tax equivalent  basis.  The tax equivalent  adjustment to net interest
         income was $55,000 and $40,000 for the nine months ended
         September 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 $436,400 during the three months ended September 30,
2004, as compared to $590,600 for the same period in 2003. Included in 2003
noninterest income is $176,800 of gains on sales of investment securities.
Excluding these gains, noninterest income increased 5.5% over the 2003 amount.
For the nine months ended September 30, 2004, noninterest income was $1.41
million, as compared to $1.49 million in 2003. Included in the 2004 and 2003
amounts are gains on sales of securities of $93,400 and $269,400, respectively.
Excluding these gains, noninterest income increased 7.9%, as compared to the
2003 nine month period. This increase resulted primarily from deposit account
growth during the period.

Provision for Loan Losses

Provision for loan losses was $104,700 for the three months ended September 30,
2004, as compared to $95,100 for the same period of 2003, while the provision
for loan losses for the nine months ended September 30, 2004 and 2003 was
$314,100 and $285,300, respectively. See Asset Quality for additional discussion
relating to the allowance for loan losses.

Noninterest Expense

Noninterest expenses were $1.39 million for the three months ended September 30,
2004, as compared to $1.21 million during the same period of 2003, representing
an increase of 15.5%. For the nine months ended September 30, 2004 and 2003,
noninterest expense was $3.96 million and $3.49 million, respectively,
representing a 13.6% increase. Costs associated with opening a new facility that
combined operations and corporate offices contributed to the increase in
noninterest expense. Additionally, the Company upgraded information systems
early in 2004, including hardware, software and additional security protection,
resulting in increased depreciation expense during the period. Increased
employee compensation and benefits expense also impacted noninterest expense,
resulting from normal salary adjustments and an increase in fulltime equivalent
employees created by the Company's growth.

Financial Condition

During the nine months ended September 30, 2004, the Company's assets increased
by $30.7 million from $196.6 million at December 31, 2003 to $227.3 million at
September 30, 2004. Net loans represented the majority of this growth with an
increase of $28.3 million while investment securities declined slightly 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 $32.8 million to $191.7 million during the nine months ended
September 30, 2004. Increases in interest-bearing demand and savings deposit
account balances of $13.2 million represented the majority of this growth while
noninterest-bearing demand deposits and time deposits increased $7.3 million and
$12.4 million, respectively. Growth strategies instituted by the Company to
increase market share benefited deposited balances during the period. This
growth enabled the Company to fund loan demand and other liquidity needs during
the period.

Stockholders' equity was $21.4 million at September 30, 2004, compared to $20.2
million at December 31, 2003. Comprehensive income of $1.53 million offset
common stock dividends of $329,900 ($0.16 per share) during the period.


<PAGE>



During October 2004, the Company declared a $0.06 per share quarterly cash
dividend on its common stock payable on November 1, 2004 to shareholders of
record on October 25, 2004.

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 $945,000 at September 30, 2004, compared to
$552,000 at December 31, 2003. As to nonaccrual loans existing at September 30,
2004, approximately $12,000 of interest income would have been recognized during
the nine 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 September 30, 2004, all loans 60 days or more delinquent, including
nonperforming loans, totaled $1.26 million. In addition, other performing loans,
totaling $3.3 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


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


Nonaccrual loans:
       Commercial                                                                $              395        $                126
       Real estate mortgage                                                                     328                         321
       Home equity lines of credit                                                              166                          28
       Consumer                                                                                  56                          77
                                                                                 -------------------       ---------------------

       Total nonaccrual loans                                                                   945                         552
Other real estate owned                                                                           -                           -
                                                                                 -------------------       ---------------------

       Total nonperforming assets                                                $              945        $                552
                                                                                 ===================       =====================

Loans past due 90 or more days
       accruing interest                                                                          -                           -
Allowance for loan losses to
       nonaccrual loans                                                                      244.55%                     362.68%
Nonperforming assets to period end
       loans and other real estate owned                                                       0.56%                       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


                                                                                        Nine Months Ended September 30,
                                                                                 -----------------------------------------------
(In Thousands)                                                                          2004                       2003
                                                                                 -------------------       ---------------------
<S>     <C>    <C>    <C>    <C>    <C>    <C>


Balance, beginning of period                                                     $            2,002        $              1,603
Loans charged off:
       Commercial                                                                               (11)                          -
       Real estate mortgage                                                                       -                          (4)
       Consumer                                                                                 (11)                        (21)
                                                                                 -------------------       ---------------------

       Total loans charged-off                                                                  (22)                        (25)
                                                                                 -------------------       ---------------------

Recoveries:
       Commercial                                                                                 5                           -
       Real estate mortgage                                                                       -                           -
       Consumer                                                                                  12                          13
                                                                                 -------------------       ---------------------

       Total recoveries                                                                          17                          13
                                                                                 -------------------       ---------------------

