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 (or Date of Earliest Event Reported): January 26, 2004

                             MIDSOUTH BANCORP, INC.
             (Exact name of registrant as specified in its charter)

           Louisiana                  1-11826                    72-1020809
  (State or jurisdiction of     (Commission File Number)       (IRS Employer
incorporation or organization)                               Identification No.)

      102 Versailles Boulevard, Lafayette, Louisiana               70502
      (Address of principal executive offices)                   (Zipcode)

                                 (337) 237-8343
              (Registrant's telephone number, including area code)




ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE

      On January 26, 2004, MidSouth Bancorp, Inc. (the "Company") issued a press
release regarding the Company's earnings for the quarter ended December 31,
2003. The Company's earnings press release, including financial highlights, is
attached as Exhibit 99.1.

                                    SIGNATURE

      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, thereunto authorized.

Dated: January 26, 2004

                                     MIDSOUTH BANCORP, INC.

                                     By: /s/ C. R. Cloutier
                                     ----------------------
                                     President & CEO

                                  EXHIBIT INDEX

Exhibit No.                        Description
-----------                        -----------

99.1              Press Release dated January 26, 2004 announcing earnings for
                  the fourth quarter of 2003.