8-K

UNITED STATESSECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORTPursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 27, 2010

Camden National Corporation
(Exact name of registrant as specified in its charter)

Maine	01-28190	01-0413282
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Two Elm Street, Camden, Maine	04843
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code:(207) 236-8821

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:

⃞ 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 2.02 Results of Operations and Financial Condition.

Camden National Corporation (the “Company”) issued a press release on April 27, 2010 announcing earnings for the fiscal quarter ended March 31, 2010.  In addition, the Company released its quarterly shareholder letter and financial summary for the first quarter of 2010.

Item 9.01 Financial Statements and Exhibits.

(d)	The following exhibits are filed with this Report:
	Exhibit No.	Description
	99.1	Press release announcing earnings for the fiscal quarter ended March 31, 2010.
	99.2	First quarter 2010 shareholder letter and financial summary

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.

Dated: April 27, 2010.
	CAMDEN NATIONAL CORPORATION
	(Registrant)
	By:	/s/ DEBORAH A. JORDAN
		Deborah A. Jordan
		Chief Financial Officer and Principal
		Financial & Accounting Officer

EX-99.1

Exhibit 99.1

Camden National Corporation Reports First Quarter 2010 Results

CAMDEN, Maine--(BUSINESS WIRE)--April 27, 2010--Camden National Corporation (NASDAQ: CAC; the “Company”), reported net income for the first quarter of 2010 of $5.3 million, or $0.69 per diluted share, compared to $5.2 million, or $0.68 per diluted share, for the fourth quarter of 2009 and $6.2 million, or $0.81 per diluted share, for the first quarter of 2009. For the three month period ended March 31, 2010, return on assets was 0.97%, and return on equity was 11.14%.

Gregory A. Dufour, President and Chief Executive Officer of the Company, explained that over the past several quarters, the Company has strengthened its balance sheet to position the organization for future growth. “Since the first quarter of 2009, we have improved our tangible capital to 6.85% of total assets from 5.57%, increased our allowance for loan losses to 1.40% of total loans from 1.20%, and improved our total risk based capital ratio to 13.90% from 12.91%.” Dufour said. “Our customers benefit as Camden National has the financial wherewithal to lend money to businesses and individuals, while our investors benefit through our organization’s capabilities to grow without endangering their ownership interests through low reserve levels or dilutive capital transactions.”

“We continue to demonstrate our ability and desire to support our borrowing customers by providing access to funds,” noted Dufour. “Our loans of $1.5 billion at March 31, 2010 were up $3.3 million from December 31, 2009 and up $51.6 million from March 31, 2009, while still maintaining our credit standards. At March 31, 2010, loan balances reflected growth in commercial real estate, residential real estate, and consumer loans of $45.8 million, $15.1 million, and $13.9 million, respectively, compared to March 31, 2009. These increases were partially offset by a decline in commercial loans of $14.2 million.”

The Company’s total assets at March 31, 2010 were $2.2 billion, a decrease of 1% from December 31, 2009 and a 3% decrease compared to the same period a year ago. The decline in total assets from December 31, 2009 was due to a reduction in investments of $19.0 million partially offset by an increase in the loan portfolio of $3.3 million. The $75.0 million decline in total assets at March 31, 2010 compared to March 31, 2009 also reflects a reduction in investments of $133.6 million, offset by loan growth of $51.6 million. The reduction in the investment portfolio combined with the corresponding decrease in certificates of deposit and borrowings are the result of the deleveraging strategy implemented in 2009 to strengthen our capital ratios and mitigate interest rate risk.

Total deposits of $1.5 billion at March 31, 2010 increased $5.2 million compared to December 31, 2009 and increased $19.8 million from the same period a year ago. The deposit growth from a year ago reflects increases in core deposits with interest checking, savings and money market deposits increasing by $72.6 million and demand deposit balances increasing by $13.5 million. This growth was partially offset by a decline in retail certificates of deposit of $53.8 million and brokered funds of $12.4 million. The increase in core deposits can be attributed to various deposit acquisition strategies, including enhanced municipal relationships and promotion of our Free ATMs as well as customers continuing to maintain funds in more liquid deposit instruments given the low interest rate environment.

