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): July 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 July 27, 2010 announcing earnings for the fiscal quarter ended June 30, 2010.  In addition, the Company released its quarterly shareholder letter and financial summary for the second 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 June 30, 2010.
	99.2	Second 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: July 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 12% Increase in Earnings for the Second Quarter of 2010

CAMDEN, Maine--(BUSINESS WIRE)--July 27, 2010--Camden National Corporation (NASDAQ: CAC; the “Company”) reported net income for the second quarter of 2010 of $5.6 million, or $0.73 per diluted share, compared to $5.0 million, or $0.65 per diluted share, for the second quarter of 2009 and $5.3 million, or $0.69 per diluted share, for the first quarter of 2010. For the three and six month periods ended June 30, 2010, return on assets was 0.98% for each period, and return on equity was 11.36% and 11.25%, respectively.

“We are pleased by our second quarter financial performance, especially in light of current economic conditions,” said Gregory A. Dufour, President and Chief Executive Officer of the Company. “We have remained focused on strengthening our balance sheet to position the Company for future growth and the potential impact of financial reform. Since June 30, 2009, we have improved our tangible capital to 6.83% of total assets from 5.78%, increased our allowance for credit losses to 1.45% of total loans from 1.23%, and improved our total risk based capital ratio to 13.99% from 12.78%,” Dufour said. “Throughout this difficult economy, we have continued to lend money to businesses and individuals and pay dividends to shareholders without the use of federal bailout monies.”

“Despite projections for an increase in bankruptcies and the potential for future declines in real estate values in Maine, we continue to demonstrate our commitment to support our borrowing customers by providing access to funds,” noted Dufour. “Our loans of $1.5 billion at June 30, 2010 were up $15.3 million from December 31, 2009 and up $26.9 million from June 30, 2009, growth achieved while still maintaining our credit standards.”

Asset Quality

The provision for credit losses was $2.0 million for the three months ended June 30, 2010, a decrease of $834,000 from the second quarter of 2009 and a decrease of $46,000 from the first quarter of 2010. “Non-performing assets, while higher than 2009 levels, showed some initial signs of stabilization during the second quarter of 2010,” said Dufour. “In addition, total past due loans for the most recent quarter were at the lowest level experienced in the past year. We are maintaining a cautious view for the next several quarters until unemployment and the housing market show signs of sustained improvement. In the meantime, we will continue to take the necessary steps to strengthen our balance sheet in light of the economic situation.”

Non-performing assets totaled $25.9 million, or 1.13% of total assets, at June 30, 2010 compared to $22.3 million at June 30, 2009 and $24.1 million at March 31, 2010. Loans past due for 30 to 89 days at June 30, 2010 totaled $4.0 million, or 0.26% of total loans, compared to $4.8 million, or 0.32% of total loans, at June 30, 2009 and $6.2 million, or 0.40% of total loans, at March 31, 2010. The Company’s allowance for credit losses was 1.45% of total loans at June 30, 2010, an increase from 1.23% of total loans at June 30, 2009 and 1.40% of total loans at March 31, 2010.

Balance Sheet

The Company’s total assets at June 30, 2010 were $2.3 billion, a decrease of 1% compared to June 30, 2009 and an increase of 3% from December 31, 2009. The $11.5 million decline in total assets at June 30, 2010 compared to June 30, 2009 reflects reductions in cash and due from banks of $14.4 million and investments of $23.8 million, partially offset by loan growth of $26.9 million. Comparing June 30, 2010 to June 30, 2009, loan balances reflected growth in commercial real estate, consumer loans, and residential real estate of $30.9 million, $15.4 million, and $9.8 million, respectively. These increases were partially offset by a decrease in commercial loans of $11.7 million and residential loans held for sale of $17.4 million. The increase in total assets from December 31, 2009 was due to increases in both the investment and loan portfolios of $53.9 million and $15.3 million, respectively.

