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): April 1, 2004

SHORE BANCSHARES, INC.
(Exact name of registrant as specified in its charter)

Maryland 0-22345 52-1974638
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(State or other jurisdiction of (Commission file number) (IRS Employer
of incorporation or organization) Identification No.)

18 East Dover Street, Easton, Maryland 21601
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(Address of principal executive offices) (Zip Code)

(410) 822-1400
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(Registrant's telephone number, including area code)

N/A
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(Former Name or Former Address, if Changed Since Last Report)

ITEM 5. Other Events and Required FD Disclosure.

Shore Bancshares, Inc. and Midstate Bancorp, Inc. Complete Merger

Shore Bancshares, Inc. (the "Corporation") announced that the merger of
Midstate Bancorp, Inc., a Delaware bank holding company ("Midstate Bancorp"),
with and into the Corporation was effective as of April 1, 2004 (the "Merger").
The Merger was effected pursuant to an Agreement and Plan of Merger dated
November 12, 2003, as amended as of January 15, 2004, by and between the
Corporation and Midstate Bancorp under which each share of common stock of
Midstate Bancorp was converted into the right to receive (i) $31.00 in cash,
plus (ii) 0.8732 shares of the common stock of the Corporation, with cash being
paid in lieu of fractional shares at the rate of $33.83 per share. It is
anticipated that the Corporation will pay approximately $2,953,710 in cash and
issue approximately 82,786 shares of common stock to stockholders of Midstate
Bancorp in connection with the Merger. Prior to the Merger, the Corporation had
approximately 5,409,967 shares of common stock issued and outstanding. The
Felton Bank, a Delaware bank and the sole subsidiary of Midstate Bancorp, became
a wholly-owned subsidiary of the Corporation as a result of the Merger.

A copy of the press release issued by the Corporation on April 1, 2004 is
attached hereto as Exhibit 99.1.

ITEM 7. Financial Statements and Exhibits.

SIGNATURES

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

SHORE BANCSHARES, INC.

Dated: April 1, 2004 By:/s/ W. Moorhead Vermilye
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W. Moorhead Vermilye
President and CEO

EXHIBIT INDEX

Exhibit
Number Description
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Exhibit 99.1 Press Release dated April 1, 2004