8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): February 4, 2004

ECB BANCORP, INC.

(Exact name of registrant as specified in its charter)

NORTH CAROLINA	0-24753	56-2090738
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Post Office Box 337 Engelhard, North Carolina	27824
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (252) 925-9411

Item 7. Financial Statements and Exhibits.

(c) Exhibits. The following exhibit is being filed with this Report:

Exhibit No.	Exhibit Description
99.1	Copy of our press release dated February 4, 2004

Item 9. Regulation FD Disclosure

Item 12. Results of Operations and Financial Condition

On February 4, 2004, we distributed a press release announcing that we had begun construction of a new facility in Engelhard, N.C. to serve as a branch office and a new corporate administration facility, and that the decision to demolish and replace our existing branch office in Engelhard resulted in a $130,000 charge (representing the book value of the building to be demolished) against our 2003 earnings. A copy of our press release is attached as Exhibit 99.1 to this Report and is incorporated by reference into this Report.

Disclosures About Forward Looking Statements

The discussions included in this Report and its exhibits may contain statements that could be considered to be forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act. Those statements are inherently subject to risks and uncertainties. Forward-looking statements are statements that include projections, predictions, expectations or beliefs about future events or results or otherwise are not statements of historical fact. Those statements are often characterized by the use of qualifying words (and their derivatives) such as “expect,” “believe,” “estimate,” “plan,” “project,” “anticipate,” or other statements concerning opinions or judgments of our management about future events. Factors that could influence the accuracy of those forward-looking statements include, but are not limited to, the financial success or changing strategies of our customers, weather and similar conditions, particularly the effect of hurricanes on our banking, loan production and operations facilities and on our customers and the communities in which we do business, actions of government regulators, the level of market interest rates, and general economic conditions.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, we have duly caused this Report to be signed on our behalf by the undersigned thereunto duly authorized.

	ECB BANCORP, INC.           (Registrant)
Date: February 4, 2004	By:	/s/    Gary M. Adams
		Gary M. Adams         Chief Financial Officer

2

EX-99.1

Exhibit 99.1

[ECB BANCORP, INC. LOGO] PRESS RELEASE

February 4, 2004

CONTACT: Mimi W. van Nortwick Vice President—Director of Marketing and Operations (252) 925-9411 (252) 926-2984 facsimile

FOR IMMEDIATE RELEASE

ECB Breaks Ground on New Branch and Corporate Facility

ENGELHARD, N.C.—The East Carolina Bank (ECB) proudly announces that construction for a new branch and corporate facility is underway.

The attractive, brick, Williamsburg-style, 12,300 square foot building, will house a full service branch and an administrative center. The new branch will have 2 drive-through lanes, an automated teller machine, and a night depository. On the first floor of the corporate facility building will be administrative offices and a Boardroom. Audit, Finance, and Human Resources departments will be located on the second floor. Parking, a significant problem in the past, will improve for both ECB customers and the general public of Engelhard with the completion of the new facility and the addition of a larger, paved parking lot in place of the old branch building.

“Due to our profitable and sustained growth, we have totally outgrown the current facility,” said Arthur H. Keeney, III, president and CEO. “With the visit from Hurricane Isabel, two of the three ECB headquarter buildings experienced water damage. Although completely covered by insurance, this also accelerated our decision to begin construction.”

When the decision was finalized to tear down the current branch upon completion of the new complex, the remaining useful life of the existing structure’s $130,000 book value was re-estimated. Earnings in 2003 were charged this amount reflecting the total write-off of the old building.

-MORE-

ECB also recently announced the opening of its 19^th full-service branch, located at 168 NC Highway 24 in Morehead City. The new branch office has a full staff that includes a mortgage loan officer and both retail and commercial lending officers. The new office features approximately 3,600 square feet of service area, seven offices, two drive-through lanes, a drive-up automated teller machine, and a night depository. Operating hours are Monday through Thursday 8:30 a.m. to 5 p.m. and 8:30 a.m. to 6 p.m. on Friday. A formal grand opening is scheduled for March.

Headquartered in Engelhard, NC, The East Carolina Bank is a state-chartered, independent community bank insured by the FDIC. The Bank provides a full range of financial services throughout its 20 offices in eastern North Carolina, including a new full service branch office in Morehead City and a Loan Production Office in Wilmington; mortgages and insurance services through the Bank’s licensed agents; and investment and brokerage services offered through a third-party broker-dealer. ECB’s common stock is listed on The NASDAQ SmallCap Market under the symbol “ECBE”. More information can be obtained by visiting ECB’s web site at www.ecbbancorp.com.

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