Operating Highlights

Net interest income for the first quarter of 2010 increased slightly to $18.1 million compared to $17.9 million for the fourth quarter of 2009 and decreased $436,000 from $18.5 million for the first quarter of 2009. The 2% net interest income decline from a year ago relates to the deleveraging of the Company’s balance sheet attributed to the decline in the Company’s investment portfolio. The net interest margin of 3.58% for the first quarter of 2010 represents an increase from 3.53% for the fourth quarter of 2009 and 3.51% for the same period one year ago. The Company’s ability to reduce pricing on deposits and borrowings and mitigate the decline of yields on loans and investments resulted in the increase in the net interest margin.

Non-interest income for the first quarter of 2010 was $4.6 million, compared to $4.7 million for the fourth quarter of 2009 and $4.6 million for the first quarter of 2009. The $128,000 decline in non-interest income from the fourth quarter of 2009 was due to a $99,000 change in net securities gains/losses. This change resulted from a $48,000 other-than-temporary impairment write-down on private issue collateralized mortgage obligations in the first quarter of 2010, which compares to a gain of $51,000 on investment sales recorded in the fourth quarter of 2009. Non-interest income for the first quarter of 2010 remained relatively stable compared to the same quarter a year ago. The Company experienced an increase in fiduciary services income of $213,000, or 16%, and other fees of $77,000, or 13%, both resulting from increased stock market values, which were offset by a decline in mortgage banking income of $366,000 related to $20.2 million in residential loan sales during the first quarter of 2009.

Non-interest expense for the first quarter of 2010 was $12.9 million, compared to $13.2 million for the fourth quarter of 2009 and $12.3 million for the first quarter of 2009. The $248,000 decline in non-interest expense from the fourth quarter of 2009 was due to fraud expenses of $637,000 recorded in the fourth quarter of 2009, partially offset by increased collections and foreclosed properties costs of $583,000 in the first quarter of 2010. Non-interest expense for the first quarter of 2010 increased $631,000 or 5% compared to the same quarter a year ago. This increase was primarily due to increases in salaries and employee benefits reflecting increased health care costs of $199,000, increased staffing and salary expenses of $129,000, and a reduction in deferred salary costs of $162,000 related to high mortgage production volume last year.

Asset Quality

“The credit quality of our loan portfolio has remained solid during the economic recession,” said Dufour. “We are maintaining a conservative outlook until unemployment and the housing markets show stronger signs of stability. In the interim, we are committed to maintaining a level of reserves for potential loan losses that reflects the economic situation.” At March 31, 2010, the Company’s allowance for credit losses was 1.40% of total loans, up from 1.33% at December 31, 2009 and 1.20% at March 31, 2009.

The provision for credit losses was $2.0 million for the quarter ended March 31, 2010, an increase of $296,000 from the fourth quarter of 2009 and $266,000 from the first quarter of 2009. Non-performing assets totaled $24.1 million, or 1.09% of total assets, at March 31, 2010 compared to $25.1 million at December 31, 2009 and $20.4 million at March 31, 2009. Loans past due for 30 to 89 days at March 31, 2010 totaled $6.2 million or 0.40% of total loans compared to $5.2 million or 0.34% during the prior quarter and $5.8 million or 0.39% a year ago.

Dividends and Capital

The Board of Directors approved a dividend of $0.25 per share, payable on April 30, 2010 for shareholders of record on April 15, 2010, which is equal to the dividend declared for the same period last year.

The Company’s total risk-based capital ratio increased to 13.90% at March 31, 2010 compared to 13.49% at December 31, 2009 and to 12.91% a year ago as capital levels increased with retained earnings and the deleveraging of the Company’s balance sheet. The Company and Camden National Bank exceeded the minimum total risk-based, tier 1, and tier 1 leverage ratios of 10.0%, 6.0%, and 5.0%, respectively, required by the Federal Reserve for an institution to be considered “well capitalized.”

