As filed with the Securities and Exchange Commission on April 13, 1999
                                                  Registration No. ________

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933
                                ----------------

                          ANCHOR FINANCIAL CORPORATION
             (Exact name of registrant as specified in its charter)
       South Carolina                               57-0778015             
(State or other jurisdiction of                  (I.R.S. Employer
incorporation or organization)                  Identification No.)
                                            
                                 2002 Oak Street
                       Myrtle Beach, South Carolina 29577
                                 (803) 448-1411

   (Address and telephone number of registrant's principal executive offices)
                          ----------------------------
                              Full Title of Plans:

                ANCHOR FINANCIAL CORPORATION, THE ANCHOR BANK AND
                        THE ANCHOR BANK OF NORTH CAROLINA
                 INCENTIVE STOCK OPTION PLAN OF 1996 AS AMENDED

                ANCHOR FINANCIAL CORPORATION, THE ANCHOR BANK AND
                        THE ANCHOR BANK OF NORTH CAROLINA
                 INCENTIVE STOCK OPTION PLAN OF 1994 AS AMENDED

          COMSOUTH BANKSHARES, INC. 1995 NONQUALIFIED STOCK OPTION PLAN
                  (as assumed by Anchor Financial Corporation)

              COMSOUTH BANKSHARES, INC. INCENTIVE STOCK OPTION PLAN
                 ratified as valid and binding February 28, 1991
                  (as assumed by Anchor Financial Corporation)

            COMSOUTH BANKSHARES, INC. NONQUALIFIED STOCK OPTION PLAN
                      options granted by board resolutions
            dated February 28, 1991; July 24, 1990; January 25, 1990;
                and February 28, 1989; all of which were ratified
                     as valid and binding February 28, 1991
                  (as assumed by Anchor Financial Corporation)

               M&M FINANCIAL CORPORATION AND FIRST NATIONAL SOUTH
                       INCENTIVE STOCK OPTION PLAN OF 1997
                  (as assumed by Anchor Financial Corporation)

                                 Tommy E. Looper
                          Anchor Financial Corporation
                                 2002 Oak Street
                       Myrtle Beach, South Carolina 29577
                                 (803) 448-1411

 (Name, address, including zip code, and telephone number, including area code, 
                              of agent for service)

                                    copy to:
                              J. Franklin McCreary
                            Gerrish & McCreary, P.C.
                       222 Second Avenue North - Suite 424
                           Nashville, Tennessee 37201
                                 (615) 251-0900

        Approximate date of commencement of proposed sale to the public:
 As soon as practicable after the effective date of the Registration Statement.
<PAGE>
<TABLE>

                                           CALCULATION OF REGISTRATION FEE
=============================== --------------------- --------------------- ---------------------- =====================

                                                                                  Proposed
           Title of                    Amount               Maximum                Maximum              Amount of
       securities to be                To be             Offering Price           Aggregate            Registration
          Registered               Registered(1)          Per Share(2)        Offering Price(2)            Fee
=============================== ===================== ===================== ====================== =====================
  
    <S>                               <C>                  <C>                  <C>                      <C>     
      Common Stock (No                524,198              $27.0625             $14,186,108              $3,943.74
    Par value per share)               shares
=============================== ===================== ===================== ====================== =====================


<FN>
     (1) The Registration  Statement also includes an  indeterminable  number of
         additional  shares that may become  issuable as a result of terminated,
         expired or  surrendered  options for Common  Stock,  or pursuant to the
         antidilution  provisions  of  the  plan.  This  Registration  Statement
         covers,  pursuant to Rule 416(a), any increases in the number of shares
         offered under the Plan to prevent dilution resulting from stock splits,
         stock dividends or similar transactions.


     (2) Estimated  solely for the purpose of calculating the  registration  fee
         pursuant to Rule 457(c) and (h), based upon the average of the high and
         low prices  reported on April 8, 1999,  as reported on the Nasdaq Stock
         Market.
</FN>
</TABLE>


<PAGE>


                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

         The documents  containing  the  information  required by PART I of this
Registration  Statement on Form S-8 (the "Registration  Statement") will be sent
or  given  to Plan  participants  as  specified  by  Rule  428(b)(1)  under  the
Securities   Act  of  1933,  as  amended.   Such  documents  and  the  documents
incorporated  by reference  herein  pursuant to Item 3 of PART II hereof,  taken
together,  constitute a prospectus that meets the  requirements of Section 10(a)
of the Securities Act.


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

         The  following  documents  have  been  filed  with the  Securities  and
Exchange  Commission by Anchor  Financial  Corporation  (the  "Company") and are
incorporated herein by reference and made a part hereof:

     1.           The  Company's  Annual  Report on Form 10-K for the year ended
                  December 31, 1998,  provided that any information  included or
                  incorporated by reference in response to Items 402(a)(8), (i),
                  (k) or (l) of Regulation  S-K of the  Securities  and Exchange
                  Commission  shall not be deemed to be incorporated  herein and
                  is not a part of the Registration Statement.

