Item   5.02. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.

On December 19, 2006, the Board of Directors of the Registrant accepted the resignations of two (2) of its directors, Henry U. Harris, III and T. Richard Litton, Jr. Mr. Harris tendered his resignation on December 6, 2006, and Mr. Litton tendered his resignation on December 15, 2006. Neither director’s resignation resulted from any disagreement with the Company, as such term is defined in 17 CFR 240.36-7, relating to the Company’s operations, policies or practices. Copies of Mr. Harris’ and Mr. Litton’s resignation letters are attached as exhibits hereto.

 

ITEM  9.01. FINANCIAL STATEMENTS AND EXHIBITS.

 

(a) Financial statements of businesses acquired.

Not Applicable.

 

(b) Pro forma financial information.

Not Applicable.

 

(c) Exhibits.

 

99.1    Letter of Resignation for Henry U. Harris, III, dated December 6, 2006.
99.2    Letter of Resignation for T. Richard Litton, Jr., dated December 15, 2006.

 

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

 

Waterside Capital Corporation
By:   /S/    J. ALAN LINDAUER        
  J. Alan Lindauer
  President and Chief Executive Officer

Dated: December 21, 2006

 

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EXHIBIT INDEX

 

Number   

Description of Exhibit

99.1    Letter of Resignation for Henry U. Harris, III, dated December 6, 2006.
99.2    Letter of Resignation for T. Richard Litton, Jr., dated December 15, 2006.

 

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