About Camden National Corporation

Camden National Corporation, recently ranked 11th in USBanker's 2009 list of top-performing mid-tier banks, is the holding company employing more than 400 Maine residents for two financial services companies including Camden National Bank, along with its division Union Trust, and the wealth management company, Acadia Trust, N.A. Camden National Bank, named in 2009 as the Finance Authority of Maine’s “Financial Institution of the Year,” is a full-service community bank with a network of 37 banking offices serving coastal, western, central, and eastern Maine, plus online banking at CamdenNational.com and UnionTrust.com. Acadia Trust offers investment management and fiduciary services with offices in Portland, Bangor, and Ellsworth. Located at Camden National Bank, Acadia Financial Consultants offers full-service brokerage and insurance services.

Forward-Looking Statements

This press release and the documents incorporated by reference herein contain certain statements that may be considered forward-looking statements under the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by the use of the words “believe,” “expect,” “anticipate,” “intend,” “estimate,” “assume,” “will,” “should,” and other expressions which predict or indicate future events or trends and which do not relate to historical matters. Forward-looking statements should not be relied on, because they involve known and unknown risks, uncertainties and other factors, some of which are beyond the control of the Company. These risks, uncertainties and other factors may cause the actual results, performance or achievements of the Company to be materially different from the anticipated future results, performance or achievements expressed or implied by the forward-looking statements.

Some of the factors that might cause these differences include the following: general, national, regional or local economic conditions which are less favorable than anticipated; changes in loan default and charge-off rates; declines in the equity and financial markets; reductions in deposit levels; declines in mortgage loan refinancing, equity loan and line of credit activity; changes in the domestic interest rate environment and inflation; changes in the carrying value of investment securities and other assets; further actions by the U.S. government and Treasury Department, similar to the Federal Home Loan Mortgage Corporation conservatorship, which could have a negative impact on the Company’s investment portfolio and earnings; misalignment of the Company’s interest-bearing assets and liabilities; increases in loan repayment rates affecting interest income and the value of mortgage servicing rights; changing business, banking, or regulatory conditions or policies, or new legislation affecting the financial services industry, that could lead to changes in the competitive balance among financial institutions, restrictions on bank activities, changes in costs (including deposit insurance premiums), increased regulatory scrutiny, declines in consumer confidence in depository institutions, or changes in the secondary market for bank loan and other products; and changes in accounting rules, Federal and State laws, Internal Revenue Service regulations, and other regulations and policies governing financial holding companies and their subsidiaries which may impact our ability to take appropriate action to protect our financial interests in certain loan situations. Other factors could also cause these differences. For more information about these factors please see our Annual Report on Form 10-K, as updated by our Quarterly Reports on Form 10-Q and other filings on file with the SEC. All of these factors should be carefully reviewed, and readers should not place undue reliance on these forward-looking statements.

These forward-looking statements were based on information, plans and estimates at the date of this press release, and the Company does not promise to update any forward-looking statements to reflect changes in underlying assumptions or factors, new information, future events or other changes.