     2.           The  description of the Common Stock of the Company  contained
                  in the Company's Registration Statement on Form S-4 filed with
                  the Commission on February 5, 1999.

     3.           All  reports  filed by the  Company  pursuant to Section 13 or
                  15(d) of the Securities  Exchange Act of 1934 since the end of
                  the fiscal year  covered by the  financial  statements  in the
                  Annual Report on Form 10-K referred to in paragraph 1 above.

     4.           All documents filed by the Company pursuant to Sections 13(a),
                  13(c), 14 and 15(d) of the Securities Exchange Act of 1934
                  subsequent to the date hereof and prior to the filing of a 
                  post-effective amendment which indicates that all securities 
                  offered hereby have been sold or which deregisters all
                  securities then remaining unsold, shall be deemed to be 
                  incorporated by reference herein and to be part hereof from
                  the date of the filing of such documents.  Any statement 
                  contained in a document incorporated by reference herein and 
                  filed prior to the filing hereof shall be deemed to be 
                  modified or superseded for purposes of this Registration 
                  Statement to the extent that a statement contained herein 
                  modifies or supersedes
<PAGE>

                  such statement, and any statement contained herein or in any 
                  other document incorporated by reference herein shall be 
                  deemed to be modified or superseded for purposes of this 
                  Registration Statement to the extent that a statement 
                  contained in any other subsequently filed document which also 
                  is incorporated herein by reference herein modifies or 
                  supersedes such statement.  Any such statement so modified
                  or superseded shall not be deemed, except as so modified or 
                  superseded, to constitute a part of this Registration
                  Statement.

ITEM 4.  DESCRIPTION OF SECURITIES

         Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

         The  validity of the Common  Stock to be offered  hereby will be passed
upon for the Company by Gerrish & McCreary, P.C.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

         The South Carolina  Business  Corporation  Act of 1988, as amended (the
"S.C. Act"), empowers a corporation to indemnify an individual made a party to a
proceeding  because he is or was a director,  against liability  incurred in the
proceeding  if: (i) he conducted  himself in good faith;  and (ii) he reasonably
believed  (a) in  the  case  of  conduct  in  his  official  capacity  with  the
corporation  that his conduct was in its best interests;  (b) in all other cases
that his conduct was at least not  opposed to its best  interests;  and (iii) in
the case of any criminal  proceeding,  he had no reasonable cause to believe his
conduct was unlawful.

         The  termination  of  a  proceeding  by  judgment,  order,  settlement,
conviction  or upon a plea of  nolo  contendere  or its  equivalent  is not,  of
itself,  determinative  that a director  did not meet the  required  standard of
conduct.

         A corporation  may not  indemnify a director in  connection  with (i) a
proceeding  by or in the  right of the  corporation  in which the  director  was
adjudged  liable  to the  corporation;  or (ii) any  other  proceeding  charging
improper  personal  benefit  to him,  whether  or not  involving  action  in his
official  capacity,  in which he was adjudged  liable on the basis that personal
benefit was improperly received by him.

         Indemnification   is  limited  to  reasonable   expenses   incurred  in
connection with the proceeding.

                                       2

<PAGE>


         The S.C. Act further  provides  that unless  limited by its articles of
incorporation,   a  corporation  shall  indemnify  a  director  who  was  wholly
successful,  on the merits or  otherwise,  in the defense of any  proceeding  to
which he was a party because he is or was a director of the corporation  against
reasonable expenses incurred by him in connection with the proceeding.

         The  S.C.  Act  further  provides  that a  corporation  may  pay for or
reimburse  the  reasonable  expenses  incurred by a director who is a party to a
proceeding in advance of final disposition of the proceeding if (i) the director
furnishes the corporation a written  undertaking,  executed personally or on his
behalf,  to pay the advance if it is ultimately  determined that he did not meet
the standard of conduct;  (ii) the director  furnishes the Corporation a written
affirmation  of his good faith belief that he has met the  required  standard of
conduct;  and (iii) a  determination  is made that the facts then known to those
making the determination would not preclude indemnification.

         A  corporation  may not indemnify a director  unless  authorized in the
specific  case  after  the  proper  determination  has been made by the board of
directors,  by special legal counsel or by the  shareholders  owning a requisite
number of shares that  indemnification  of the  director is  permissible  in the
circumstances because he has met the applicable standard of conduct.

         The Articles of Incorporation of the Company provide:

         A director of the  corporation  shall not be  personally  liable to the
         corporation  or its  shareholders  for  monetary  damages for breach of
         fiduciary duty as a director,  provided, however, that the liability of
         a director  shall not be limited  (i) for any breach of the  director's
         duty of loyalty to the corporation or its  stockholders;  (ii) for acts
         of  omissions  not in good  faith or which  involve  gross  negligence,
         intentional  misconduct,  or a knowing  violation of law; (iii) for any
         unlawful distributions under ss.33-8-330 of the South Carolina Business
         Corporation  Act; or (iv) for any  transaction  from which the director
         derived an improper  personal  benefit.  This provision shall in no way
         eliminate or limit the  liability of a director for any act or omission
         occurring prior to the date when this provision becomes effective.