Total deposits of $1.5 billion at June 30, 2010 represents an increase of $71.9 million from June 30, 2009 and an increase of $52.9 million compared to December 31, 2009. The deposit growth from June 30, 2009 reflects increases in core deposits, with interest checking, savings and money market deposits increasing by $50.5 million and demand deposit balances increasing by $22.9 million. Brokered funds also increased $59.5 million from June 30, 2009 to June 30, 2010 as a result of more favorable pricing compared to other funding alternatives. This growth was partially offset by a decline in retail certificates of deposit of $61.0 million. The increase in core deposits can be attributed to various deposit initiatives; however, a major contributing factor is the enhancement of municipal relationships.

Operating Highlights

Net interest income for the second quarter of 2010 increased to $18.6 million compared to $18.3 million for the second quarter of 2009 and $18.1 million for the first quarter of 2010. The net interest margin of 3.61% for the second quarter of 2010 represents an increase from 3.52% for the same period in 2009 and 3.58% for the first quarter of 2010. The net interest margin increase was due to a reduction in pricing on deposits and borrowings, which helped to mitigate the decline of yields on loans and investments.

Non-interest income for the second quarter of 2010 was $4.4 million compared to $5.0 million for the second quarter of 2009 and $4.6 million for the first quarter of 2010. The decrease of $619,000, or 12%, for the second quarter of 2010 compared to the same period in 2009 was primarily due to a $333,000 reduction in mortgage banking income, a $249,000 decrease in the investment market value in the Company’s deferred executive and director compensation plan due to market depreciation, and a $131,000 other-than-temporary impairment write-down on private issue collateralized mortgage obligations. These decreases were partially offset by increases in debit card interchange income of $86,000 and brokerage fee income of $71,000.

Non-interest income of $9.0 million for the six months ended June 30, 2010 represents a decrease of $601,000, or 6%, compared to the same period in 2009. This decrease was primarily due to a $699,000 reduction in mortgage banking income related to the sale of $44.0 million in residential mortgage loans during the first half of 2009 and a $179,000 other-than-temporary impairment write-down on private issue collateralized mortgage obligations in 2010. These reductions were partially offset by increases in fiduciary services income of $218,000, or 8%, and other fees of $138,000, or 10%, resulting from increased stock market values and interchange activity, respectively.

Non-interest expense for each the second quarter of 2010 and the first quarter of 2010 was $12.9 million, compared to $13.4 million for the second quarter of 2009. The decrease of $559,000, or 4%, for the second quarter of 2010 compared to the same period in 2009 resulted from the Federal Deposit Insurance Corporation’s special assessment of $1.1 million in May 2009 which was offset by an increase in other real estate owned (“OREO”) and collection costs of $876,000. OREO and collection expenses included a $584,000 write-off related to one foreclosed property which was under contract at quarter end, effectively capping the Company’s loss on that particular loan relationship.

Non-interest expense of $25.8 million for the six months ended June 30, 2010 represents an increase of $72,000 compared to the same period in 2009. Regulatory assessment costs decreased $1.3 million and OREO and collection costs increased $970,000, while all other operating expenses increased $396,000, or less than 2%.

Dividends and Capital

The Board of Directors approved a dividend of $0.25 per share, payable on July 30, 2010 to shareholders of record on July 16, 2010. This resulted in a dividend yield of 3.64% based on the June 30, 2010 closing price of the Company’s common stock of $27.47 per share as reported by NASDAQ.

