8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):  January 20, 2011

SHORE BANCSHARES, INC.

(Exact name of registrant as specified in its charter)

Maryland	0-22345	52-1974638
(State or other jurisdiction of	(Commission file number)	(IRS Employer
incorporation or organization)		Identification No.)

18 East Dover Street, Easton, Maryland 21601

(Address of principal executive offices) (Zip Code)

(410) 822-1400

(Registrant’s telephone number, including area code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

INFORMATION TO BE INCLUDED IN THE REPORT

ITEM 5.03.  Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

(a)           Amendment to By-Laws.

On January 20, 2011, the Board of Directors of Shore Bancshares, Inc. (the “Corporation”) amended Section 3 of Article II of the Corporation’s Amended and Restated By-Laws to (i) eliminate a provision therefrom that prohibited a person who has attained the age of 72 from standing for election to the Board and (ii) clarify that, in the event the number of directors is changed, a director who is elected by the Board, rather than by stockholders, to fill a vacancy resulting therefrom shall serve until the next annual meeting of stockholders and until his or her successor is elected and qualifies, as required by Section 2-407(c) of the Maryland General Corporation Law.

The amendments are evidenced by a Second Amendment to Amended and Restated By-Laws of Shore Bancshares, Inc., a copy of which is filed herewith as Exhibit 3.2.

ITEM 9.01.  Financial Statements and Exhibits.

(d)           Exhibits.

Exhibit 3.2                                Second Amendment to Amended and Restated By-Laws (filed herewith).

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	SHORE BANCSHARES, INC.
Dated:  January 21, 2011	By:	/s/ W. Moorhead Vermilye
		W. Moorhead Vermilye
		Chief Executive Officer

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EXHIBIT INDEX

Exhibit

Number                      Description

   3.2                            Second Amendment to Amended and Restated By-Laws (filed herewith).

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EX-3.2

EXHIBIT 3.2

SECOND AMENDMENT TO AMENDED AND RESTATED BY-LAWS

OF

SHORE BANCSHARES, INC.

The Amended and Restated By-Laws of Shore Bancshares, Inc., as amended by a First Amendment thereto, are hereby further amended by deleting Section 3 of ARTICLE II in its entirety and substituting the following in lieu thereof:

SECTION 3.  Election and Term of Office.  The Board of Directors shall be divided into classes as described in the Charter.  Each Director shall hold office until the expiration of the term for which the Director is elected, except as otherwise stated in these By-Laws, and thereafter until his or her successor has been elected and qualifies.  If the number of Directors is changed, any increase or decrease shall be apportioned among the classes so as to maintain the number of Directors in each class as nearly equal as possible, and any additional Director of any class shall, subject to Article II, Section 5 of these By-Laws and to any requirements or restrictions imposed by the Maryland General Corporation Law, hold office for a term that shall coincide with the remaining term of that class, but in no case shall a decrease in the number of Directors shorten the term of any incumbent Director.  Election of Directors need not be by written ballot, unless required by these By-Laws.