Statement of Condition Data (unaudited)
	March 31,			March 31,			December 31,
(In thousands, except number of shares)		2010			2009			2009
Assets
Cash and due from banks	$	29,899		$	28,765		$	29,772
Securities:
Securities available for sale, at fair value		460,702			590,666			479,708
Securities held to maturity, at amortized cost		37,900			41,515			37,914
Federal Home Loan Bank and Federal Reserve Bank stock, at cost		21,965			21,969			21,965
Total securities		520,567			654,150			539,587
Trading account assets		1,794			1,337			1,725
Loans held for sale		-			8,964			-
Loans:
Residential real estate		625,661			610,519			627,655
Commercial real estate		437,294			391,523			434,783
Commercial		192,087			206,306			191,214
Consumer		275,025			261,172			273,106
Total loans		1,530,067			1,469,520			1,526,758
Less allowance for loan losses		(21,379	)		(17,691	)		(20,246	)
Net loans		1,508,688			1,451,829			1,506,512
Goodwill		41,780			41,780			41,780
Bank-owned life insurance		42,049			40,854			41,677
Premises and equipment, net		26,563			25,307			26,054
Prepaid FDIC assessment		7,635			-			8,197
Interest receivable		7,500			8,385			7,236
Other real estate owned		5,201			3,183			5,479
Core deposit intangible		3,891			4,393			4,016
Other assets		22,989			24,573			23,348
Total assets	$	2,218,556		$	2,293,520		$	2,235,383
Liabilities
Deposits:
Demand	$	184,449		$	170,974		$	193,549
Interest checking, savings and money market		691,186			618,634			675,681
Retail certificates of deposit		538,832			592,604			545,789
Brokered deposits		86,563			98,978			80,788
Total deposits		1,501,030			1,481,190			1,495,807
Federal Home Loan Bank advances		179,607			216,480			209,710
Other borrowed funds		275,978			357,768			274,125
Junior subordinated debentures		43,538			43,435			43,512
Accrued interest and other liabilities		23,246			22,651			21,668
Total liabilities		2,023,399			2,121,524			2,044,822
Shareholders' Equity
Common stock, no par value; authorized 20,000,000 shares, issued and
outstanding 7,654,303, 7,641,074, and 7,644,837 on March 31, 2010
and 2009 and December 31, 2009, respectively		50,180			49,106			50,062
Retained earnings		136,987			122,862			133,634
Accumulated other comprehensive income
Net unrealized gains on securities available for sale, net of tax		8,403			1,236			7,083
Net unrealized gains (losses) on derivative instruments, at fair value, net of tax		536			(165	)		739
Net unrecognized losses on post-retirement plans, net of tax		(949	)		(1,043	)		(957	)
Total accumulated other comprehensive income		7,990			28			6,865
Total shareholders' equity		195,157			171,996			190,561
Total liabilities and shareholders' equity	$	2,218,556		$	2,293,520		$	2,235,383

Statement of Income Data (unaudited)
	Three Months Ended March 31,
(In thousands, except number of shares and per share data)		2010			2009
Interest income
Interest and fees on loans	$	20,447		$	21,621
Interest on securities and other		5,727			7,929
Total interest income		26,174			29,550
Interest expense
Interest on deposits		4,121			6,401
Interest on borrowings		3,988			4,648
Total interest expense		8,109			11,049
Net interest income		18,065			18,501
Provision for credit losses		1,996			1,730
Net interest income after provision for credit losses		16,069			16,771
Non-interest income
Service charges on deposit accounts		1,280			1,233
Other service charges and fees		690			613
Income from fiduciary services		1,567			1,354
Mortgage banking income		89			455
Bank-owned life insurance		371			395
Net securities losses		(48	)		-
Other income		623			504
Total non-interest income		4,572			4,554
Non-interest expenses
Salaries and employee benefits		6,225			5,678
Net occupancy		1,034			1,118
Furniture, equipment and data processing		1,068			963
Consulting and professional fees		887			692
OREO and collection costs		974			880
Regulatory assessments		715			872
Donations and marketing		258			252
Communication costs		407			412
Other expenses		1,354			1,424
Total non-interest expenses		12,922			12,291
Income before income taxes		7,719			9,034
Income taxes		2,406			2,820
Net income	$	5,313		$	6,214
Selected Financial and Per Share Data:
Return on average equity		11.14	%		15.01	%
Return on average tangible equity		14.65	%		20.84	%
Return on average assets		0.97	%		1.09	%
Efficiency ratio (1)		56.08	%		52.31	%
Basic earnings per share	$	0.69		$	0.81
Diluted earnings per share	$	0.69		$	0.81
Cash dividends declared per share	$	0.25		$	0.25
Weighted average number of common shares outstanding		7,652,089			7,639,169
Diluted weighted average number of common shares outstanding		7,659,640			7,642,705
(1) Computed by dividing non-interest expense by the sum of net interest income (tax equivalent) and non-interest income excluding (securities gains/losses).

