8-K

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                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549



                                    FORM 8-K


                                 CURRENT REPORT
                        PURSUANT TO SECTION 13 OR 15D OF
                      THE SECURITIES EXCHANGE ACT OF 1934



      Date of Report (Date of earliest event reported):  January 31, 2002


                           METROCORP BANCSHARES, INC.
             (Exact name of registrant as specified in its charter)



            TEXAS                           0-25141             76-0579161
(State or other Jurisdiction of    (Commission File Number)   I.R.S. Employer
 incorporation or organization                               Identification No.)


    9600 BELLAIRE BLVD., SUITE 252
           HOUSTON, TEXAS                                          77036
(Address of principal executive offices)                        (Zip Code)


      REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:  (713) 776-3876


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ITEM 5. OTHER EVENTS.

     On January 31, 2002, MetroCorp Bancshares, Inc. (the "Company") publicly
disseminated a press release announcing that the Company's Board of Directors
has approved a stock repurchase plan.  The purpose of this Current Report on
Form 8-K is to file as an exhibit a copy of the Company's press release dated
January 31, 2002 announcing such event.

ITEM 7. &.  FINANCIAL STATEMENTS AND EXHIBITS.

     Exhibits.  The following materials are filed as exhibits to this Current
Report on Form 8-K:

     99.1  -  Press Release dated January 31, 2002.

                                  SIGNATURES


     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 hereunto duly authorized.

                                        METROCORP BANCSHARES, INC.



Dated:  January 31, 2002                By: /s/ Allen D. Brown
                                          ____________________________
                                                Allen D. Brown
                                                President


                                 EXHIBIT INDEX

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

 99.1          Press Release dated January 31, 2002.




                                      -2-

EX-99.1

                    [MetroCorp Bancshares, Inc. Letterhead]


           MetroCorp Bancshares, Inc. Announces Share Repurchase Plan

     HOUSTON, TEXAS - (January 31, 2002) MetroCorp Bancshares, Inc.
     (Nasdaq:MCBI), today announced that its Board of Directors approved a plan
     to repurchase, as conditions permit, up to 350,000 shares of the Company's
     common stock on the open market or in privately negotiated block
     transactions.

     The plan does not specify the timing of the purchases, the exact number of
     shares to be purchased or a specific target price.  Market conditions will
     determine when and if transactions will be executed.  The share repurchase
     plan may be suspended at any time or terminated prior to completion.

     The Company has elected to pursue this plan in an effort to utilize excess
     capital and to enhance shareholder value.

     MetroCorp Bancshares, Inc. with $742 million in assets, provides a full
     range of commercial and consumer banking services through its wholly owned
     subsidiary, MetroBank, N.A.  The Company has 14 full-service banking
     locations in the greater Houston and Dallas metropolitan areas.  For more
     information, visit the Company's Web site at www.metrobank-na.com.
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     The statements contained in this release that are not historical facts are
     forward-looking statements made pursuant to the safe harbor provisions of
     the Private Securities Litigation Reform Act of 1995.  Forward-looking
     statements describe MetroCorp's future plans, projection, strategies and
     expectations, are based on assumptions and involve a number of risks and
     uncertainties, many of which are beyond MetroCorp's control.  Actual
     results could differ materially from those projected due to changes in
     interest rates, competition in the industry, changes in local and national
     economic conditions and various other factors.  Additional information
     concerning such factors that could affect MetroCorp is contained in
     MetroCorp's filings with the SEC.


     Contact:
     MetroCorp Bancshares, Inc., Houston
     Allen Brown, President  (713) 776-3876, or
     David D. Rinehart, Executive Vice President/CFO (713) 776-3876

             9600 Bellaire Boulevard . Suite 252 . P.O. Box 4760,
                 Houston, Texas 77210-4760 .Tel: 713-776-3876