Mail Stop 4561 September 23, 2005 L. Nash Allen, Jr. Chief Financial Officer BancorpSouth, Inc. One Mississippi Plaza 201 South Spring Street Tupelo MS, 38804 Re:	BancorpSouth, Inc. Form 10-K 	Filed March 15, 2005 	File No. 001-12991 Dear Mr. Allen: 	We have completed our limited review of your Form 10-K and related filings and have no further comments at this time. 								Sincerely, Donald Walker, Senior Assistant Chief Accountant