Asset Quality Data (unaudited)
							At or for
	At or for Three Months Ended						the Year Ended
	March 31,						December 31,
(In thousands)		2010			2009			2009
Non-accrual loans:
Residential real estate	$	6,234		$	4,960		$	6,161
Commercial real estate		6,223			5,087			6,476
Commercial		4,320			5,706			4,145
Consumer		1,227			1,497			1,158
Total non-accrual loans		18,004			17,250			17,940
Loans 90 days past due and accruing		211			-			1,135
Renegotiated loans not included above		677			-			581
Total non-performing loans		18,892			17,250			19,656
Other real estate owned:
Residential real estate		570			187			1,851
Commercial real estate		4,631			2,996			3,628
Total other real estate owned		5,201			3,183			5,479
Total non-performing assets	$	24,093		$	20,433		$	25,135
Loans 30-89 days past due:
Residential real estate	$	74		$	1,196		$	1,847
Commercial real estate		1,862			2,878			2,196
Commercial		3,530			1,105			639
Consumer		716			583			563
Total loans 30-89 days past due	$	6,182		$	5,762		$	5,245
Allowance for loan losses at the beginning of the period	$	20,246		$	17,691		$	17,691
Provision for loan losses		2,000			1,730			8,162
Charge-offs:
Residential real estate		268			26			792
Commercial real estate		314			846			1,844
Commercial		377			719			2,640
Consumer		294			236			1,180
Total charge-offs		1,253			1,827			6,456
Total recoveries		386			97			849
Net charge-offs		867			1,730			5,607
Allowance for loan losses at the end of the period	$	21,379		$	17,691		$	20,246
Components of allowance for credit losses:
Allowance for loan losses	$	21,379		$	17,691		$	20,246
Liability for unfunded credit commitments		47			-			51
Balance of allowance for credit losses	$	21,426		$	17,691		$	20,297
Ratios:
Non-performing loans to total loans		1.23	%		1.17	%		1.29	%
Non-performing assets to total assets		1.09	%		0.89	%		1.13	%
Allowance for credit losses to total loans		1.40	%		1.20	%		1.33	%
Net charge-offs to average loans (annualized)
Quarter-to-date		0.23	%		0.46	%
Year-to-date		0.23	%		0.46	%		0.37	%
Allowance for credit losses to non-performing loans		113.41	%		102.55	%		103.26	%
Loans 30-89 days past due to total loans		0.40	%		0.39	%		0.34	%