         The  Bylaws  of  the  Company  contain  the  following  indemnification
         provisions:

         Any person and his or her heirs,  executors or  administrators,  may be
         indemnified or reimbursed by the  corporation  for reasonable  expenses
         actually  incurred in connection  with any action,  suit or proceeding,
         civil or criminal,  in which he or they shall be made a party by reason
         of his being or having  been a  director,  officer,  or employee of the
         corporation  or of any  firm,  corporation,  or  organization  which he
         served  in any  such  capacity  at  the  request  of  the  corporation;
         provided, however, that no person shall be so indemnified or reimbursed
         in  relation to any matter in such  action,  suit or  proceeding  as to
         which he shall  finally be  adjudged  to have been guilty or liable for
         gross   negligence,   willful   misconduct  or  criminal  acts  in  the
         performance of his duties to the corporation;  and,  provided  further,
         that 

                                       3
<PAGE>

         no such person shall be so  indemnified  or reimbursed in relation
         to any matter in such action,  suit or  proceeding  which has been made
         the subject of a  compromise  settlement  except with the approval of a
         court of competent jurisdiction, or the holders of record of a majority
         of  the  outstanding  shares  of  the  corporation,  or  the  Board  of
         Directors,  acting  by vote of  directors  not  parties  to the same or
         substantially  the same action,  suit, or  proceeding,  constituting  a
         majority  of the whole  number of  directors.  The  foregoing  right of
         indemnification or reimbursement shall not be exclusive of other rights
         to which such persons, his heirs,  executors,  or administrators may be
         entitled as a matter of law.

         The Company  maintains an insurance policy insuring the corporation and
         its directors and officers against certain liabilities.

ITEM 9.  UNDERTAKINGS

(a)      The Company hereby undertakes:

         (1)   To file, during any period in which offers or sales are being 
               made, a post-effective amendment to this Registration Statement:

               (i)       to include any prospectus required by Section 10(a)
                         (3) of the   Securities Act of 1933;

               (ii)      to  reflect in the  prospectus  any facts or events  
                         arising after the effective  date of this Registration
                         Statement (or the most recent post-effective amendment
                         thereof) which,  individually  or in  the  aggregate,
                         represent a fundamental change in the information  set
                         forth in the  Registration Statement;

               (iii)     to include any  material  information  with respect to
                         the  plan of distribution not previously disclosed in 
                         this Registration Statement or any material change to 
                         such information in this Registration Statement;

                         Provided,  however, that paragraph (a)(1)(i) and  
                         (a)(1)(ii)   shall  not  apply  if  the Registration  
                         Statement is on Form S-3, Form S-8 or Form F-3 and the 
                         information required to be included in a post-effective
                         amendment by those paragraphs is contained in periodic
                         reports filed by the Company pursuant to Section 13 or 
                         Section 15(d) of the Securities Exchange Act of 1934  
                         that are incorporated by reference in this Registration
                         Statement.

         (2)  That, for the purpose of determining any liability under  the   
              Securities Act of 1933, each such post-effective  amendment
              shall be deemed to be a new Registration  Statement relating to 
              the securities offered therein and the

                                       4
<PAGE>

              offering of such securities at that time shall be deemed to be 
              the initial bona fide offering thereof.

         (3)  To remove from registration by means of a post-effective 
              amendment any of the securities being registered which remain 
              unsold at the termination of the offering.

(b)      The undersigned  Company hereby  undertakes that, for purposes of 
         determining any liability under the Securities Act of 1933, each filing
         of the Company's Annual Report pursuant to Section 13(a) or Section 
         15(d) of the Securities  Exchange Act of 1934 (and, where applicable,  
         each filing of an employee  benefit plan's  annual report  pursuant to
         Section  15(d)  of  the Securities  Exchange  Act of  1934)  that is  
         incorporated  by reference in this Registration Statement shall be 
         deemed to be a  new registration statement relating to the  securities
         offered therein, and the offering of such securities at that time shall
         be deemed  to be the  initial  bona fide  offering thereof.

(c)      Insofar as indemnification for liabilities arising under the Securities
         Act of 1933 may be permitted to directors, officers and controlling 
         persons of the Company pursuant to the foregoing provisions or 
         otherwise, the Company has been advised that, in the opinion of the
         Securities and Exchange Commission, such indemnification is against 
         public policy as expressed in the Act and is, therefore, unenforceable.
         In the event that a claim for indemnification against such liabilities 
         (other than the payment by the Company of expenses incurred or paid by 
         a director, officer or controlling persons of the Company in the 
         successful defense of any action, suit or proceeding) is asserted by
         such director, officer or controlling persons in connection with the 
         securities being registered, the Company will, unless in the opinion of
         its counsel the matter has been settled by controlling precedent, 
         submit to a court of appropriate jurisdiction the question whether such
         indemnification by it is against public policy as expressed in the Act 
         and will be governed by the final adjudication of such issue.

