Registration No. 333-__________
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                ----------------


                                    FORM S-8


                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                                ----------------


                           FIRST NATIONAL CORPORATION
--------------------------------------------------------------------------------
             (Exact name of registrant, as specified in its charter)


         SOUTH CAROLINA                                          57-0799315
--------------------------------------------------------------------------------
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                              Identification No.)


                               520 Gervais Street
                         Columbia, South Carolina 29201
--------------------------------------------------------------------------------
                    (Address of principal executive offices)


                           RESTRICTED STOCK AGREEMENT
--------------------------------------------------------------------------------
                            (Full title of the plan)

                         C. JOHN HIPP, III President and
                             Chief Executive Officer
                           First National Corporation
                                  P.O. Box 1030
                         Columbia, South Carolina 29202
--------------------------------------------------------------------------------
                     (Name and address of agent for service)


                                 (803) 277-2175
--------------------------------------------------------------------------------
          (Telephone number, including area code, of agent for service)

<TABLE><CAPTION>
                         CALCULATION OF REGISTRATION FEE
=========================================================================================================
                                                Proposed maximum    Proposed maximum
Title of each class of           Amount to be    offering price    aggregate offering        Amount of
securities to be registered       registered        per unit              price          registration fee
-----------------------------    ------------    --------------    ------------------    ----------------
<S>                             <C>              <C>               <C>                   <C>
Common Stock, $2.50 par value   2,000 shares(1)     $23.85(2)           $47,700(2)             $3.86
=========================================================================================================
</TABLE>
(1)  Pursuant to Rule 416 under the Securities Act of 1933, as amended, this
     registration statement also relates to an indeterminate number of
     additional shares of common stock issuable with respect to the shares
     registered hereunder in the event of a stock split, stock dividend or other
     similar transaction.
(2)  In accordance with Rule 457(h)(1) of Regulation C, the price for the shares
     is computed on the basis of the average high ($23.90) and low ($23.80)
     prices for shares of Common Stock on March 3, 2003 as reported by the
     American Stock Exchange.
================================================================================
<PAGE>
           PART II INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents filed with the Securities and Exchange
Commission by First National Corporation (the "Company") are incorporated by
reference into this Registration Statement:

         (a)  The Company's Annual Report on Form 10-K for the year ended
              December 31, 2001;

         (b)  The Company's Quarterly Reports on Form 10-Q and Form 10-Q/A for
              the quarters ended March 31, 2002, June 30, 2002 and September 30,
              2002; and

         (c)  The description of the Common Stock, par value $2.50 per share
              ("Common Stock"), of the Company set forth in the Company's
              registration statement on Form 8-A filed on January 21, 1997
              pursuant to Section 12 of the Securities Exchange Act of 1934 (the
              "Exchange Act") and any amendment or report filed for the purpose
              of updating such description.

         All documents subsequently filed by the Company pursuant to Section
13(a), 13(c), 14 or 15(d) of the Exchange Act prior to the filing of a
post-effective amendment which indicates that all securities offered hereunder
have been sold or which deregisters all of such securities then remaining unsold
shall be deemed to be incorporated by reference into this Registration Statement
and to be a part hereof from the date of filing of such documents.


ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         Under the Company's Bylaws, the Company may indemnify its officers and
directors to the maximum extent permitted by law. Under the South Carolina
Business Corporation Act of 1988 (the "Act"), a South Carolina corporation has
the power to indemnify directors and officers, provided they act in good faith
and reasonably believe that their conduct was lawful and in the corporate
interest (or not opposed thereto), as set forth in such statute. The Act also
empowers a corporation to provide insurance for directors and officers against
liability arising out of their positions, even though the insurance coverage is
broader than the power of the corporation to indemnify. Under the Act, unless
limited by its articles of incorporation, a corporation must indemnify a
director or officer who is 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 or officer against reasonable expenses incurred by him in connection
with the proceeding. The Company's Articles of Incorporation do not provide
otherwise.

         Under the Company's articles of incorporation, no director of the
Company will be liable to the Company for monetary damages for breach of his
fiduciary duty as a director, to the maximum extent permitted by law.