Average Balance, Interest and Yield/Rate Analysis (unaudited)
	At or for the Three Months Ended								At or for the Three Months Ended
		March 31, 2010								March 31, 2009
(In thousands)		Average					Yield/			Average					Yield/
		Balance			Interest		Rate			Balance			Interest		Rate
Assets
Interest-earning assets:
Securities - taxable	$	466,901		$	5,184		4.44	%	$	586,207		$	7,279		4.96	%
Securities - nontaxable (1)		55,703			829		5.95	%		67,156			993		5.91	%
Trading account assets		1,723			4		1.01	%		1,255			5		1.55	%
Loans: (1) (2)
Residential real estate		626,941			8,457		5.40	%		616,602			9,269		6.01	%
Commercial real estate		436,821			6,193		5.67	%		398,901			6,266		6.28	%
Commercial		178,164			2,431		5.46	%		187,438			2,592		5.53	%
Municipal		13,911			197		5.74	%		21,587			271		5.09	%
Consumer		273,612			3,238		4.80	%		264,887			3,316		5.08	%
Total loans		1,529,449			20,516		5.38	%		1,489,415			21,714		5.85	%
Total interest-earning assets		2,053,776			26,533		5.18	%		2,144,033			29,991		5.60	%
Cash and due from banks		29,032								27,765
Other assets		164,663								153,243
Less allowance for loan losses		(21,005	)							(17,963	)
Total assets	$	2,226,466							$	2,307,078
Liabilities & Shareholders' Equity
Interest-bearing liabilities:
Interest checking accounts	$	229,037			238		0.42	%	$	196,319			253		0.52	%
Savings accounts		150,859			123		0.33	%		133,173			118		0.36	%
Money market accounts		289,131			578		0.81	%		281,043			869		1.25	%
Certificates of deposit		544,244			2,795		2.08	%		590,448			4,624		3.18	%
Total retail deposits		1,213,271			3,734		1.25	%		1,200,983			5,864		1.98	%
Brokered deposits		85,605			387		1.82	%		83,247			537		2.58	%
Junior subordinated debentures		43,530			694		6.47	%		43,423			713		6.66	%
Borrowings		478,787			3,294		2.79	%		617,749			3,935		2.58	%
Total wholesale funding		607,922			4,375		2.92	%		744,419			5,185		2.82	%
Total interest-bearing liabilities		1,821,193			8,109		1.81	%		1,945,402			11,049		2.30	%
Demand deposits		189,077								173,601
Other liabilities		22,811								20,193
Shareholders' equity		193,385								167,882
Total liabilities & shareholders' equity	$	2,226,466							$	2,307,078
Net interest income (fully-taxable equivalent)					18,424								18,942
Less: fully-taxable equivalent adjustment					(359	)							(441	)
				$	18,065							$	18,501
Net interest rate spread (fully-taxable equivalent)							3.37	%							3.30	%
Net interest margin (fully-taxable equivalent)							3.58	%							3.51	%
(1) Reported on tax-equivalent basis calculated using a rate of 35%.
(2) Non-accrual loans and loans held for sale are included in total average loans.

Selected Financial Data (unaudited)
					At or for
	At or for the Three Months Ended				the Year Ended
	March 31,				December 31,
		2010		2009		2009
Tier 1 leverage capital ratio		8.42%		7.40%		8.17%
Tier 1 risk-based capital ratio		12.65%		11.68%		12.24%
Total risk-based capital ratio		13.90%		12.91%		13.49%
Tangible equity to total assets		6.85%		5.57%		6.59%
Book value per share	$	25.50	$	22.51	$	24.93
Tangible book value per share (1)	$	19.45	$	16.38	$	18.86
Investment Data (unaudited)
	March 31, 2010
		Amortized		Unrealized		Unrealized		Fair
(In thousands)		Cost		Gains		Losses		Value
Available for sale
Obligations of U.S. government sponsored enterprises	$	10,000	$	-	$	(40)	$	9,960
Obligations of states and political subdivisions (2)		16,875		411		-		17,286
Mortgage-backed securities issued or guaranteed by
U.S. government sponsored enterprises		383,209		17,757		-		400,966
Private issue collateralized mortgage obligations (CMO) (3)		32,748		10		(4,689)		28,069
Total debt securities		442,832		18,178		(4,729)		456,281
Equity securities (4)		5,000		-		(579)		4,421
Total equity securities		5,000		-		(579)		4,421
Total securities available for sale	$	447,832	$	18,178	$	(5,308)	$	460,702
Held to maturity
Obligations of states and political subdivisions (2)	$	37,900	$	1,562	$	-	$	39,462
Total securities held to maturity	$	37,900	$	1,562	$	-	$	39,462
Other securities
Federal Home Loan Bank Stock (5)	$	21,031	$	-	$	-	$	21,031
Federal Reserve Bank Stock		934		-		-		934
Total other securities	$	21,965	$	-	$	-	$	21,965
Trading account assets (6)							$	1,794
(1) Computed by dividing total shareholders’ equity less goodwill and other intangible assets by the number of common shares outstanding.
(2) Over 98% of the portfolio is rated by at least one of the three major rating agencies (Moody's, Standard & Poor's or Fitch) and all of these ratings are investment grade.
(3) $16.7 million of the CMO's are rated Triple-A by at least one of the three rating agencies, while three CMO's currently carry ratings below investment grade; one CMO with a fair value of $4.2 million is rated B3 by Moody's and CC by Fitch, a second CMO with a fair value of $2.8 million is rated B3 by Moody's and CCC by Standard & Poor's, and a third CMO with a fair value of $2.0 million is rated BB by Fitch and CCC by Standard & Poor's.
(4) The Duff & Phelps (DNP) Select Income Fund Auction Preferred Stock continues to fail at auction. We are currently collecting all amounts due according to contractual terms and have the ability and intent to hold the security until it clears auction, is called or matures on December 22, 2021.
The DNP Auction Preferred Stock is rated Triple-A by Moody’s and Standard & Poor's.
(5) The Federal Home Loan Bank of Boston has suspended its quarterly dividend payment.
(6) Investments held in mutual funds that represent deferred director and executive compensation investments.