                                       5

<PAGE>


SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the Company
certifies  that it has  reasonable  grounds  to  believe  that it meets  all the
requirements  for  filing  on Form S-8 and has  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in the City of Myrtle Beach, State of South Carolina, on April 13,
1999.


                            ANCHOR FINANCIAL CORPORATION
                            (Registrant)
  
                            By:  /s/ Stephen L. Chryst
                                 -------------------------------------------
                                 Stephen L. Chryst
                                 Chairman, President and Chief Executive Officer
                                 (Principal Executive Officer)
 

                            By:  /s/ Tommy E. Looper
                                 -------------------------------------------
                                 Tommy E. Looper
                                 Executive Vice President, Chief Financial
                                 Officer and Director



Signature                                            Title

 /s/ C. Jason Ammons, Jr.                             Director
C. Jason Ammons, Jr.

/s/ Howell, V. Bellamy, Jr.                          Director
Howell, V. Bellamy, Jr.

/s/ W. Cecil Brandon, Jr.                            Director
W. Cecil Brandon, Jr.
                                                     Director
James E. Burroughs

                                                     Director
C. Donald Cameron

                                                     Director
Mason R. Chrisman

                                       6
<PAGE>

                                                     Chairman, President, Chief 
/s/ Stephen L. Chryst                                Executive Officer 
Stephen L. Chryst                                    and Director
                                                    
/s/ Robin H. Dial                                    Director
Robin H. Dial

/s/ Chester A. Duke                                  Director
Chester A. Duke

/s/ J. Bryan Floyd                                   Director
J. Bryan Floyd

                                                     Executive Vice President, 
/s/ Tommy E. Looper                                  Chief Financial Officer
Tommy E. Looper                                      and Director

/s/ Charles B. McElveen                              Director
Charles B. McElveen

/s/ W. Gairy Nichols, III                            Director
W. Gairy Nichols, III

/s/ Ruppert L. Piver                                 Director
Ruppert L. Piver

/s/ Thomas J. Rogers                                 Director
Thomas J. Rogers

/s/ John C.B. Smith, Jr.                             Director
John C.B. Smith, Jr.

/s/ Albert A. Springs, III                           Director
Albert A. Springs, III

/s/ J. Roddy Swaim                                   Director
J. Roddy Swaim

/s/ Arthur P. Swanson                                Director
Arthur P. Swanson

/s/ Harry A. Thomas                                  Director
Harry A. Thomas

                                       7
<PAGE>




Tommy E. Looper,  by signing his name hereto,  does hereby sign this document in
his capacity as a director and pursuant to powers of attorney  duly  executed by
the persons  named,  filed with the  Securities  and Exchange  Commission  as an
exhibit to this document,  on behalf of such persons,  all in the capacities and
on the date stated,  such persons  including a majority of the  directors of the
Registrant.

                                        /s/ Tommy E. Looper
                                        ----------------------------------
                                        Tommy E. Looper
                                        Attorney-in-Fact


                                       8
<PAGE>


                                  EXHIBIT INDEX
                      TO REGISTRATION STATEMENT ON FORM S-8



4.1      Articles of  Incorporation  filed as an exhibit to the Company's Annual
         Report on Form 10-K for the year ended  December 31, 1996.

5.1      Opinion of Gerrish & McCreary, P.C., as to the legality of the 
         securities being registered (including consent of counsel). *

23.1     (a)      Consent of PriceWaterhouseCoopers LLP. *
         (b)      Consent of J.W. Hunt and Company, LLP.*
         (c)      Consent of Tourville, Simpson & Henderson, LLP.*

23.2     Consent of counsel (included in the opinion of Gerrish & McCreary, 
         P.C., filed as Exhibit 5.1). *

24.1     Power of Attorney pursuant to which certain directors have signed this
         Form S-8 Registration Statement. *

99.1     Anchor  Financial  Corporation,  The Anchor Bank and The Anchor Bank of
         North  Carolina  Incentive  Stock  Option  Plan  of  1996,  as  amended
         (incorporated  herein by reference to the  Corporation's  Form 10-K for
         the year ended December 31, 1995).

99.2     Anchor  Financial  Corporation,  the Anchor Bank and the Anchor Bank of
         North  Carolina  Incentive  Stock  Option  Plan  of  1994,  as  amended
         (incorporated  herein by reference to the  Corporation's  Form 10-K for
         the year ended December 31, 1993).

99.3     ComSouth   Bankshares,   Inc.  1995  Nonqualified   Stock  Option  Plan
         (incorporated  herein by  reference  to  exhibits  filed with  ComSouth
         Bankshares,  Inc.'s  Proxy  Statement  for the 1995  Annual  Meeting of
         Shareholders).

99.4     ComSouth  Bankshares,  Inc.  Incentive Stock Option Plan  (incorporated
         herein by  reference to the exhibits  filed with  ComSouth  Bankshares,
         Inc.'s Registration Statement on Form S-1, File No. 33-29091).

99.5     Description of ComSouth Bankshares, Inc. Nonqualified Stock Option 
         Plan.

99.6     M&M Financial  Corporation  and First  National South  Incentive  Stock
         Option Plan of 1997  (incorporated  herein by reference to the Appendix
         to M&M Financial  Corporation's  Proxy Statement for the Annual Meeting
         of Shareholders).



