SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549


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                                    FORM 8-K

                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the

                         Securities Exchange Act of 1934

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        Date of Report (Date of earliest event reported): November 1, 2004


                            REGIONAL BANKSHARES, INC.





         South Carolina                000-32493                 57-1108717
(State or Other Jurisdiction    (Commission File Number)       (IRS Employer
 of Incorporation)                                           Identification No.)




                  206 South Fifth Street, Hartsville, SC 29551
                    (Address of Principal Executive Offices)



                                 (843) 383-4333
              (Registrant's telephone number, including area code)


         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:

         [ ]   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))




Section 1 - Registrant's Business and Operations

Item 1.01  Entry Into a Material Definitive Agreement

     On November 1, 2004,  the Board of Directors of the Registrant set fees for
directors at $200 per meeting  attended,  and set Board committee member fees at
$100 per meeting  attended.  There are usually eleven regular Board meetings per
year, and committees meet as necessary.

     On November 18, 2004, the Board of directors of Hartsville  Community Bank,
which is the wholly-owned  subsidiary of the Registrant,  set fees for directors
at $200 per meeting  attended,  and set Board committee  member fees at $100 per
meeting attended.  There are usually eleven regular Board meetings per year, and
committees meet as necessary. Each of the directors of Hartsville Community Bank
is also a director of the Registrant.






























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SIGNATURE

         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.

                                 REGIONAL BANKSHARES, INC.
                                 (Registrant)



Date: February 22, 2005          By: /s/ Curtis A. Tyner
                                    --------------------------------------------
                                    Curtis A. Tyner
                                    President

































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