UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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 24, 2003


                          COOPERATIVE BANKSHARES, INC.
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               (Exact Name of Registrant as Specified in Charter)


         North Carolina               0-24626                    56-1886527
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(State or Other Jurisdiction         (Commission             (I.R.S. Employer
      of Incorporation)              File Number)            Identification No.)



           201 Market Street, Wilmington, North Carolina       28401
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           (Address of Principal Executive Offices)          (Zip Code)


       Registrant's telephone number, including area code: (910) 343-0181
                                                           --------------


                                 Not Applicable
          -------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)


ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
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     (a)  Not applicable.


     (b)  Not applicable.


     (c)  The following exhibit is filed herewith:


           Exhibit 99        Press Release dated July 24, 2003


ITEM 9.  REGULATION FD DISCLOSURE
---------------------------------

     On July 24,  2003,  Cooperative  Bankshares,  Inc.  issued a press  release
announcing its unaudited  financial results for the quarter and six months ended
June 30,  2003.  A copy of the press  release is  attached  to this Report as an
exhibit  and is  incorporated  herein by  reference.  The  attached  exhibit  is
furnished pursuant to Item 12 of Form 8-K.





                                   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.


                          COOPERATIVE BANKSHARES, INC.



                           By:/s/ Frederick Willetts, III
                              -------------------------------------------
                              Frederick Willetts, III, President



Date: July 24, 2003