*Filed herewith.

                                       i
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As filed with the Securities and Exchange Commission on April 13, 1999
                                                  Registration No. ________

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933
                                ----------------

                          ANCHOR FINANCIAL CORPORATION
             (Exact name of registrant as specified in its charter)
       South Carolina                               57-0778015             
(State or other jurisdiction of                  (I.R.S. Employer
incorporation or organization)                  Identification No.)
                                            
                                 2002 Oak Street
                       Myrtle Beach, South Carolina 29577
                                 (803) 448-1411

   (Address and telephone number of registrant's principal executive offices)
                          ----------------------------
                              Full Title of Plans:

                ANCHOR FINANCIAL CORPORATION, THE ANCHOR BANK AND
                        THE ANCHOR BANK OF NORTH CAROLINA
                 INCENTIVE STOCK OPTION PLAN OF 1996 AS AMENDED

                ANCHOR FINANCIAL CORPORATION, THE ANCHOR BANK AND
                        THE ANCHOR BANK OF NORTH CAROLINA
                 INCENTIVE STOCK OPTION PLAN OF 1994 AS AMENDED

          COMSOUTH BANKSHARES, INC. 1995 NONQUALIFIED STOCK OPTION PLAN
                  (as assumed by Anchor Financial Corporation)

              COMSOUTH BANKSHARES, INC. INCENTIVE STOCK OPTION PLAN
                 ratified as valid and binding February 28, 1991
                  (as assumed by Anchor Financial Corporation)

            COMSOUTH BANKSHARES, INC. NONQUALIFIED STOCK OPTION PLAN
                      options granted by board resolutions
            dated February 28, 1991; July 24, 1990; January 25, 1990;
                and February 28, 1989; all of which were ratified
                     as valid and binding February 28, 1991
                  (as assumed by Anchor Financial Corporation)

               M&M FINANCIAL CORPORATION AND FIRST NATIONAL SOUTH
                       INCENTIVE STOCK OPTION PLAN OF 1997
                  (as assumed by Anchor Financial Corporation)

                                 Tommy E. Looper
                          Anchor Financial Corporation
                                 2002 Oak Street
                       Myrtle Beach, South Carolina 29577
                                 (803) 448-1411

 (Name, address, including zip code, and telephone number, including area code, 
                              of agent for service)

                                    copy to:
                              J. Franklin McCreary
                            Gerrish & McCreary, P.C.
                       222 Second Avenue North - Suite 424
                           Nashville, Tennessee 37201
                                 (615) 251-0900

        Approximate date of commencement of proposed sale to the public:
 As soon as practicable after the effective date of the Registration Statement.
CALCULATION OF REGISTRATION FEE
=============================== --------------------- --------------------- ---------------------- =====================

                                                                                  Proposed
           Title of                    Amount               Maximum                Maximum              Amount of
       securities to be                To be             Offering Price           Aggregate            Registration
          Registered               Registered(1)          Per Share(2)        Offering Price(2)            Fee
=============================== ===================== ===================== ====================== =====================
Common Stock (No                524,198              $27.0625             $14,186,108              $3,943.74
    Par value per share)               shares
=============================== ===================== ===================== ====================== =====================
(1) The Registration  Statement also includes an  indeterminable  number of
         additional  shares that may become  issuable as a result of terminated,
         expired or  surrendered  options for Common  Stock,  or pursuant to the
         antidilution  provisions  of  the  plan.  This  Registration  Statement
         covers,  pursuant to Rule 416(a), any increases in the number of shares
         offered under the Plan to prevent dilution resulting from stock splits,
         stock dividends or similar transactions.

     (2) Estimated  solely for the purpose of calculating the  registration  fee
         pursuant to Rule 457(c) and (h), based upon the average of the high and
         low prices  reported on April 8, 1999,  as reported on the Nasdaq Stock
         Market.
PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

         The documents  containing  the  information  required by PART I of this
Registration  Statement on Form S-8 (the "Registration  Statement") will be sent
or  given  to Plan  participants  as  specified  by  Rule  428(b)(1)  under  the
Securities   Act  of  1933,  as  amended.   Such  documents  and  the  documents
incorporated  by reference  herein  pursuant to Item 3 of PART II hereof,  taken
together,  constitute a prospectus that meets the  requirements of Section 10(a)
of the Securities Act.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

         The  following  documents  have  been  filed  with the  Securities  and
Exchange  Commission by Anchor  Financial  Corporation  (the  "Company") and are
incorporated herein by reference and made a part hereof:

     1.           The  Company's  Annual  Report on Form 10-K for the year ended
                  December 31, 1998,  provided that any information  included or
                  incorporated by reference in response to Items 402(a)(8), (i),
                  (k) or (l) of Regulation  S-K of the  Securities  and Exchange
                  Commission  shall not be deemed to be incorporated  herein and
                  is not a part of the Registration Statement.