         The Company maintains directors and officers' liability insurance for
the benefit of its directors and officers.
<PAGE>
ITEM 8.  EXHIBITS.

         Exhibit
         Number         Description
         -------        --------------------------------------------------------
           4.1          Restricted Stock Agreement, effective as of January 2,
                        2003, between the Company and Joseph E. Burns
           4.2          Articles of Incorporation of the Company, as amended
                        (incorporated by reference to Exhibit 3 to the Quarterly
                        Report on Form 10-Q of the Company for the fiscal
                        quarter ended June 30, 1996 and Exhibits 3.1 and 3.2 to
                        the Current Report on Form 8-K of the Company filed on
                        May 23, 1997)
           4.3          Bylaws of the Company (incorporated by reference to
                        Exhibit 3.2 to the Annual Report on Form 10-K of the
                        Company for the year ended December 31, 1995)
           5            Opinion of Robinson, Bradshaw & Hinson, P.A. with
                        respect to the validity of the shares being offered
           23.1         Consent of Robinson, Bradshaw & Hinson, P.A. (contained
                        in Exhibit 5)
           23.2         Consent of J. W. Hunt and Company, LLP
           24.1         Powers of Attorney


ITEM 9.  UNDERTAKINGS.

         The Company hereby undertakes as follows:

         (1) To file, during any period in which offers or sales are being made,
a post-effective amendment to this registration statement to include any
material information with respect to the plan of distribution not previously
disclosed in the registration statement or any material change to such
information in the registration statement;

         (2) That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment to 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;

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

         (4) 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 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; and

         (5) Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the Company, the Company has been advised that in the opinion of the
Securities and Exchange Commission such indemnification is against public policy
as expressed in such 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
person of the Company in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person 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 Securities
Act of 1933 and will be governed by the final adjudication of such issue.
<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 of 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 Columbia, State of South Carolina, on this 10th day
of March, 2003.

                                       FIRST NATIONAL CORPORATION

                                       By: /s/ C. John Hipp, III
                                           -------------------------------------
                                           C. John Hipp
                                           President and Chief Executive Officer

         Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated.

SIGNATURE                        TITLE                            DATE
---------                        ----                             ----

/s/ C. John Hipp, III            President and Chief Executive    March 10, 2003
----------------------------     Officer and Director
C. John Hipp, III                (principal executive officer)

/s/ Richard C. Mathis            Executive Vice President and     March 10, 2003
----------------------------     Chief Financial Officer
Richard C. Mathis                (Principal Financial Officer)

/s/ John L. Phillips             Senior Vice President            March 10, 2003
----------------------------     and Controller
John L. Phillips                 (Principal Accounting Officer)

/s/ Robert R. Horger*            Director                         March 10, 2003
----------------------------
Robert R. Horger

/s/ Colden R. Battey, Jr.*       Director                         March 10, 2003
----------------------------
Colden R. Battey, Jr.

/s/ Luther J. Battiste, III*     Director                         March 10, 2003
----------------------------
Luther J. Battiste, III

/s/ Charles W. Clark*            Director                         March 10, 2003
----------------------------
Charles W. Clark

/s/ M. Oswald Fogle*             Director                         March 10, 2003
----------------------------
M. Oswald Fogle

/s/ Dwight W. Frierson*          Director                         March 10, 2003
----------------------------
Dwight W. Frierson
<PAGE>
/s/ John L. Gramling, Jr.*       Director                         March 10, 2003
----------------------------
John L. Gramling, Jr.

/s/ Richard L. Gray*             Director                         March 10, 2003
----------------------------
Richard L. Gray

/s/ Robert R. Hill, Jr.*         Director                         March 10, 2003
----------------------------
Robert R. Hill, Jr.

/s/ Harry M. Mims, Jr.*          Director                         March 10, 2003
----------------------------
Harry M. Mims, Jr.