The Company’s total risk-based capital ratio increased to 13.99% at June 30, 2010 compared to 12.78% at June 30, 2009 and 13.49% at December 31, 2009 as capital levels increased from 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, 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: 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, including actions 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)
	June 30,			June 30,			December 31,
(In thousands, except number of shares)		2010			2009			2009
Assets
Cash and due from banks	$	24,236		$	38,657		$	29,772
Securities:
Securities available for sale, at fair value		533,736			554,335			479,708
Securities held to maturity, at amortized cost		37,786			40,951			37,914
Federal Home Loan Bank and Federal Reserve Bank stock, at cost		21,965			21,965			21,965
Total securities		593,487			617,251			539,587
Trading account assets		2,013			1,495			1,725
Loans held for sale		-			17,364			-
Loans:
Residential real estate		623,833			614,072			627,655
Commercial real estate		441,512			410,625			434,783
Commercial		196,394			208,115			191,214
Consumer		280,335			264,959			273,106
Total loans		1,542,074			1,497,771			1,526,758
Less allowance for loan losses		(22,266	)		(18,654	)		(20,246	)
Net loans		1,519,808			1,479,117			1,506,512
Goodwill and other intangible assets		46,110			46,687			46,398
Bank-owned life insurance		42,395			41,199			41,677
Premises and equipment, net		26,230			25,174			26,054
Deferred tax asset		10,370			14,213			10,317
Prepaid FDIC assessment		7,187			-			8,197
Interest receivable		7,558			7,910			7,236
Other real estate owned		3,967			5,856			5,479
Other assets		11,473			11,427			12,429
Total assets	$	2,294,834		$	2,306,350		$	2,235,383
Liabilities
Deposits:
Demand	$	202,448		$	179,522		$	193,549
Interest checking, savings and money market		693,644			643,179			675,681
Retail certificates of deposit		522,894			583,942			545,789
Brokered deposits		129,690			70,155			80,788
Total deposits		1,548,676			1,476,798			1,495,807
Federal Home Loan Bank advances		174,503			217,750			209,710
Other borrowed funds		306,186			357,026			274,125
Junior subordinated debentures		43,563			43,461			43,512
Accrued interest and other liabilities		22,191			34,086			21,668
Total liabilities		2,095,119			2,129,121			2,044,822
Shareholders' Equity
Common stock, no par value; authorized 20,000,000 shares, issued and outstanding 7,657,098, 7,644,829, and 7,644,837 shares on June 30, 2010 and 2009 and December 31, 2009, respectively		50,376			49,233			50,062
Retained earnings		140,656			125,900			133,634
Accumulated other comprehensive income
Net unrealized gains on securities available for sale, net of tax		11,066			2,742			7,083
Net unrealized (losses) gains on derivative instruments, at fair value, net of tax		(1,442	)		382			739
Net unrecognized losses on post-retirement plans, net of tax		(941	)		(1,028	)		(957	)
Total accumulated other comprehensive income		8,683			2,096			6,865
Total shareholders' equity		199,715			177,229			190,561
Total liabilities and shareholders' equity	$	2,294,834		$	2,306,350		$	2,235,383

