UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 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) August 2, 2006
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                           The First Bancshares, Inc.
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             (Exact name of registrant as specified in its charter)

        Mississippi                    33-94288                   64-0862173
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(State or other jurisdiction         (Commission              (I.R.S. Employer
      of incorporation)              File Number)            Identification No.)

        6480 U.S. Hwy 98 West, Hattiesburg, MS                       39402
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       (Address of principal executive offices)                   (Zip Code)

Registrant's telephone number, including area code (601) 268-8998
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                                       N/A
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         (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 240.13a-4(c))



Item 2.02       Results of Operations and Financial Condition

     On July 31,  2006,  The  First  Bancshares,  Inc.  issued  a press  release
announcing its preliminary  results of operations for the quarter ended June 30,
2006. A copy of the press release is attached hereto and incorporated  herein as
Exhibit  99.1.  In  accordance  with general  instruction  B.2 of Form 8-K, this
information  is being  furnished  and shall not be deemed  filed for purposes of
Section 18 of the Securities Exchange Act of 1934.


Item 9.01       Financial Statements and Exhibits

(c) Exhibits

99.1 Press Release dated July 31, 2006










                                   SIGNATURES

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Company  has  duly  caused  this  report  to be  signed  on  its  behalf  by the
undersigned hereunto duly authorized.


                                            The First Bancshares, Inc.
                                            (Registrant)


Date: August 2, 2006

                                            /s/ David E. Johnson
                                            ------------------------------------
                                            Name:  David E. Johnson
                                            Title: Chairman of the Board and CEO