SEC Form 4

FORM 4
[  ] Check this box if no longer
subject to Section 16. Form 4 or Form
5 obligations may continue.
See Instruction 1(b). UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility
Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person^* Adams, Gary M. (Last)                      (First)                      (Middle) PO Box 337 (Street) Engelhard,    NC   27824 (City)                      (State)                      (Zip)
2. Issuer Name
and Ticker or Trading Symbol
ECB Bancorp, Inc.
ECBE 3. I.R.S. Identification
    Number of Reporting
    Person, if an entity
    (voluntary) 4. Statement for
    (Month/Day/Year
04/18/2002
5. If Amendment,
    Date of Original
    (Month/Day/Year)
6. Relationship of Reporting Person(s) to Issuer (Check all applicable)
   Director      10% Owner X Officer (give title below)        Other (specify below)
Description           Senior Vice President and Chief Financial Officer 7. Individual or Joint/Group
    Filing (Check Applicable Line)
X   Form filed by One Reporting Person      Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security     (Instr. 3)	2.Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction     Code     (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D)     (Instr. 3, 4, and 5)			5. Amount of     Securities     Beneficially     Owned Following     Reported Transaction(s)     (Instr. 3 and 4)	6. Owner-     ship     Form:     Direct (D)     or     Indirect (I)     (Instr. 4)	7. Nature of      Indirect      Beneficial      Ownership     (Instr. 4)
			Code	V	Amount	A/D	Price
Common Stock							$	742	D
Common Stock	02/20/2003		A		879	A	Not Applicable	2,268	D	Restricted Stock Awards
Common Stock							$	9	I	By spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security     (Instr. 3)

2. Conver-     sion or     Exercise     Price of     Deri-     vative     Security

3. Transaction Date (Month/ Day/ Year)

3A. Deemed Execution Date, if any (Month/ Day/ Year)

4. Transaction Code     (Instr.8)

5. Number of Derivative     Securities Acquired (A)     or Disposed Of (D)     (Instr. 3, 4 and 5)

6. Date Exercisable(DE) and     Expiration Date(ED)     (Month/Day/Year)

7. Title and Amount of     Underlying Securities     (Instr. 3 and 4)

8. Price     of     Derivative     Security     (Instr.5)

9. Number of     Derivative     Securities     Beneficially     Owned     Following     Reported     Transaction(s)     (Instr.4)

10. Owner- ship Form of Deriv- ative Securities: Direct (D) or Indirect (I) (Instr.4)

11. Nature of       Indirect       Beneficial       Ownership       (Instr.4)

Code

V

A

D

DE

ED

Title

Amount or Number of Shares

Employee Stock Option (Right to Buy)

$

(a)

01/21/2008

Common Stock

1,407

$

1,407

D

Employee Stock Option (Right to Buy)

$

(b)

02/16/2010

Common Stock

742

$

742

D

Employee Stock Option (Right to Buy)

$

(c)

01/16/2012

Common Stock

1,150

$

1,150

D

Explanation of Responses:

(a) The Option vests in three equal installments beginning on January 21, 2001.
(b) The Option vests in three equal installments beginning on February 16, 2003.
(c) The Option vests in three equal installments beginning on January 15, 2005.

By:	Date:
/s/ Gary M. Adams, By: William R. Lathan, Jr., Attorney-in-Fact	04/18/2003
** Signature of Reporting Person	SEC 1474 (9-02)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. * If the form is filed by more than one reporting person, see Instruction 4(b)(v). ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Additional Information Reported For This Form

Name and Address of Reporting Person^* Adams, Gary M. (Last)                      (First)                      (Middle) PO Box 337 (Street) Engelhard,    NC   27824 (City)                      (State)                      (Zip)
Issuer Name
and Ticker or Trading Symbol
ECB Bancorp, Inc.
ECBE Statement for
(Month/Day/Year)
04/18/2002

LIMITED POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes and appoints each of Arthur H. Keeney III, J. Dorson White, Jr., William F. Plyler II, Gary M. Adams, William R. Lathan, Jr., E. Knox Proctor V, and David L. Ward, Jr., or any substitute appointed by either of them, jointly and severally, the undersigned's true and lawful attorney in fact to:

(1)        execute for and on behalf of the undersigned any and all Forms 3, 4 and 5, and any amendments thereto, pertaining to the undersigned's beneficial ownership of shares of equity securities of ECB Bancorp, Inc. (the "Corporation"), or any changes in such beneficial ownership, in accordance with Section 16(a) of the Securities Exchange Act of 1934, and the rules thereunder, as it or they may be amended from time to time;

(2)        do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 and 5, or any amendments thereto, and timely file the same with the United States Securities and Exchange Commission and any stock exchange or similar authority, it being understood that the documents executed by either such attorney in fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney in fact may approve in such attorney in fact's discretion; and

(3)        take any other action of any type whatsoever in connection with the foregoing which, in the opinion of either such attorney in fact, may be of benefit to, in the best interest of, or legally required to be done by, the undersigned.

The undersigned hereby grants to each such attorney in fact, acting individually or jointly with each other, full power and authority to do and perform any and every act and thing whatsoever required, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, and the undersigned hereby ratifies and confirms all that such attorney in fact, or such attorney in fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the powers herein granted. The undersigned acknowledges that the foregoing attorneys in fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Corporation assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Corporation, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys in fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 20th day of February, 2003.

/s/Gary M. Adams(SEAL)