/s/ Ralph W. Norman*             Director                         March 10, 2003
----------------------------
Ralph W. Norman

/s/ Anne H. Oswald*              Director                         March 10, 2003
----------------------------
Anne H. Oswald

                                 Director
----------------------------
Samuel A. Rodgers

/s/ James W. Roquemore*          Director                         March 10, 2003
----------------------------
James W. Roquemore

/s/ Thomas E. Suggs*             Director                         March 10, 2003
----------------------------
Thomas E. Suggs

/s/ A. Dewall Waters*            Director                         March 10, 2003
----------------------------
A. Dewall Waters

/s/ John W. Williamson, III*     Director                         March 10, 2003
----------------------------
John W. Williamson, III

/s/ Cathy Cox Yeadon*            Director                         March 10, 2003
----------------------------
Cathy Cox Yeadon


*By: /s/ Richard C. Mathis
     -----------------------
     Richard C. Mathis
     Attorney-in-fact
<PAGE>
                                  EXHIBIT INDEX



           Exhibit
           Number       Description
           ------       -----------

           4.1          Restricted Stock Agreement, effective as of January 2,
                        2003, between the Company and Joseph E. Burns

           4.2          Articles of Incorporation of the Company, as amended
                        (incorporated by reference to Exhibit 3 to the Quarterly
                        Report on Form 10-Q of the Company for the fiscal
                        quarter ended June 30, 1996 and Exhibits 3.1 and 3.2 to
                        the Current Report on Form 8-K of the Company filed on
                        May 23, 1997)

           4.3          Bylaws of the Company (incorporated by reference to
                        Exhibit 3.2 to the Annual Report on Form 10-K of the
                        Company for the year ended December 31, 1995)

           5            Opinion of Robinson, Bradshaw & Hinson, P.A. with
                        respect to the validity of the shares being offered

           23.1         Consent of Robinson, Bradshaw & Hinson, P.A. (contained
                        in Exhibit 5)

           23.2         Consent of J.W. Hunt and Company, LLP

           24.1         Powers of Attorney
[{"type": "S-8", "sequence": "1", "filename": "forms-8_11788.txt", "description": "FORM S-8 REGISTRATION STATEMENT", "secsgml_size_bytes": 16140}]
{"company-data": {"conformed-name": "FIRST NATIONAL CORP /SC/", "cik": "0000764038", "assigned-sic": "6022", "irs-number": "570799315", "state-of-incorporation": "SC", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-103707", "film-number": "03598198"}, "business-address": {"street1": "950 JOHN C CALHOUN DR S.E.", "city": "ORANGEBURG", "state": "SC", "zip": "29115", "phone": "8035342175"}, "mail-address": {"street1": "P O BOX 1287", "city": "ORANGEBURG", "state": "SC", "zip": "29116-1287"}}
Registration No. 333-__________
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                ----------------

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                                ----------------

                           FIRST NATIONAL CORPORATION
--------------------------------------------------------------------------------
             (Exact name of registrant, as specified in its charter)

         SOUTH CAROLINA                                          57-0799315
--------------------------------------------------------------------------------
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                              Identification No.)

                               520 Gervais Street
                         Columbia, South Carolina 29201
--------------------------------------------------------------------------------
                    (Address of principal executive offices)

                           RESTRICTED STOCK AGREEMENT
--------------------------------------------------------------------------------
                            (Full title of the plan)

                         C. JOHN HIPP, III President and
                             Chief Executive Officer
                           First National Corporation
                                  P.O. Box 1030
                         Columbia, South Carolina 29202
--------------------------------------------------------------------------------
                     (Name and address of agent for service)

                                 (803) 277-2175
--------------------------------------------------------------------------------
          (Telephone number, including area code, of agent for service)
CALCULATION OF REGISTRATION FEE
=========================================================================================================
                                                Proposed maximum    Proposed maximum
Title of each class of           Amount to be    offering price    aggregate offering        Amount of
securities to be registered       registered        per unit              price          registration fee
-----------------------------    ------------    --------------    ------------------    ----------------
Common Stock, $2.50 par value   2,000 shares(1)     $23.85(2)           $47,700(2)             $3.86
=========================================================================================================
(1)  Pursuant to Rule 416 under the Securities Act of 1933, as amended, this
     registration statement also relates to an indeterminate number of
     additional shares of common stock issuable with respect to the shares
     registered hereunder in the event of a stock split, stock dividend or other
     similar transaction.
(2)  In accordance with Rule 457(h)(1) of Regulation C, the price for the shares
     is computed on the basis of the average high ($23.90) and low ($23.80)
     prices for shares of Common Stock on March 3, 2003 as reported by the
     American Stock Exchange.
================================================================================
PART II INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents filed with the Securities and Exchange
Commission by First National Corporation (the "Company") are incorporated by
reference into this Registration Statement:

         (a)  The Company's Annual Report on Form 10-K for the year ended
              December 31, 2001;

         (b)  The Company's Quarterly Reports on Form 10-Q and Form 10-Q/A for
              the quarters ended March 31, 2002, June 30, 2002 and September 30,
              2002; and

         (c)  The description of the Common Stock, par value $2.50 per share
              ("Common Stock"), of the Company set forth in the Company's
              registration statement on Form 8-A filed on January 21, 1997
              pursuant to Section 12 of the Securities Exchange Act of 1934 (the
              "Exchange Act") and any amendment or report filed for the purpose
              of updating such description.

         All documents subsequently filed by the Company pursuant to Section
13(a), 13(c), 14 or 15(d) of the Exchange Act prior to the filing of a
post-effective amendment which indicates that all securities offered hereunder
have been sold or which deregisters all of such securities then remaining unsold
shall be deemed to be incorporated by reference into this Registration Statement
and to be a part hereof from the date of filing of such documents.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         Under the Company's Bylaws, the Company may indemnify its officers and
directors to the maximum extent permitted by law. Under the South Carolina
Business Corporation Act of 1988 (the "Act"), a South Carolina corporation has
the power to indemnify directors and officers, provided they act in good faith
and reasonably believe that their conduct was lawful and in the corporate
interest (or not opposed thereto), as set forth in such statute. The Act also
empowers a corporation to provide insurance for directors and officers against
liability arising out of their positions, even though the insurance coverage is
broader than the power of the corporation to indemnify. Under the Act, unless
limited by its articles of incorporation, a corporation must indemnify a
director or officer who is 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 or officer against reasonable expenses incurred by him in connection
with the proceeding. The Company's Articles of Incorporation do not provide
otherwise.

         Under the Company's articles of incorporation, no director of the
Company will be liable to the Company for monetary damages for breach of his
fiduciary duty as a director, to the maximum extent permitted by law.

         The Company maintains directors and officers' liability insurance for
the benefit of its directors and officers.
ITEM 8.  EXHIBITS.

         Exhibit
         Number         Description
         -------        --------------------------------------------------------
           4.1          Restricted Stock Agreement, effective as of January 2,
                        2003, between the Company and Joseph E. Burns
           4.2          Articles of Incorporation of the Company, as amended
                        (incorporated by reference to Exhibit 3 to the Quarterly
                        Report on Form 10-Q of the Company for the fiscal
                        quarter ended June 30, 1996 and Exhibits 3.1 and 3.2 to
                        the Current Report on Form 8-K of the Company filed on
                        May 23, 1997)
           4.3          Bylaws of the Company (incorporated by reference to
                        Exhibit 3.2 to the Annual Report on Form 10-K of the
                        Company for the year ended December 31, 1995)
           5            Opinion of Robinson, Bradshaw & Hinson, P.A. with
                        respect to the validity of the shares being offered
           23.1         Consent of Robinson, Bradshaw & Hinson, P.A. (contained
                        in Exhibit 5)
           23.2         Consent of J. W. Hunt and Company, LLP
           24.1         Powers of Attorney

ITEM 9.  UNDERTAKINGS.

         The Company hereby undertakes as follows:

         (1) To file, during any period in which offers or sales are being made,
a post-effective amendment to this registration statement to include any
material information with respect to the plan of distribution not previously
disclosed in the registration statement or any material change to such
information in the registration statement;

         (2) That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment to 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;

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

         (4) 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 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; and

         (5) Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the Company, the Company has been advised that in the opinion of the
Securities and Exchange Commission such indemnification is against public policy
as expressed in such 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
person of the Company in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person 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 Securities
Act of 1933 and will be governed by the final adjudication of such issue.
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 of 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 Columbia, State of South Carolina, on this 10th day
of March, 2003.

