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): January 28, 2004 COOPERATIVE BANKSHARES, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) North Carolina 0-24626 56-1886527 -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (I.R.S. employer of incorporation) file number) identification no.) 201 Market Street, Wilmington, North Carolina 28401 ------------------------------------------------------------ (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. ---------------------------------------------------------------------------- (a) Not applicable (b) Not applicable (c) The following exhibit is filed herewith: Exhibit 99 Press Release dated January 28, 2004 ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. -------------------------------------------------------- On January 28, 2004, Cooperative Bankshares, Inc. issued a press release announcing its unaudited financial results for the fourth quarter and the year ended December 31, 2003. A copy of the press release is attached to this Report as an exhibit and is incorporated herein by reference. 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: January 28, 2004