Statement of Income Data (unaudited)
	Three Months Ended June 30,						Six Months Ended June 30,
(In thousands, except number of shares and per share data)		2010			2009			2010			2009
Interest income
Interest and fees on loans	$	20,593		$	21,270		$	41,040		$	42,891
Interest on securities and other		5,731			7,424			11,458			15,345
Total interest income		26,324			28,694			52,498			58,236
Interest expense
Interest on deposits		3,957			5,937			8,078			12,330
Interest on borrowings		3,812			4,413			7,800			9,061
Total interest expense		7,769			10,350			15,878			21,391
Net interest income		18,555			18,344			36,620			36,845
Provision for credit losses		1,950			2,784			3,946			4,514
Net interest income after provision for credit losses		16,605			15,560			32,674			32,331
Non-interest income
Service charges on deposit accounts		1,285			1,349			2,565			2,582
Other service charges and fees		872			811			1,562			1,424
Income from fiduciary services		1,512			1,507			3,079			2,861
Mortgage banking income		83			416			172			871
Bank-owned life insurance		347			345			718			740
Other income		457			616			1,080			1,120
Non-interest income before other-than-temporary impairment of securities		4,556			5,044			9,176			9,598
Other-than-temporary impairment of securities		(131	)		-			(179	)		-
Total non-interest income		4,425			5,044			8,997			9,598
Non-interest expenses
Salaries and employee benefits		6,298			6,446			12,523			12,124
Net occupancy		897			962			1,931			2,080
Furniture, equipment and data processing		1,115			1,030			2,246			2,033
Consulting and professional fees		549			627			1,337			1,184
OREO and collection costs		1,158			282			2,132			1,162
Regulatory assessments		602			1,739			1,317			2,611
Donations and marketing		274			327			532			579
Communication costs		389			402			795			814
Other expenses		1,575			1,601			2,966			3,120
Total non-interest expenses		12,857			13,416			25,779			25,707
Income before income taxes		8,173			7,188			15,892			16,222
Income taxes		2,587			2,184			4,993			5,004
Net income	$	5,586		$	5,004		$	10,899		$	11,218
Selected Financial and Per Share Data:
Return on average equity		11.36	%		11.54	%		11.25	%		13.24	%
Return on average tangible equity		14.83	%		15.79	%		14.74	%		18.24	%
Return on average assets		0.98	%		0.88	%		0.98	%		0.99	%
Efficiency ratio (1)		54.76	%		56.29	%		55.41	%		54.32	%
Basic earnings per share	$	0.73		$	0.66		$	1.42		$	1.47
Diluted earnings per share	$	0.73		$	0.65		$	1.42		$	1.47
Cash dividends declared per share	$	0.25		$	0.25		$	0.50		$	0.50
Weighted average number of common shares outstanding		7,656,051			7,641,083			7,654,079			7,640,119
Diluted weighted average number of common shares outstanding		7,664,443			7,648,023			7,661,607			7,644,424
(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 Six Months Ended		At or for Three Months Ended		At or for Twelve Months Ended		At or for Nine Months Ended		At or for Six Months Ended
(In thousands)	June 30, 2010		March 31, 2010		December 31, 2009		September 30, 2009		June 30, 2009
Non-accrual loans:
Residential real estate	$	6,580	$	6,234	$	6,161	$	5,779	$	5,454
Commercial real estate		7,130		6,223		6,476		5,322		5,831
Commercial		5,379		4,320		4,145		4,226		3,822
Consumer		1,249		1,227		1,158		1,271		1,181
Total non-accrual loans		20,338		18,004		17,940		16,598		16,288
Loans 90 days past due and accruing		545		211		1,135		684		121
Renegotiated loans not included above		1,096		677		581		917		-
Total non-performing loans		21,979		18,892		19,656		18,199		16,409
Other real estate owned:
Residential real estate		1,560		570		1,851		2,314		2,244
Commercial real estate		2,407		4,631		3,628		3,151		3,612
Total other real estate owned		3,967		5,201		5,479		5,465		5,856
Total non-performing assets	$	25,946	$	24,093	$	25,135	$	23,664	$	22,265
Loans 30-89 days past due:
Residential real estate	$	1,338	$	74	$	1,847	$	2,397	$	1,026
Commercial real estate		749		1,862		2,196		1,852		1,761
Commercial		1,367		3,530		639		2,760		1,612
Consumer		537		716		563		531		377
Total loans 30-89 days past due	$	3,991	$	6,182	$	5,245	$	7,540	$	4,776
Allowance for loan losses at the beginning of the period	$	20,246	$	20,246	$	17,691	$	17,691	$	17,691
Provision for loan losses		3,950		2,000		8,162		6,514		4,514
Charge-offs:
Residential real estate		579		268		792		752		259
Commercial real estate		752		314		1,844		1,843		1,514
Commercial		684		377		2,640		1,865		1,654
Consumer		395		294		1,180		894		571
Total charge-offs		2,410		1,253		6,456		5,354		3,998
Total recoveries		480		386		849		584		447
Net charge-offs		1,930		867		5,607		4,770		3,551
Allowance for loan losses at the end of the period	$	22,266	$	21,379	$	20,246	$	19,435	$	18,654
Components of allowance for credit losses:
Allowance for loan losses	$	22,266	$	21,379	$	20,246	$	19,435	$	18,654
Liability for unfunded credit commitments		47		47		51		-		-
Balance of allowance for credit losses	$	22,313	$	21,426	$	20,297	$	19,435	$	18,654
Ratios:
Non-performing loans to total loans		1.43%		1.23%		1.29%		1.20%		1.08%
Non-performing assets to total assets		1.13%		1.09%		1.13%		1.04%		0.97%
Allowance for credit losses to total loans		1.45%		1.40%		1.33%		1.28%		1.23%
Net charge-offs to average loans (annualized)
Quarter-to-date		0.28%		0.23%		0.22%		0.32%		0.49%
Year-to-date		0.25%		0.23%		0.37%		0.42%		0.48%
Allowance for credit losses to non-performing loans		101.52%		113.41%		103.26%		112.45%		113.68%
Loans 30-89 days past due to total loans		0.26%		0.40%		0.34%		0.50%		0.32%