Net recoveries (charge-offs)                                                                     (5)                        (12)
Provision for loan losses                                                                       314                         285
                                                                                 -------------------       ---------------------

Balance, end of period                                                           $            2,311        $              1,876
                                                                                 ===================       =====================

Allowance for loan losses to loans
       outstanding at end of period                                                            1.36%                       1.41%

Allowance for loan losses to nonaccrual
       loans outstanding at end of period                                                    244.55%                     330.28%

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


</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, 2004, the Company had outstanding loan and line of credit
commitments of $44.2 million. Scheduled maturities of certificate of deposits
during the twelve months following September 30, 2004 amounted to $51.6 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 $711,600 million for the nine months
ended September 30, 2004, compared to a decrease of $568,100 for the nine months
ended September 30, 2003. Net cash from operating activities was $2.32 million
for the nine months ended September 30, 2004, compared to $1.82 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 $30.82 million during the nine months
ended September 30, 2004, compared to net cash used for investing activities of
$11.91 million for the nine months ended September 30, 2003. Loan growth
constituted the majority of the difference, while purchases of premises and
equipment related to the new operations facility also increased investing
activity during the period.

Net cash from financing activities was $29.22 million for the nine months ended
September 30, 2004, compared to net cash from financing activities of $9.53
million for the nine months ended September 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 nine months ended
September 30, 2004 and 2003. At September 30, 2004, the Bank's retained earnings
available for the payment of dividends was $4.9 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 September 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 September 30, 2004 and December 31, 2003.

<TABLE>


                                          Analysis of Capital

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


Tier 1 Capital:
       Common stock                                                 $          681       $          680
       Additional paid-in capital                                            8,170                8,165
       Retained earnings                                                    12,016               10,595
       Accumulated other comprehensive income                                  543                  761
                                                                    ---------------      ---------------
             Total capital (GAAP)                                           21,410               20,201
       Less: Intangibles                                                      (541)                (588)
       Net unrealized gain on debt and equity securities                      (543)                (761)
                                                                    ---------------      ---------------
             Total Tier 1 capital                                           20,326               18,852


Tier 2 Capital:
       Allowable allowances for loan losses                                  1,911                1,597
       Net unrealized gains on equity securities                               161                  205
                                                                    ---------------      ---------------
             Total Tier 2 capital                                   $       22,398       $       20,654
                                                                    ===============      ===============

Risk-weighted assets                                                $      156,006       $      131,213

Capital Ratios (1):
       Tier 1 risk-based capital ratio                                       13.03%               14.37%
       Total risk-based capital ratio                                        14.36%               15.74%
       Tier 1 capital to average adjusted
             total assets                                                     9.57%               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
September 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

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


Interest-Earning Assets:
       Loans (1)                               $     52,567     $     37,618   $    72,173      $        7,487   $       169,845
       Securities                                     5,334            1,411        28,905               3,195            38,845
       Money market and other
           short term securities                      1,064             -             -                   -                1,064
       Other earning assets                           3,246             -             -                   -                3,246
                                               ---------------  -------------  ---------------  ---------------- -------------------

       Total earning assets                    $     62,211     $     39,029   $   101,078      $       10,682   $       213,000
                                               ===============  =============  ===============  ================ ===================
       Cumulative earning assets               $     62,211     $    101,240   $   202,318      $      213,000   $       213,000
                                               ===============  =============  ===============  ================ ===================


Interest-Bearing Liabilities:
       Money market savings                    $     25,096     $       -      $      -         $         -      $        25,096
       Interest checking (2)                           -                -           28,113                -               28,113
       Savings (2)                                      190            1,014        22,064                -               23,268
       Certificates of deposit                       13,427           39,281        35,238                -               87,946
       FHLB advances                                  7,950            5,000          -                    633            13,583
                                               ---------------  -------------  ---------------  ---------------- -------------------

       Total interest-bearing liabilities      $     46,663     $     45,295   $    85,415      $          633   $       178,006
                                               ===============  =============  ===============  ================ ===================
       Cumulative interest-bearing liabilities       46,663           91,958       177,373             178,006           178,006
                                               ===============  =============  ===============  ================ ===================

       Period gap                              $     15,548     $     (6,266)  $    15,663      $       10,049   $        34,994
       Cumulative gap                          $     15,548     $      9,282   $    24,945      $       34,994   $        34,994
       Ratio of cumulative interest-earning
           assets to interest-bearing
           liabilities                               133.32%          110.09%       114.06%             119.66%           119.66%
       Ratio of cumulative gap to total
           earning assets                              7.30%            4.36%        11.71%              16.43%            16.43%


(1) Includes nonaccrual loans of $945,000, 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  October 2004  relative to the Company's
         September  30, 2004  earnings  release dated October 19, 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                                          November 12, 2004
--------------------------------------------------------------------------------
Scott C. Harvard
President and
Chief Executive Officer

/s/ Steven M. Belote                                          November 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: November 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: November 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 September 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:  November 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 September 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:  November 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.