CONTACT:
Camden National Corporation
Chance Farago, 207-230-2120
Public Relations Officer
cfarago@camdennational.com

EX-99.2

Exhibit 99.2

Dear Fellow Shareholders,

The national economic outlook can best be described as transitional as individuals and organizations sort out the positive signs of a healthy stock market (highlighted by the return of the Dow Jones Industrial Average to the 11,000 level) against the impact of job loss, future deficit spending, and a soft national housing market.  The financial performance of Camden National Corporation during the first quarter of 2010 reflects this same transition as we’ve seen solid loan and deposit activity contrasted against a soft housing market in the State of Maine and continued high unemployment levels.  Our performance reflects the attitude of deliberately focusing on sustaining long-term shareholder value while the many conflicting economic signals stabilize.

The credit quality of our loan portfolio has remained solid during the economic recession; however, we will maintain a conservative outlook until unemployment and the housing markets show stronger signs of stability in the State of Maine.  At March 31, 2010, non-performing assets were $24.1 million or 1.09% of total assets, compared to $25.1 million at December 31, 2009 and $20.4 million at March 31, 2009. Loans that were past due for 30 to 89 days at March 31, 2010 totaled $6.2 million or 0.40% of total loans compared to 0.34% during the prior quarter and 0.39% a year ago.  It should be noted that our 30 to 89 day past due results of 0.40% of total loans are significantly lower than our national peer group’s fourth quarter 2009 median of 1.27%.

Over the past several quarters, we have strengthened our capital and reserves as we believe a stronger organization based on long-term sustainability is more beneficial to our shareholders and customers than short-term strategies that may temporarily grab headlines.  Our actions include increasing our allowance for loan losses, providing flexibility to issue new common stock if opportunities or needs arise, and generating additional capital through stable earnings driven by our core businesses.

The allowance for loan losses was $21.4 million or 1.40% of total loans at March 31, 2010 which compares to 1.33% at December 31, 2009 and 1.20% at March 31, 2009.  Additionally, our focus on strengthening our capital position resulted in tangible equity to tangible assets at March 31, 2010 of 6.85% which is favorable to 6.59% at December 31, 2009 and 5.57% at March 31, 2009. During the first quarter we filed a $100 million shelf registration statement with the Securities and Exchange Commission which provides the Company with the ability to issue common stock, debt securities, or warrants.  This filing enables us to address general corporate needs, and if needed, to act on market opportunities in a consolidating banking landscape to strengthen our franchise.

Net income was $5.3 million for the first quarter of 2010, compared to $5.2 million for the fourth quarter of 2009 and $6.2 million for the first quarter of 2009.  These results reflect the increase in our provision for credit losses to $2.0 million for the first quarter of 2010, an increase of $296,000 from the fourth quarter of 2009 and $266,000 from the first quarter of 2009.  Employee compensation was $6.2 million during the first quarter of 2010 compared to $6.4 million during the fourth quarter of 2009 and $5.7 million during the first quarter of 2009.  The increase in employee compensation of $547,000 in the first quarter of 2010 compared to the same period in 2009 reflects the consequence of increased health care costs of $199,000, increased staffing and salary increases of $129,000 (including staffing in areas impacted by asset quality management), and a reduction in deferred salary costs of $162,000 related to the record mortgage production volume last year.

