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): April 13, 2010

Frederick County Bancorp, Inc.

 (Exact name of registrant as specified in its charter)

Commission file number: 000-50407

Maryland	20-0049496
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification Number)

9 North Market Street, Frederick, Maryland 21701

(Address of Principal Executive Offices)  (Zip Code)

Registrant's telephone number, including area code:  (301) 620-1400

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 obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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))

Item 2.02             Results of Operations and Financial Condition

On April 13, 2010, the Registrant announced its earnings for the three months ended March 31, 2010.  For further information, reference is made to the Registrant's press release, dated April 13, 2010, which is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 7.01             Regulation FD Disclosure

On April 13, 2010, the Registrant announced its earnings for the three months ended March 31, 2010.  For further information, reference is made to the Registrant's press release, dated April 13, 2010, which is attached hereto as Exhibit 99.1 and incorporated herein by reference.

ITEM 9.01           Financial Statements and Exhibits

(d) Exhibits

Exhibit 99.1          Press Release dated April 13, 2010

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.

FREDERICK COUNTY BANCORP, INC.
(Registrant)
By:	/s/ William R. Talley, Jr.
	William R. Talley, Jr., Executive Vice President
	and Chief Financial Officer
	(Principal Accounting Officer)

Dated:  April 13, 2010

EX-99.1

FREDERICK COUNTY

BANCORP, INC.

PRESS RELEASE

Frederick County Bancorp, Inc. Reports Results for the First Quarter 2010

April 13, 2010, Frederick, MD — Frederick County Bancorp, Inc. (the “Company”) (OTC Bulletin Board: FCBI), the parent company for Frederick County Bank, announced today that, for the quarter ended March 31, 2010, the Company recorded net income of $308,000 and diluted earnings per share of $0.21, as compared to net income of $45,000 and diluted earnings per share of $0.03 recorded for the first quarter of 2009.  The increase in earnings was due primarily to an increase in net interest income in 2010 to $2.5 million from the $2.0 million recorded in the first quarter of 2009, while the provision for loan losses remained the same at $400,000 for the first quarter of 2010 and 2009. The ratio of the allowance for loan losses to total loans stood at 1.41% and 1.36% as of March 31, 2010 and 2009, respectively.  Net loan charge-offs for the quarter ended March 31, 2010 totaled $500,000, consisting of a single loan charge-off.  Net loan charge-offs for the same period last year consisted of several charged-off loans totaling an aggregate of $682,000.  While the Company’s loan quality compares favorably to peer group statistics, management remains concerned with local commercial real estate weakness, resulting in lower valuations and continued losses in the Company’s real estate loan portfolios.  The Company has seen a slight decrease in both its ratio of nonperforming assets to total assets, 0.38% at March 31, 2010 as compared to 0.43% at March 31, 2009, and its ratio of net charge-offs to average loans which is 0.23% at March 31, 2010 and 0.32% at March 31, 2009.

The Company also reported that, as of March 31, 2010, assets stood at $281.6 million, with total deposits of $242.1 million and gross loans of $214.6 million, representing increases of 8.4%, 9.3% and 3.1% respectively, compared to the first quarter of 2009.

President and CEO Martin S. Lapera said, “Frederick County Bank is currently well capitalized.  Our capital ratios exceed the regulatory requirements for well capitalized banks, with our ratios of 13.28% and 12.03% for Total Risk-Based Capital and Tier 1 Capital, respectively, compared to the regulatory minimums of 10.00% and 6.00%.  Our liquidity position remains strong, with $30.0 million in federal funds sold and other overnight investments, which equates to 10.7% of assets.”

Frederick County Bank commenced operations in 2001 and has posted positive quarterly earnings continuously since 2002, its second year in operation.  The Bank is headquartered in Frederick, Maryland, and conducts full service commercial banking services through fouroffices, three of which are in the City of Frederick and one office located in Walkersville, Maryland.  Frederick County Bank maintains a solid Four Star Rating from Bankrate.com as of September 30, 2009 and the top Five Star Rating from Bauer Financial, Inc., as of December 31, 2009.