Average Balance, Interest and Yield/Rate Analysis (unaudited)
	At or for the Six Months Ended								At or for the Six Months Ended
	June 30, 2010								June 30, 2009
(In thousands)	Average						Yield/		Average						Yield/
	Balance			Interest			Rate		Balance			Interest			Rate
Assets
Interest-earning assets:
Securities - taxable	$	485,636		$	10,375		4.27	%	$	572,276		$	14,061		4.91	%
Securities - nontaxable (1)		55,322			1,651		5.97	%		65,978			1,959		5.94	%
Trading account assets		1,809			10		1.06	%		1,338			10		1.49	%
Loans: (1) (2)
Residential real estate		625,515			16,873		5.39	%		618,773			18,346		5.93	%
Commercial real estate		438,198			12,511		5.68	%		401,886			12,449		6.16	%
Commercial		177,608			4,851		5.43	%		186,081			5,160		5.52	%
Municipal		15,265			425		5.62	%		23,111			578		5.04	%
Consumer		275,102			6,529		4.79	%		263,588			6,557		5.02	%
Total loans		1,531,688			41,189		5.37	%		1,493,439			43,090		5.77	%
Total interest-earning assets		2,074,455			53,225		5.13	%		2,133,031			59,120		5.54	%
Cash and due from banks		35,234								26,988
Other assets		163,492								153,250
Less allowance for loan losses		(21,601	)							(18,091	)
Total assets	$	2,251,580							$	2,295,178
Liabilities & Shareholders' Equity
Interest-bearing liabilities:
Interest checking accounts	$	244,577			486		0.40	%	$	206,229			509		0.50	%
Savings accounts		151,453			244		0.33	%		135,180			241		0.36	%
Money market accounts		282,143			1,168		0.83	%		282,475			1,669		1.19	%
Certificates of deposit		536,838			5,378		2.02	%		589,222			8,905		3.05	%
Total retail deposits		1,215,011			7,276		1.21	%		1,213,106			11,324		1.88	%
Brokered deposits		92,257			802		1.75	%		77,275			1,006		2.62	%
Junior subordinated debentures		43,541			1,396		6.47	%		43,436			1,424		6.61	%
Borrowings		493,170			6,404		2.62	%		596,987			7,637		2.58	%
Total wholesale funding		628,968			8,602		2.76	%		717,698			10,067		2.83	%
Total interest-bearing liabilities		1,843,979			15,878		1.74	%		1,930,804			21,391		2.23	%
Demand deposits		189,542								172,990
Other liabilities		22,736								20,490
Shareholders' equity		195,323								170,894
Total liabilities & shareholders' equity	$	2,251,580							$	2,295,178
Net interest income (fully-taxable equivalent)					37,347								37,729
Less: fully-taxable equivalent adjustment					(727	)							(884	)
				$	36,620							$	36,845
Net interest rate spread (fully-taxable equivalent)							3.39	%							3.31	%
Net interest margin (fully-taxable equivalent)							3.59	%							3.52	%
(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 Six Months Ended						the Year Ended
	June 30,						December 31,
		2010			2009			2009
Tier 1 leverage capital ratio		8.41	%		7.64	%		8.17	%
Tier 1 risk-based capital ratio		12.74	%		11.53	%		12.24	%
Total risk-based capital ratio		13.99	%		12.78	%		13.49	%
Tangible equity to tangible assets (1)		6.83	%		5.78	%		6.59	%
Book value per share	$	26.08		$	23.18		$	24.93
Tangible book value per share (2)	$	20.06		$	17.08		$	18.86
Investment Data (unaudited)
	June 30, 2010
	Amortized			Unrealized			Unrealized			Fair
(In thousands)	Cost			Gains			Losses			Value
Available for sale
Obligations of U.S. government sponsored enterprises	$	50,000		$	283		$	-		$	50,283
Obligations of states and political subdivisions (3)		16,613			542			-			17,155
Mortgage-backed securities issued or guaranteed by U.S. government sponsored enterprises		414,558			20,053			(2	)		434,609
Private issue collateralized mortgage obligations (CMO) (4)		30,541			8			(3,380	)		27,169
Total debt securities		511,712			20,886			(3,382	)		529,216
Equity securities (5)		5,000			-			(480	)		4,520
Total securities available for sale	$	516,712		$	20,886		$	(3,862	)	$	533,736
Held to maturity
Obligations of states and political subdivisions	$	37,786		$	2,123		$	-		$	39,909
Total securities held to maturity	$	37,786		$	2,123		$	-		$	39,909
Other securities
Federal Home Loan Bank Stock (6)	$	21,031		$	-		$	-		$	21,031
Federal Reserve Bank Stock		934			-			-			934
Total other securities	$	21,965		$	-		$	-		$	21,965
Trading account assets (7)										$	2,013
(1) Computed by dividing total shareholders’ equity less goodwill and other intangible assets by total assets less goodwill and other intangible assets.
(2) Computed by dividing total shareholders’ equity less goodwill and other intangible assets by the number of common shares outstanding.
(3) 99% 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.
(4) $11.4 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 $4.4 million is rated B3 by Moody's and CC by Fitch, a second CMO with a fair value of $3.6 million is rated Caa1 by Moody's and CCC by Standard & Poor's, and a third CMO with a fair value of $2.5 million is rated BB by Fitch and CCC by Standard & Poor's.
(5) 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.
(6) The Federal Home Loan Bank of Boston has suspended its quarterly dividend payment.
(7) 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,

