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): ~~January~~July 1, 2005

SOUTHFIRST BANCSHARES, INC.

(Exact Name of Registrant as Specified in Charter)


DELAWARE (State of Incorporation)		1-13640 (Commission File Number)		63-1121255 (I.R.S. Employer Identification No.)

126 North Norton Avenue, Sylacauga, Alabama 35150
(Address of Principal Executive Offices / Zip Code)

(205) 245-4365
(Registrant’s telephone number, including area code)

~~Item~~Check ~~1.01~~the ~~Entry~~appropriate ~~Into~~box abelow ~~Material~~if ~~Definitive~~the ~~Agreement~~Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

~~Effective~~o Written ~~January 1,~~communications ~~2005,~~pursuant ~~SouthFirst Bancshares, Inc. has agreed~~ to ~~amend~~Rule 425 ~~and~~under ~~restate its existing employment agreement with Joe K. McArthur, its Chief Executive Officer, to extend its term for an additional year, modify certain aspects of~~ the ~~change~~Securities inAct ~~control provision and mandate alternate dispute resolution processes in lieu of court action. Conforming changes were also made to the existing employment agreements that First Federal of the South~~ (~~“First~~17 ~~Federal”),~~CFR ~~a wholly-owned subsidiary and federally chartered stock savings association of SouthFirst Bancshares, has with each of Joe K~~230. McArthur, President of First Federal, and Sandra H. Stephens, Executive Vice President and Chief Operating Officer of First Federal. Additional conforming changes were also made to the employment agreements that Pension & Benefit Financial Services, Inc., d/b/a Pension & Benefit Trust Company (“Pension & Benefit”425)~~, a wholly owned subsidiary of First Federal,~~ ~~has with each of J. Malcomb Massey, President and Chief Executive Officer of Pension & Benefit, and~~ ~~Ruth M. Roper, Executive Vice President of Pension & Benefit. Copies of the form of each of these~~ ~~agreements are attached hereto as Exhibit 99.1.~~

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (a)17 ~~Exhibits~~CFR 240.14a-12)

~~99.1~~o Pre-commencement ~~Form~~communications ofpursuant ~~Amended~~to ~~and Restated Employment Agreement effective as of January~~Rule 1,14d-2(b) ~~2005~~under ~~between SouthFirst~~the ~~Bancshares,~~Exchange ~~Inc.~~Act ~~and~~(17 ~~Joe~~CFR K240. ~~McArthur.~~14d-2(b))

~~99.2~~o Pre-commencement ~~Form~~communications ofpursuant ~~Amended~~to ~~and Restated Employment Agreement effective as of January~~Rule 1,13e-4(c) ~~2005~~under ~~between First Federal of~~ the ~~South~~Exchange ~~and~~Act ~~Joe~~(17 K.CFR ~~McArthur~~240.13e-4(c))

99Item 5.302 ~~Form~~Departure of ~~Amended~~Directors ~~and~~or ~~Restated~~Principal ~~Employment~~Officers; ~~Agreement~~Election ~~effective as~~ of ~~January 1,~~Directors; ~~2005~~Appointment ~~between First Federal~~ of ~~the~~Principal ~~South and Sandra H~~Officers. ~~Stephens.~~

~~99.4~~ (c) Effective ~~Form~~on ofJuly 1, ~~Amended~~2005, ~~and~~Sandra ~~Restated~~H. ~~Employment~~Stephens ~~Agreement~~was ~~effective~~appointed asChief Executive Officer of ~~January~~the Registrant on a permanent basis. Ms. 1,Stephens ~~2005~~has ~~between~~been acting in the capacity of interim Chief ~~Pension~~Executive &Officer ~~Benefit~~of ~~Financial~~the ~~Services,~~Registrant ~~Inc.~~since ~~and~~the Jresignation of Joe K. ~~Malcomb~~McArthur ~~Massey~~in March of 2005.

99 Ms.5 Stephens ~~Form~~was elected as director of ~~Amended~~the Registrant and ~~Restated~~of ~~Employment~~First ~~Agreement~~Federal ~~effective~~of the South, FSB, Registrant’s wholly-owned subsidiary (First Federal), in November 2002, and has served as Executive Vice President and Chief Operating Officer of ~~January~~the Registrant and First Federal since November 12001. Prior to joining the Registrant, ~~2005~~Ms. Stephens ~~between~~served as the Chief Operating Officer, from 1997 to ~~Pension~~2001, &and ~~Benefit~~Chief Financial ~~Services~~Officer, ~~Inc~~from 1992 to 1997, of First Federal Bank, located in Tuscaloosa, Alabama. ~~and~~Before ~~Ruth~~then, MMs. Stephens ~~Roper~~held various executive positions with Federal Home Loan Mortgage Corporation, Atlanta, Georgia from 1990 until 1992, and with Pinnacle Bank, Jasper, Alabama from 1981 until 1990.

Item 9.01.

Financial Statements and Exhibits.

(c)

Exhibits

99.1

Press Release dated July 7, 2005

SIGNATURE

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

	SOUTHFIRST BANCSHARES, INC.
Dated: January 6, 2005	By:	/s/ Joe K. McArthur
Dated: July 7, 2005	By:	/s/ Sandra H. Stephens
		Joe K. McArthur
		Sandra H. Stephens
		Chief Executive Officer

Exhibit Page

Exhibit
Exhibit No.		Description of Exhibit
No.		Description of Exhibit
99.1		Press Release dated July 7, 2005
99.1		Form of Amended and Restated Employment Agreement effective as of January 1, 2005 between SouthFirst Bancshares, Inc. and Joe K. McArthur.
99.2		Form of Amended and Restated Employment Agreement effective as of January 1, 2005 between First Federal of the South and Joe K. McArthur.
99.3		Form of Amended and Restated Employment Agreement effective as of January 1, 2005 between First Federal of the South and Sandra H. Stephens.
99.4		Form of Amended and Restated Employment Agreement effective as of January 1, 2005 between Pension & Benefit Financial Services, Inc. and J. Malcomb Massey.
99.5		Form of Amended and Restated Employment Agreement effective as of January 1, 2005 between Pension & Benefit Financial Services, Inc. and Ruth M. Roper.

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