	March 31,		March 31,		December 31,
	2010		2009		2009
(dollars in thousands)	(unaudited)		(unaudited)		(audited)
Total assets	$	281,564	$	259,698	$	258,559
Cash and due from banks		1,412		893		1,447
Federal funds sold and other overnight investments		30,091		24,612		10,667
Investment securities - available for sale		28,052		19,654		24,077
Restricted stock		1,566		1,611		1,566
Loans, net		211,559		205,393		211,816
Deposits		242,131		221,629		219,312
Short-term borrowings		500		-		500
Long-term borrowings		10,000		10,000		10,000
Junior subordinated debentures		6,186		6,186		6,186
Shareholders' equity		22,076		20,793		21,750
Nonperforming assets		1,076		1,126		1,438

SELECTED FINANCIAL DATA
	Three Months Ended
	March 31,
	2010			2009
(dollars in thousands, except per share data)	(unaudited)			(unaudited)
SUMMARY OF OPERATING RESULTS:
Interest income	$	3,504		$	3,464
Interest expense		966			1,464
Net interest income		2,538			2,000
Provision for loan losses		400			400
Net interest income after provision for loan losses		2,138			1,600
Loss on sale of foreclosed properties		-			(32	)
Noninterest income (excluding gains (losses))		137			140
Noninterest expense		1,835			1,683
Income before provision for income taxes		440			25
Provision for income tax expense (benefits)		132			(20	)
Net income		308			45
Net charge-offs		500			682
PER COMMON SHARE DATA:
Basic earnings per share	$	0.21		$	0.03
Diluted earnings per share	$	0.21		$	0.03
Basic weighted average number of shares outstanding		1,461,802			1,460,802
Diluted weighted average number of shares outstanding		1,468,896			1,481,419
Common shares outstanding		1,461,802			1,460,802
Book value per share	$	15.10		$	14.23
SELECTED UNAUDITED FINANCIAL RATIOS:
Return on average assets		0.47	%		0.07	%
Return on average equity		5.55	%		0.86	%
Allowance for loan losses to total loans		1.41	%		1.36	%
Nonperforming assets to total assets		0.38	%		0.43	%
Ratio of net charge-offs to average loans		0.23	%		0.32	%
Tier 1 capital to risk-weighted assets		12.03	%		11.87	%
Total capital to risk-weighted assets		13.28	%		13.12	%
Tier 1 capital to average assets		10.60	%		10.40	%
Average equity to average assets		8.40	%		8.14	%
Weighted average yield/rate on:
Loans		6.27	%		6.18	%
Interest-earning assets		5.65	%		5.66	%
Interest-bearing liabilities		1.93	%		2.95	%
Net interest spread		3.72	%		2.70	%
Net interest margin		4.12	%		3.30	%

The statements in this press release that are not historical facts constitute "forward-looking statements" as defined by Federal Securities laws.  Forward-looking statements can generally be identified by the use of forward- looking terminology such as "believes," "expects," "intends," "may," "will," "should," "anticipates" or similar terminology.  Such statements, specifically regarding the Company's intentions regarding growth and market expansion, are subject to risks and uncertainties that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Potential risks and uncertainties include, but are not limited to, changes in interest rates, deposit flows, loan demand and real estate values, as well as changes in economic, competitive, governmental, regulatory, technological and other factors which may affect the Company specifically, its existing and target market areas or the banking industry generally.  Forward-looking statements speak only as of the date they are made.  The Company will not update forward-looking statements to reflect factual assumptions, circumstances or events that have changed after a forward-looking statement was made.  For further information, please refer to the Company’s reports filed with the U.S. Securities and Exchange Commission.

Contact: William R. Talley, Jr., Executive Vice President and Chief Financial Officer, (240) 529-1507

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