SecProbe.io

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Mail Stop 4561
	December 29, 2005

Mr. F.R. Saunders, Jr.
President and Chief Executive Officer
First Reliance Bancshares, Inc.
2170 W. Palmetto Street
Florence, South Carolina 29501

Re:	First Reliance Bancshares, Inc.
	Form 10-KSB for the Fiscal Year Ended December 31, 2004
	Forms 10-QSB for the Fiscal Year Ending December 31, 2005
	File Number: 000-49757

Dear Mr. Saunders:

      We have reviewed your filings and have limited our review to
the following comments.  Where indicated, we think you should
revise
your document in response to these comments.  If you disagree, we
will consider your explanation as to why our comments are
inapplicable or a revision is unnecessary.  Please be as detailed
as
necessary in your explanation.  In our comments, we may ask you to
provide us with supplemental information so we may better
understand
your disclosure.  After reviewing this information, we may or may
not
raise additional comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

Form 10-KSB, filed March 31, 2005

Exhibit 13

Management`s Discussion and Analysis of Financial Condition and
Results of Operations

Provision for Loan Losses, page 10

1. We note your disclosures which explain how you determine and
evaluate the adequacy of the provision and allowance for loan
losses.
Please address the following questions in your response letter and
provide your proposed disclosure revisions to your 2005 Form 10-
KSB
filing, as appropriate:

* you disclose that the objective of management has been to fund
the
allowance for loan losses at a level greater than your internal
risk
measurement system for loan risk until a history is established.
You
also state that the current level of allowance still exceeds the
loan
risk measurement system;
* additionally, on page 11 you state that, among other factors,
you
include historical loan loss factors in determining the adequacy
of
your allowance for loan losses. Please further explain this
statement
with your disclosure that you do not utilize your internal risk
measurement system to determine the adequacy of the provision and
allowance for loan losses until a history is established, as it
appears that historical loss factors are considered; and
* on page 11 you also state that you do not allocate the allowance
for loan losses to specific categories of loans but evaluate the
adequacy on an overall portfolio basis utilizing your credit
grading
system which you apply to each loan. However, you also disclose
that
you calculate your general reserve based upon a percentage
allocation
for each of the following unclassified loan categories: real
estate,
commercial, consumer and mortgage loans. Please more fully explain
to
us what method or methods comprise your accounting policy in this
area.

We may have further comments upon receipt and review of your
response.

Form 10-QSB for the period ended March 31, 2005, filed May 16,
2005

Condensed Consolidated Statements of Income, page 4

2. We note the financial statement line item "residential mortgage
origination fees." Please tell us whether these origination fees
relate to residential loans retained in portfolio or to
residential
mortgage loans originated and subsequently sold. Please consider
revising your accounting policy footnote to appropriately reflect
your accounting for these fees. Provide us your proposed
disclosure
that you plan on using in your upcoming December 31, 2005, Form
10-
KSB.  We refer you to paragraphs 5-7 and 27(c) of SFAS 91.

* * * * *

       As appropriate, please amend your filing and respond to
these
comments within 10 business days or tell us when you will provide
us
with a response.  You may wish to provide us with marked copies of
the amendment to expedite our review.  Please furnish a cover
letter
with your amendment that keys your responses to our comments and
provides any requested supplemental information.  Detailed cover
letters greatly facilitate our review.  Please understand that we
may
have additional comments after reviewing your amendment and
responses
to our comments.

	 We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and

* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

      You may contact John Spitz at (202) 551-3484 or me at (202)
551-3492 if you have questions.

Sincerely,

      John P. Nolan
Accounting Branch Chief

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Mr. F. R. Saunders, Jr.
First Reliance Bancshares, Inc.
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