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) July 13, 2012

Bank of Marin Bancorp

(Exact name of Registrant as specified in its charter)

California	001-33572	20-8859754
(State or other jurisdiction of incorporation)	(File number)	(I.R.S. Employer Identification No.)

504 Redwood Blvd., Suite 100, Novato, CA	94947
(Address of principal executive office)	(Zip Code)

Registrant's telephone number, including area code: (415) 763-4520

Not Applicable

(Former name or former address, if changes since last report)

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

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

Section 7 - Regulation FD

Item 7.01 Regulation FD Disclosure

Bank of Marin Bancorp (Nasdaq BMRC), parent company of Bank of Marin, announced that Chief Executive Officer, Russell A. Colombo, and Chief Financial Officer, Christina J. Cook will webcast its second quarterly earnings conference call on Monday, July 23, 2012 to discuss the results of its fiscal second quarter ended June 30, 2012. Quarterly results will be released before the opening of business on Monday, July 23, 2012.

Investors will have the opportunity to listen to the conference call over the internet. The conference call will take place on July 23, 2012 at 8:30 a.m. Pacific Time through Bank of Marin's web site at http://www.bankofmarin.com under “Latest Press and News”. To listen to the live call, please go to the web site at least 15 minutes early to register, download and install any necessary audio software. For those who cannot listen to the live broadcast, a replay will be available on the same site shortly after the call.

The Press Release is attached as Exhibits 99.1 and incorporated herein by reference.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

99.1 Press Release, dated as of July 13, 2012, of the Bank

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.

Date:	July 13, 2012	BANK OF MARIN BANCORP
		By:	/s/ Christina J. Cook
			Christina J. Cook
			Executive Vice President
			and Chief Financial Officer

	EXHIBIT INDEX
Exhibit No.	Description
99.1	Press Release dated July 13, 2012

EX-99.1

EXHIBIT 99.1

	MEDIA CONTACT:
	Sandy Pfaff
	Pfaff PR for Bank of Marin
	415.819.7447 | sandy@pfaffpr.com

Bank of Marin Bancorp to Webcast Q2 Earnings on Monday, July 23 at 8.30 a.m. PT

NOVATO, CA - (July 13, 2012) - Bank of Marin Bancorp (NASDAQ: BMRC) will webcast its second quarter earnings call on Monday, July 23, 2012 at 8:30 a.m. PDT/ 11:30 a.m. EDT.

All interested parties are invited to listen to Bank of Marin's President and Chief Executive Officer, Russell A. Colombo, and Chief Financial Officer, Christina J. Cook, who will discuss the highlights of its fiscal second quarter ended June 30, 2012.

Investors will have the opportunity to listen to the conference call over the Internet through Bank of Marin's web site at http://www.bankofmarin.com under “Latest Press and News.” To listen to the live call, please go to the web site at least 15 minutes early to register, download and install any necessary audio software. For those who cannot listen to the live broadcast, a replay will be available on this site shortly after the call.

About Bank of Marin Bancorp

Bank of Marin, as the sole subsidiary of Bank of Marin Bancorp (NASDAQ: BMRC) , is the premier community and business bank in Marin County with 17 offices in Marin, San Francisco, Napa and Sonoma counties. Bank of Marin offers business and personal banking, private banking and wealth management services, with a strong focus on supporting local businesses in the community. Incorporated in 1989, Bank of Marin has received the highest five star rating from Bauer Financial for more than twelve years (www.bauerfinancial.com) and has been recognized for several years as one of the "Best Places to Work in the Bay Area" and one of the "Top Corporate Philanthropists" by the San Francisco Business Times. With assets exceeding $1.4 billion, Bank of Marin Bancorp is included in the Russell 2000 Small-Cap Index and has been recognized as a Top 200 Community Bank for the past five years by US Banker Magazine. For more information, visit www.bankofmarin.com.

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