     2.           The  description of the Common Stock of the Company  contained
                  in the Company's Registration Statement on Form S-4 filed with
                  the Commission on February 5, 1999.

     3.           All  reports  filed by the  Company  pursuant to Section 13 or
                  15(d) of the Securities  Exchange Act of 1934 since the end of
                  the fiscal year  covered by the  financial  statements  in the
                  Annual Report on Form 10-K referred to in paragraph 1 above.

     4.           All documents filed by the Company pursuant to Sections 13(a),
                  13(c), 14 and 15(d) of the Securities Exchange Act of 1934
                  subsequent to the date hereof and prior to the filing of a 
                  post-effective amendment which indicates that all securities 
                  offered hereby have been sold or which deregisters all
                  securities then remaining unsold, shall be deemed to be 
                  incorporated by reference herein and to be part hereof from
                  the date of the filing of such documents.  Any statement 
                  contained in a document incorporated by reference herein and 
                  filed prior to the filing hereof shall be deemed to be 
                  modified or superseded for purposes of this Registration 
                  Statement to the extent that a statement contained herein 
                  modifies or supersedes
such statement, and any statement contained herein or in any 
                  other document incorporated by reference herein shall be 
                  deemed to be modified or superseded for purposes of this 
                  Registration Statement to the extent that a statement 
                  contained in any other subsequently filed document which also 
                  is incorporated herein by reference herein modifies or 
                  supersedes such statement.  Any such statement so modified
                  or superseded shall not be deemed, except as so modified or 
                  superseded, to constitute a part of this Registration
                  Statement.

ITEM 4.  DESCRIPTION OF SECURITIES

         Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

         The  validity of the Common  Stock to be offered  hereby will be passed
upon for the Company by Gerrish & McCreary, P.C.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

         The South Carolina  Business  Corporation  Act of 1988, as amended (the
"S.C. Act"), empowers a corporation to indemnify an individual made a party to a
proceeding  because he is or was a director,  against liability  incurred in the
proceeding  if: (i) he conducted  himself in good faith;  and (ii) he reasonably
believed  (a) in  the  case  of  conduct  in  his  official  capacity  with  the
corporation  that his conduct was in its best interests;  (b) in all other cases
that his conduct was at least not  opposed to its best  interests;  and (iii) in
the case of any criminal  proceeding,  he had no reasonable cause to believe his
conduct was unlawful.

         The  termination  of  a  proceeding  by  judgment,  order,  settlement,
conviction  or upon a plea of  nolo  contendere  or its  equivalent  is not,  of
itself,  determinative  that a director  did not meet the  required  standard of
conduct.

         A corporation  may not  indemnify a director in  connection  with (i) a
proceeding  by or in the  right of the  corporation  in which the  director  was
adjudged  liable  to the  corporation;  or (ii) any  other  proceeding  charging
improper  personal  benefit  to him,  whether  or not  involving  action  in his
official  capacity,  in which he was adjudged  liable on the basis that personal
benefit was improperly received by him.

         Indemnification   is  limited  to  reasonable   expenses   incurred  in
connection with the proceeding.

                                       2
The S.C. Act further  provides  that unless  limited by its articles of
incorporation,   a  corporation  shall  indemnify  a  director  who  was  wholly
successful,  on the merits or  otherwise,  in the defense of any  proceeding  to
which he was a party because he is or was a director of the corporation  against
reasonable expenses incurred by him in connection with the proceeding.

         The  S.C.  Act  further  provides  that a  corporation  may  pay for or
reimburse  the  reasonable  expenses  incurred by a director who is a party to a
proceeding in advance of final disposition of the proceeding if (i) the director
furnishes the corporation a written  undertaking,  executed personally or on his
behalf,  to pay the advance if it is ultimately  determined that he did not meet
the standard of conduct;  (ii) the director  furnishes the Corporation a written
affirmation  of his good faith belief that he has met the  required  standard of
conduct;  and (iii) a  determination  is made that the facts then known to those
making the determination would not preclude indemnification.

         A  corporation  may not indemnify a director  unless  authorized in the
specific  case  after  the  proper  determination  has been made by the board of
directors,  by special legal counsel or by the  shareholders  owning a requisite
number of shares that  indemnification  of the  director is  permissible  in the
circumstances because he has met the applicable standard of conduct.

         The Articles of Incorporation of the Company provide:

         A director of the  corporation  shall not be  personally  liable to the
         corporation  or its  shareholders  for  monetary  damages for breach of
         fiduciary duty as a director,  provided, however, that the liability of
         a director  shall not be limited  (i) for any breach of the  director's
         duty of loyalty to the corporation or its  stockholders;  (ii) for acts
         of  omissions  not in good  faith or which  involve  gross  negligence,
         intentional  misconduct,  or a knowing  violation of law; (iii) for any
         unlawful distributions under ss.33-8-330 of the South Carolina Business
         Corporation  Act; or (iv) for any  transaction  from which the director
         derived an improper  personal  benefit.  This provision shall in no way
         eliminate or limit the  liability of a director for any act or omission
         occurring prior to the date when this provision becomes effective.