We were pleased to see our loans of $1.5 billion at March 31, 2010 up slightly from December 31, 2009 levels and up $51.6 million, or 3%, from March 31, 2009, while still maintaining our credit standards.  Additionally, our focus on low-cost deposits has allowed us to enjoy balances of $875.6 million at March 31, 2010, an 11% increase from March 31, 2009.  We continued our strategy to reduce our level of lower-yielding investments which were $520.6 million at March 31, 2010 compared to $654.2 million at the comparable date a year ago.  This deleveraging, while reducing the size of our balance sheet and incremental income, will give us the ability to strengthen capital as well as provide a base to lend additional funds.

The challenges of the past several quarters have been significant. However, the path of action was relatively clear: strengthen reserves, build our balance sheet strength, and manage for the long-term health of the organization.  While some organizations will view the mixed signals of the next several quarters as an opportunity to return to pre-recession practices in both credit underwriting and pricing, we will continue to focus on the long-term health of the bank, the protection of your investment, and service to our customers.

In December 2010, we will celebrate our 135^th year of being an independent financial services organization, and are proud to be the largest independent publicly-traded bank headquartered in the state of Maine.  Through all of those years, management and shareholders successfully weathered numerous storms—just as we are doing today.  It is for this reason that we are proud to maintain our quarterly dividend at $0.25 per share.  All of these accomplishments, as well as the ability to face the challenges of these economic times, are due to a group of dedicated employees and shareholders.

Warm Regards,

/s/ Gregory A. Dufour
Gregory A. Dufour
President and Chief Executive Officer

Summary Financial Data (unaudited)
(In thousands, except numbers of shares and per share data)
Financial Condition Data	March 31, 2010			March 31, 2009			December 31, 2009
Investments	$	520,567		$	654,150		$	539,587
Loans		1,530,067			1,478,484			1,526,758
Allowance for loan losses		21,379			17,691			20,246
Total assets		2,218,556			2,293,520			2,235,383
Deposits		1,501,030			1,481,190			1,495,807
Borrowings		499,123			617,683			527,347
Shareholders' equity		195,157			171,996			190,561
	At or for the Three Months Ended
Operating Data	March 31, 2010			March 31, 2009
Interest income	$	26,174		$	29,550
Interest expense		8,109			11,049
Net interest income		18,065			18,501
Provision for credit losses		1,996			1,730
Net interest income after provision for credit losses		16,069			16,771
Non-interest income		4,572			4,554
Non-interest expense		12,922			12,291
Income before income taxes		7,719			9,034
Income taxes		2,406			2,820
Net income	$	5,313		$	6,214
Ratios
Return on average assets		0.97	%		1.09	%
Return on average equity		11.14	%		15.01	%
Tier 1 leverage capital ratio		8.42	%		7.40	%
Tier 1 risk-based capital ratio		12.65	%		11.68	%
Total risk-based capital ratio		13.90	%		12.91	%
Efficiency ratio(1)		56.08	%		52.31	%
Allowance for loan losses to total loans		1.40	%		1.20	%
Net loan charge-offs to average loans (annualized)		0.23	%		0.46	%
Non-performing loans to total loans		1.23	%		1.17	%
Non-performing assets to total assets		1.09	%		0.89	%
Per Common Share Data
Basic earnings per share	$	0.69		$	0.81
Diluted earnings per share		0.69			0.81
Dividends paid per share		0.25			0.25
Book value per share		25.50			22.51
Tangible book value per share(2)		19.45			16.38
(1) Calculated by dividing non-interest expense by the sum of net interest income (tax equivalent) and non-interest income (excluding security gains/losses).
(2) Computed by dividing shareholders' equity less goodwill and other intangibles by the number of common shares outstanding.

A complete set of financial statements for Camden National Corporation my be obtained upon written request to

Chance Farago, Public Relations Officer, Camden National Corporation, P.O. Box 310, Camden, Maine 04843, 207-230-2120.