8-K

                       SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 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 19, 2005


                              Eagle Bancorp, Inc.
             (Exact name of registrant as specified in its charter)


                          Maryland 0-25923 52-2061461
      (State or other jurisdiction (Commission file number) (IRS Employer
                           of incorporation) Number)


                 7815 Woodmont Avenue, Bethesda, Maryland 20814
              (Address of Principal Executive Offices) (Zip Code)


        Registrant's telephone number, including area code: 301.986.1800

         Check the appropriate box below if the Form 8-K is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (See General Instruction A.2. below):

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

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

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

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







Item 8.01  Other Events

         On January 19, 2005, Eagle Bancorp, Inc. issued the press release
attached hereto as exhibit 99, announcing the declaration of a 1.3 for 1 stock
split in the form of a 30% stock dividend, and the declaration of a cash
dividend of $0.07 per share.

Item 9.01.  Financial Statements and Exhibits

(a)  Financial Statements of Business Acquired.  Not applicable.

(b) Pro Forma Financial Information. Not Applicable.

(c) Exhibits.

         99  Press Release dated January 19, 2005


                                   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.


                                           EAGLE BANCORP, INC.



                                           By:  /s/ Ronald D. Paul
                                              ----------------------------
                                              Ronald D. Paul, President,
                                              Chief Executive Officer

Dated: January 19, 2005

EX-99

                                                                      Exhibit 99

[Eagle Bancorp, Inc. Logo Omitted]


PRESS RELEASE                                      EAGLE BANCORP, INC.
FOR IMMEDIATE RELEASE                              CONTACT:
                                                   Ronald D. Paul
January 19, 2005                                   301.986.1800



           EAGLE BANCORP, INC. ANNOUNCES STOCK SPLIT AND CASH DIVIDEND


         BETHESDA, MARYLAND, JANUARY 19, 2005 - Eagle Bancorp, Inc. (Nasdaq:
EGBN), the parent company for EagleBank, today announced a the declaration of a
1.3 for 1 stock split in the form of a 30% stock dividend in respect of its
common stock. The stock dividend is payable on February 28, 2005 to shareholders
of record on February 4, 2005. As a result of the split, the number of
outstanding shares of Eagle Bancorp's common stock will increase to
approximately 7,100,000 shares.

         Eagle Bancorp also announced today the declaration of its first cash
dividend, in the amount of $0.07 per share. The cash dividend will be payable on
March 31, 2005 to shareholders of record on March 1, 2005. It is anticipated
that Eagle Bancorp will, subject to continuing evaluation of the prospects and
capital needs of EagleBank, pay a dividend on a quarterly basis.


FORWARD LOOKING STATEMENTS. This press release contains forward looking
statements within the meaning of the Securities and Exchange Act of 1934, as
amended, including statements of goals, intentions, and expectations as to
future trends, plans, events or results of Company operations and policies and
regarding general economic conditions. In some cases, forward-looking statements
can be identified by use of words such as "may," "will," "anticipates,"
"believes," "expects," "plans," "estimates," "potential," "continue," "should,"
and similar words or phrases. These statements are based upon current and
anticipated economic conditions, nationally and in the Company's market,
interest rates and interest rate policy, competitive factors, and other
conditions which by their nature, are not susceptible to accurate forecast and
are subject to significant uncertainty. Because of these uncertainties and the
assumptions on which this discussion and the forward-looking statements are
based, actual future operations and results in the future may differ materially
from those indicated herein. Readers are cautioned against placing undue
reliance on any such forward-looking statements. The Company's past results are
not necessarily indicative of future performance.