         The  Bylaws  of  the  Company  contain  the  following  indemnification
         provisions:

         Any person and his or her heirs,  executors or  administrators,  may be
         indemnified or reimbursed by the  corporation  for reasonable  expenses
         actually  incurred in connection  with any action,  suit or proceeding,
         civil or criminal,  in which he or they shall be made a party by reason
         of his being or having  been a  director,  officer,  or employee of the
         corporation  or of any  firm,  corporation,  or  organization  which he
         served  in any  such  capacity  at  the  request  of  the  corporation;
         provided, however, that no person shall be so indemnified or reimbursed
         in  relation to any matter in such  action,  suit or  proceeding  as to
         which he shall  finally be  adjudged  to have been guilty or liable for
         gross   negligence,   willful   misconduct  or  criminal  acts  in  the
         performance of his duties to the corporation;  and,  provided  further,
         that 

                                       3
no such person shall be so  indemnified  or reimbursed in relation
         to any matter in such action,  suit or  proceeding  which has been made
         the subject of a  compromise  settlement  except with the approval of a
         court of competent jurisdiction, or the holders of record of a majority
         of  the  outstanding  shares  of  the  corporation,  or  the  Board  of
         Directors,  acting  by vote of  directors  not  parties  to the same or
         substantially  the same action,  suit, or  proceeding,  constituting  a
         majority  of the whole  number of  directors.  The  foregoing  right of
         indemnification or reimbursement shall not be exclusive of other rights
         to which such persons, his heirs,  executors,  or administrators may be
         entitled as a matter of law.

         The Company  maintains an insurance policy insuring the corporation and
         its directors and officers against certain liabilities.

ITEM 9.  UNDERTAKINGS

(a)      The Company hereby undertakes:

         (1)   To file, during any period in which offers or sales are being 
               made, a post-effective amendment to this Registration Statement:

               (i)       to include any prospectus required by Section 10(a)
                         (3) of the   Securities Act of 1933;

               (ii)      to  reflect in the  prospectus  any facts or events  
                         arising after the effective  date of this Registration
                         Statement (or the most recent post-effective amendment
                         thereof) which,  individually  or in  the  aggregate,
                         represent a fundamental change in the information  set
                         forth in the  Registration Statement;

               (iii)     to include any  material  information  with respect to
                         the  plan of distribution not previously disclosed in 
                         this Registration Statement or any material change to 
                         such information in this Registration Statement;

                         Provided,  however, that paragraph (a)(1)(i) and  
                         (a)(1)(ii)   shall  not  apply  if  the Registration  
                         Statement is on Form S-3, Form S-8 or Form F-3 and the 
                         information required to be included in a post-effective
                         amendment by those paragraphs is contained in periodic
                         reports filed by the Company pursuant to Section 13 or 
                         Section 15(d) of the Securities Exchange Act of 1934  
                         that are incorporated by reference in this Registration
                         Statement.

         (2)  That, for the purpose of determining any liability under  the   
              Securities Act of 1933, each such post-effective  amendment
              shall be deemed to be a new Registration  Statement relating to 
              the securities offered therein and the

                                       4
offering of such securities at that time shall be deemed to be 
              the initial bona fide offering thereof.

         (3)  To remove from registration by means of a post-effective 
              amendment any of the securities being registered which remain 
              unsold at the termination of the offering.

(b)      The undersigned  Company hereby  undertakes that, for purposes of 
         determining any liability under the Securities Act of 1933, each filing
         of the Company's Annual Report pursuant to Section 13(a) or Section 
         15(d) of the Securities  Exchange Act of 1934 (and, where applicable,  
         each filing of an employee  benefit plan's  annual report  pursuant to
         Section  15(d)  of  the Securities  Exchange  Act of  1934)  that is  
         incorporated  by reference in this Registration Statement shall be 
         deemed to be a  new registration statement relating to the  securities
         offered therein, and the offering of such securities at that time shall
         be deemed  to be the  initial  bona fide  offering thereof.

(c)      Insofar as indemnification for liabilities arising under the Securities
         Act of 1933 may be permitted to directors, officers and controlling 
         persons of the Company pursuant to the foregoing provisions or 
         otherwise, the Company has been advised that, in the opinion of the
         Securities and Exchange Commission, such indemnification is against 
         public policy as expressed in the Act and is, therefore, unenforceable.
         In the event that a claim for indemnification against such liabilities 
         (other than the payment by the Company of expenses incurred or paid by 
         a director, officer or controlling persons of the Company in the 
         successful defense of any action, suit or proceeding) is asserted by
         such director, officer or controlling persons in connection with the 
         securities being registered, the Company will, unless in the opinion of
         its counsel the matter has been settled by controlling precedent, 
         submit to a court of appropriate jurisdiction the question whether such
         indemnification by it is against public policy as expressed in the Act 
         and will be governed by the final adjudication of such issue.

                                       5
SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the Company
certifies  that it has  reasonable  grounds  to  believe  that it meets  all the
requirements  for  filing  on Form S-8 and has  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in the City of Myrtle Beach, State of South Carolina, on April 13,
1999.

