1


                                  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): October 25, 2004


                             1st State Bancorp, Inc.
                -------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)


         Virginia                      0-25859                 56-2130744
--------------------------------------------------------------------------------
(State or Other Jurisdiction         (Commission            (I.R.S. Employer
    of Incorporation)                File Number)           Identification No.)



445 S. Main Street, Burlington, North Carolina                     27215
--------------------------------------------------------------------------------
(Address of Principal Executive Offices)                         (Zip Code)


       Registrant's telephone number, including area code: (336) 227-8861


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


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:

[ ]  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))



 2


ITEM 2.02     RESULTS OF OPERATIONS AND FINANCIAL CONDITION
              ---------------------------------------------

         On October 25, 2004, 1st State Bancorp, Inc. announced its unaudited
financial results for the quarter and fiscal year ended September 30, 2004. For
more information, reference is made to the Company's press release dated October
25, 2004, a copy of which is attached to this Report as Exhibit 99 and is
furnished herewith.

ITEM  9.01    FINANCIAL STATEMENTS AND EXHIBITS
              ---------------------------------

       (a)   Not applicable


       (b)   Not applicable


       (c)   The following exhibit is filed herewith:


             Exhibit 99    Press Release dated October 25, 2004

 3


                                   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.


                                       1st STATE BANCORP, INC.



Date: October 25, 2004                 By: /s/ James C. McGill
                                           -------------------------------------
                                           James C. McGill
                                           President and Chief Executive Officer