UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                       PURSUANT TO SECTION 13 OR 15(D) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

         Date of Report (Date of earliest event reported): June 27, 2008

                               ES BANCSHARES, INC.
                               -------------------
             (Exact Name of Registrant as Specified in its Charter)

    Maryland                           000-52178                20-4663714
- --------------------------------       ---------                -----------
(State or Other Jurisdiction)     (Commission File No.)       (I.R.S. Employer
  of Incorporation)                                          Identification No.)


68 North Plank Road, Newburgh, New York                         12550
- ---------------------------------------                         -----
(Address of Principal Executive Offices)                        (Zip Code)

Registrant's telephone number, including area code:  (845) 561-0003
                                                     --------------

                                 Not Applicable
                                 --------------
          (Former name or former address, if changed since last report)

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
    230.425)

[ ] Soliciting  material  pursuant to Rule 14a-12 under the Exchange Act (17 CFR
    240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17 CFR 240.13e-4(c))





Item 3.03. Material Modification to Rights of Security Holders


     The Board of Directors of ES  Bancshares,  Inc. (the  "Company")  announced
today that it has extended the  expiration  date of the  Company's  common stock
purchase  warrants  from June 28,  2008 to  October  31,  2008.  The Board  also
announced  its  intention  to reduce the  exercise  price of such  common  stock
purchase  warrants from $10 per share to a lower price to be specified  upon the
effective  date of the  Company's  Registration  Statement on Form S-3 under the
Securities Act of 1933. Upon the effectiveness of such  Registration  Statement,
each warrant  holder will be sent a prospectus  describing  the extension of the
expiration  date and the  reduction  in the  exercise  price of his common stock
purchase warrants.


 Item 9.01. Financial Statements and Exhibits.

      (a) Financial Statements of Businesses Acquired: None

      (b) Pro Forma Financial Information: None

      (c) Shell Company Transactions: None

      (d) Exhibits: None












                                   SIGNATURES

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, hereunto duly authorized.

                                   ES BANCSHARES, INC.


DATE:  June 27, 2008               By:  /s/ Anthony P. Costa
                                        ---------------------
                                            Anthony P. Costa
                                            Chairman and Chief Executive Officer