                            ANCHOR FINANCIAL CORPORATION
                            (Registrant)
  
                            By:  /s/ Stephen L. Chryst
                                 -------------------------------------------
                                 Stephen L. Chryst
                                 Chairman, President and Chief Executive Officer
                                 (Principal Executive Officer)
 

                            By:  /s/ Tommy E. Looper
                                 -------------------------------------------
                                 Tommy E. Looper
                                 Executive Vice President, Chief Financial
                                 Officer and Director

Signature                                            Title

 /s/ C. Jason Ammons, Jr.                             Director
C. Jason Ammons, Jr.

/s/ Howell, V. Bellamy, Jr.                          Director
Howell, V. Bellamy, Jr.

/s/ W. Cecil Brandon, Jr.                            Director
W. Cecil Brandon, Jr.
                                                     Director
James E. Burroughs

                                                     Director
C. Donald Cameron

                                                     Director
Mason R. Chrisman

                                       6
Chairman, President, Chief 
/s/ Stephen L. Chryst                                Executive Officer 
Stephen L. Chryst                                    and Director
                                                    
/s/ Robin H. Dial                                    Director
Robin H. Dial

/s/ Chester A. Duke                                  Director
Chester A. Duke

/s/ J. Bryan Floyd                                   Director
J. Bryan Floyd

                                                     Executive Vice President, 
/s/ Tommy E. Looper                                  Chief Financial Officer
Tommy E. Looper                                      and Director

/s/ Charles B. McElveen                              Director
Charles B. McElveen

/s/ W. Gairy Nichols, III                            Director
W. Gairy Nichols, III

/s/ Ruppert L. Piver                                 Director
Ruppert L. Piver

/s/ Thomas J. Rogers                                 Director
Thomas J. Rogers

/s/ John C.B. Smith, Jr.                             Director
John C.B. Smith, Jr.

/s/ Albert A. Springs, III                           Director
Albert A. Springs, III

/s/ J. Roddy Swaim                                   Director
J. Roddy Swaim

/s/ Arthur P. Swanson                                Director
Arthur P. Swanson

/s/ Harry A. Thomas                                  Director
Harry A. Thomas

                                       7
Tommy E. Looper,  by signing his name hereto,  does hereby sign this document in
his capacity as a director and pursuant to powers of attorney  duly  executed by
the persons  named,  filed with the  Securities  and Exchange  Commission  as an
exhibit to this document,  on behalf of such persons,  all in the capacities and
on the date stated,  such persons  including a majority of the  directors of the
Registrant.

                                        /s/ Tommy E. Looper
                                        ----------------------------------
                                        Tommy E. Looper
                                        Attorney-in-Fact

                                       8
EXHIBIT INDEX
                      TO REGISTRATION STATEMENT ON FORM S-8

4.1      Articles of  Incorporation  filed as an exhibit to the Company's Annual
         Report on Form 10-K for the year ended  December 31, 1996.

5.1      Opinion of Gerrish & McCreary, P.C., as to the legality of the 
         securities being registered (including consent of counsel). *

23.1     (a)      Consent of PriceWaterhouseCoopers LLP. *
         (b)      Consent of J.W. Hunt and Company, LLP.*
         (c)      Consent of Tourville, Simpson & Henderson, LLP.*

23.2     Consent of counsel (included in the opinion of Gerrish & McCreary, 
         P.C., filed as Exhibit 5.1). *

24.1     Power of Attorney pursuant to which certain directors have signed this
         Form S-8 Registration Statement. *

99.1     Anchor  Financial  Corporation,  The Anchor Bank and The Anchor Bank of
         North  Carolina  Incentive  Stock  Option  Plan  of  1996,  as  amended
         (incorporated  herein by reference to the  Corporation's  Form 10-K for
         the year ended December 31, 1995).

99.2     Anchor  Financial  Corporation,  the Anchor Bank and the Anchor Bank of
         North  Carolina  Incentive  Stock  Option  Plan  of  1994,  as  amended
         (incorporated  herein by reference to the  Corporation's  Form 10-K for
         the year ended December 31, 1993).

99.3     ComSouth   Bankshares,   Inc.  1995  Nonqualified   Stock  Option  Plan
         (incorporated  herein by  reference  to  exhibits  filed with  ComSouth
         Bankshares,  Inc.'s  Proxy  Statement  for the 1995  Annual  Meeting of
         Shareholders).

99.4     ComSouth  Bankshares,  Inc.  Incentive Stock Option Plan  (incorporated
         herein by  reference to the exhibits  filed with  ComSouth  Bankshares,
         Inc.'s Registration Statement on Form S-1, File No. 33-29091).

99.5     Description of ComSouth Bankshares, Inc. Nonqualified Stock Option 
         Plan.

99.6     M&M Financial  Corporation  and First  National South  Incentive  Stock
         Option Plan of 1997  (incorporated  herein by reference to the Appendix
         to M&M Financial  Corporation's  Proxy Statement for the Annual Meeting
         of Shareholders).

*Filed herewith.

                                       i