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): July 16, 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 8.01 Other Events

On July 16, 2008, the Board of Directors of ES Bancshares,  Inc. (the "Company")
issued a press release  describing  the Board's  decision to reduce the exercise
price of the Company's Common Stock Purchase Warrants and Organizer Warrants and
extend the expiration term of the Company's Common Stock Purchase Warrants.

The Board had  previously  announced  that the exercise  price of the  Company's
Common Stock Purchase Warrants and its Organizer  Warrants had been reduced from
$10.00 to $6.75  and that the  expiration  date of the  Company's  Common  Stock
Purchase  Warrants  was  extended  from June 28, 2008 to October 31,  2008.  The
expiration date of June 28, 2009 for the Company's  Organizer  Warrants  remains
unchanged.

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: Exhibit 99.1 Press Release




















                                   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: July 16, 2008                   By: /s/ Arthur W. Budich
                                          --------------------------------------
                                            Arthur W. Budich
                                            Executive Vice President and
                                            Chief Financial Officer