SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  Form 10-KSB/A
(Mark One)

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

        or

        Transition Report under Section 13 or 15(d) of the Securities Exchange
------  Act of 1934

               For the transition period from          to
                                              --------    --------
                          Commission file no. 000-26061

                              NEW COMMERCE BANCORP
                             ----------------------
                 (Name of Small Business Issuer in Its Charter)

        South Carolina                                        58-2403844
   --------------------------                               --------------
  (State or Other Jurisdiction                              (I.R.S. Employer
 of Incorporation or Organization)                           Identification No.)

         501 New Commerce Court
       Greenville, South Carolina                                29607
   ------------------------------------                        ---------
  (Address of Principal Executive Offices)                    (Zip Code)

                                 (864) 297-6333
                              --------------------
                 Issuer's Telephone Number, Including Area Code

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

     Check  whether  the issuer (1) filed all  reports  required  to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 12 months (or for such
shorter period that the  registrant was required to file such reports),  and (2)
has been subject to such filing requirements for past 90 days.   Yes X  No
                                                                    ---   ---
     Check if there is no disclosure  of  delinquent  filers in response to Item
405 of Regulation S-B in this form, and no disclosure will be contained,  to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated  by reference  in Part III of this Form 10-KSB or any  amendment to
this Form 10-KSB. [ ]

     The  issuer's  gross  revenues  for the year ended  December  31, 2002 were
approximately $3,377,000.

     As of March 12, 2003,  there were  1,000,000  shares of Common Stock issued
and  outstanding.  The  aggregate  market  value  of the  Common  Stock  held by
non-affiliates (shareholders holding less than 5% of the Common Stock, excluding
directors  and  executive  officers)  of  the  company  on  March  12,  2003  is
$6,485,987.  This calculation is based upon an estimate of the fair market value
of the Common Stock of $9.17 per share, which was the price of the last trade of
which  management  is aware prior to this date.  There is not an active  trading
market for the Common  Stock and it is not  possible to identify  precisely  the
market value of the Common Stock.

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

                       DOCUMENTS INCORPORATED BY REFERENCE

     Portions of the Company's 2002 Annual Report to Shareholders - Part II.

     Portions of the Company's  Proxy  Statement for the 2003 Annual  Meeting of
Shareholders - Part III





<PAGE>

                                Explanatory Note

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



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<PAGE>

                                   SIGNATURES

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

                                     NEW COMMERCE BANCORP


Date:  March 28, 2003                By:  /s/ Frank W. Wingate
                                        ----------------------------------
                                        Frank W. Wingate
                                        President and Chief Executive Officer


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

Signature                         Title                         Date
---------                         -----                         ----


  *
-------------------------------
Richard W. Bailey                 Director


  *
-------------------------------
Timothy A. Brett                  Director


  *
-------------------------------
Marshall J. Collins, Jr.          Director


  *
-------------------------------
Ralph S. Crawley                  Director


  *
-------------------------------
G. Mitchell Gault                 Director




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<PAGE>




Signature                         Title                         Date
---------                         -----                         ----


  *
-------------------------------
Tommy D. Greer                    Director


  *
-------------------------------
Bobby L. Johnson                  Director


  *
-------------------------------
Robert T. Kellett                 Director



-------------------------------
Dennis O. Raines                  Director


/s/ Frank W. Wingate
-------------------------------
Frank W. Wingate                  Director                   March 28, 2003


  *
-------------------------------   Principal Accounting
R. Lamar Simpson                  Officer and Chief
                                  Financial Officer


/s/ Frank W. Wingate                                         March 28, 2003
-------------------------------
As Attorney-In-Fact


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<PAGE>



                                  Certification

I, Frank W. Wingate, certify that:

1. I have reviewed this annual report on Form 10-KSB of New Commerce BanCorp;

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

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

4. The registrant's other certifying 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 we have:

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

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

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

5. The registrant's other certifying 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 function):

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

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

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


Date:    March 28, 2003              By: /s/ Frank W. Wingate
                                         Frank W. Wingate
                                         President and Chief Executive Officer


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<PAGE>


                                  Certification

I, R. Lamar Simpson, certify that:

1. I have reviewed this annual report on Form 10-KSB of New Commerce BanCorp;

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

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

4. The registrant's other certifying 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 we have:

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

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

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

5. The registrant's other certifying 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 function):

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

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

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


Date:    March 28, 2003              By: /s/ R. Lamar Simpson
                                         R. Lamar Simpson
                                         Senior Vice President and Chief
                                           Financial Officer


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<PAGE>





                                INDEX TO EXHIBITS
Exhibit
Number                     Description
------                    -----------

3.1.   Articles of Incorporation, as amended (incorporated by reference to
       Exhibit 3.1 of the Registration Statement on Form SB-2, File No.
       333-70589).

3.2.   Bylaws (incorporated by reference to Exhibit 3.2 of the Registration
       Statement on Form SB-2, File No. 333-70589).

4.1.   See Exhibits 3.1 and 3.2 for provisions in New Commerce BanCorp's
       Articles of Incorporation and Bylaws defining the rights of holders of
       the common stock (incorporated by reference to Exhibits 3.1 and 3.2 of
       the Registration Statement on Form SB-2, File No. 333-70589).

4.2.   Form of certificate of common stock (incorporated by reference to Exhibit
       4.2 of the Registration Statement on Form SB-2, File No. 333-70589).

10.1   Data Processing Services Agreement and Contract Modification dated
       December 1, 1998 between New Commerce BanCorp and Jack Henry &
       Associates, Inc. (incorporated by reference to Exhibit 10.7 of the
       Registration Statement on Form SB-2, File No. 333-70589).

10.2   Form of Stock Warrant Agreement for Warrants issued in 1999 (incorporated
       by reference to Exhibit 10.8 of the Registration Statement on Form SB-2,
       File No. 333-70589).

10.3   New Commerce BanCorp 1999 Stock Incentive Plan (incorporated by reference
       to Exhibit 10.10 of the Form 10-K for the year ended December 31, 1999,
       File No. 333-70589).

13.1.  The company's 2002 Annual Report (incorporated to Exhibit 13.1 to the
       company's Form 10-KSB for the period ended December 31, 2002).

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

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




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