                                       FIRST NATIONAL CORPORATION

                                       By: /s/ C. John Hipp, III
                                           -------------------------------------
                                           C. John Hipp
                                           President and Chief Executive Officer

         Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated.

SIGNATURE                        TITLE                            DATE
---------                        ----                             ----

/s/ C. John Hipp, III            President and Chief Executive    March 10, 2003
----------------------------     Officer and Director
C. John Hipp, III                (principal executive officer)

/s/ Richard C. Mathis            Executive Vice President and     March 10, 2003
----------------------------     Chief Financial Officer
Richard C. Mathis                (Principal Financial Officer)

/s/ John L. Phillips             Senior Vice President            March 10, 2003
----------------------------     and Controller
John L. Phillips                 (Principal Accounting Officer)

/s/ Robert R. Horger*            Director                         March 10, 2003
----------------------------
Robert R. Horger

/s/ Colden R. Battey, Jr.*       Director                         March 10, 2003
----------------------------
Colden R. Battey, Jr.

/s/ Luther J. Battiste, III*     Director                         March 10, 2003
----------------------------
Luther J. Battiste, III

/s/ Charles W. Clark*            Director                         March 10, 2003
----------------------------
Charles W. Clark

/s/ M. Oswald Fogle*             Director                         March 10, 2003
----------------------------
M. Oswald Fogle

/s/ Dwight W. Frierson*          Director                         March 10, 2003
----------------------------
Dwight W. Frierson
/s/ John L. Gramling, Jr.*       Director                         March 10, 2003
----------------------------
John L. Gramling, Jr.

/s/ Richard L. Gray*             Director                         March 10, 2003
----------------------------
Richard L. Gray

/s/ Robert R. Hill, Jr.*         Director                         March 10, 2003
----------------------------
Robert R. Hill, Jr.

/s/ Harry M. Mims, Jr.*          Director                         March 10, 2003
----------------------------
Harry M. Mims, Jr.

/s/ Ralph W. Norman*             Director                         March 10, 2003
----------------------------
Ralph W. Norman

/s/ Anne H. Oswald*              Director                         March 10, 2003
----------------------------
Anne H. Oswald

                                 Director
----------------------------
Samuel A. Rodgers

/s/ James W. Roquemore*          Director                         March 10, 2003
----------------------------
James W. Roquemore

/s/ Thomas E. Suggs*             Director                         March 10, 2003
----------------------------
Thomas E. Suggs

/s/ A. Dewall Waters*            Director                         March 10, 2003
----------------------------
A. Dewall Waters

/s/ John W. Williamson, III*     Director                         March 10, 2003
----------------------------
John W. Williamson, III

/s/ Cathy Cox Yeadon*            Director                         March 10, 2003
----------------------------
Cathy Cox Yeadon

*By: /s/ Richard C. Mathis
     -----------------------
     Richard C. Mathis
     Attorney-in-fact
EXHIBIT INDEX

           Exhibit
           Number       Description
           ------       -----------

           4.1          Restricted Stock Agreement, effective as of January 2,
                        2003, between the Company and Joseph E. Burns

           4.2          Articles of Incorporation of the Company, as amended
                        (incorporated by reference to Exhibit 3 to the Quarterly
                        Report on Form 10-Q of the Company for the fiscal
                        quarter ended June 30, 1996 and Exhibits 3.1 and 3.2 to
                        the Current Report on Form 8-K of the Company filed on
                        May 23, 1997)

           4.3          Bylaws of the Company (incorporated by reference to
                        Exhibit 3.2 to the Annual Report on Form 10-K of the
                        Company for the year ended December 31, 1995)

           5            Opinion of Robinson, Bradshaw & Hinson, P.A. with
                        respect to the validity of the shares being offered

           23.1         Consent of Robinson, Bradshaw & Hinson, P.A. (contained
                        in Exhibit 5)

           23.2         Consent of J.W. Hunt and Company, LLP

           24.1         Powers of Attorney