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                                    EXHIBIT 5

                OPINION OF MULDOON MURPHY FAUCETTE & AGUGGIA LLP


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               [MULDOON MURPHY FAUCETTE & AGUGGIA LLP LETTERHEAD]





                                September 1, 2004


Board of Directors
Union Financial Bancshares, Inc.
203 W. Main Street
Union, South Carolina 29379

   Re:      Union Financial Bancshares, Inc. Dividend Reinvestment Plan
            Registration Statement on Form S-3,
            Post-Effective Amendment No. 2
            SEC File No. 333-35319

Gentlemen:

   We have acted as counsel for Union Financial Bancshares, Inc. (the "Company")
in  connection  with the offer and sale by the Company of 137,287  shares of the
Company's  common  stock,  par value  $0.01 per share (the  "Shares")  under the
Company's  Dividend  Reinvestment  Plan.  The Shares are being offered under the
Securities Act of 1933, as amended,  under a Registration  Statement on Form S-3
initially  filed with the  Securities  and Exchange  Commission on September 10,
1997  and  amended  on  the  date  hereof  (the  "Registration  Statement").  An
additional  41,611  shares  have  been  issued  under  the  Company's   Dividend
Reinvestment  Plan and are covered by our legal opinion dated September 10, 1997
as filed in the Registration  Statement.  An additional  57,352 shares have been
issued under the  Company's  Dividend  Reinvestment  Plan and are covered by our
legal opinion dated  February 11, 2000 as filed in Post-Effective  Amendment No.
1 to the Registration Statement.

   We have reviewed the Company's  corporate records,  including its Certificate
of  Incorporation  as amended and Bylaws as of the date  hereof,  and such other
documents  as we  considered  necessary  as a basis for the opinion  hereinafter
expressed.

   Based upon the  foregoing,  we are of the  opinion  that the Shares have been
duly and  validly  authorized,  and that when the  Shares  are from time to time
issued in accordance  with the terms and  conditions set forth in the prospectus
contained  in the  Registration  Statement,  the Shares will be validly  issued,
fully paid and nonassessable.

   We  hereby  consent  to the  inclusion  of  this  opinion  in  Post-Effective
Amendment No. 2 to the  Registration  Statement and to the reference to our firm
therein and in the Prospectus forming a part thereof.

                                    Very truly yours,


                                    /s/ Muldoon Murphy Faucette & Aguggia LLP

                                    MULDOON MURPHY FAUCETTE & AGUGGIA LLP