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): October 22, 2004


                            Palmetto Bancshares, Inc.
               (Exact name of registrant as specified in charter)


South Carolina                     0-26016                            74-2235055
- ---------------------------      ------------           ------------------------
State or other jurisdiction  Commission File Number     IRS Employer I.D. Number
of incorporation


301 Hillcrest Drive, Laurens, South Carolina                               29360
- --------------------------------------------                               -----
Address of principal executive offices                                  Zip Code


                                 (864) 984-4551
                                 --------------
                          Registrant's telephone number

     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 2.02.  Results of Operations and Financial Condition.


On October 22, 2004, Palmetto Bancshares, Inc. issued a press release which
discloses the results of operations and financial condition of the Company for
the third quarter ended September 30, 2004.

For more information regarding this matter, see the shareholder earnings
overview attached hereto as Exhibit 99.


Item 9.01.        Financial Statements and Exhibits

(c) Exhibits

    99   Press Release issued October 22, 2004



                                   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 thereunto duly authorized.



PALMETTO BANCSHARES, INC.


By:

/s/ L. Leon Patterson
- ------------------------------------
L. Leon Patterson
Chairman and Chief Executive Officer
Palmetto Bancshares, Inc.


/s/ Paul W. Stringer
- ------------------------------------
Paul W. Stringer
Chairman and Chief Executive Officer
The Palmetto Bank


Date:   October 25, 2004