One word best summarizes the second quarter of 2010 - ‘resilience.’ As the headlines have been dominated by talk of a double-dip recession, stock market gyrations, and financial reform, Camden National Corporation results show our past strategies have resulted in a strong organization, while our current strategies continue to favorably position us for the future.

At the time of writing this letter, the Dodd-Frank Wall Street Reform and Consumer Protection Act has been approved by Congress and sent to the President for his signature. Many aspects of the Act will improve our economy and industry. We are encouraged that many new requirements, especially in the area of corporate governance, are standard practice at Camden National. However, there are many aspects of the Act that will cause dramatic change to community banking which will test the resilience of many organizations.

We believe Camden National Corporation is uniquely positioned to successfully operate in the post-reform era. The Act calls for no fewer than 243 new formal rules by 11 different federal agencies with some experts projecting nearly 5,000 pages of new regulations. Only organizations such as Camden National who have chosen to invest in its people, risk management practices, and technology will be able to handle the future reporting, compliance and monitoring requirements. For example, the Act has curtailed the future issuance of Trust Preferred Securities for banking organizations with less than $15 billion of assets, effectively closing a source of future capital for those organizations. Camden National is well positioned as our strong operating earnings serve as a source of capital and our past practice to protect our shareholders from diluting their ownership has resulted in a strong capital position. Finally, the Act will create a Consumer Financial Protection Agency to help safeguard consumers from organizations such as sub-prime lenders. While the Agency may enact new regulations, Camden National’s commitment to our Core Values have, and will continue, to drive our decisions allowing us to comply with those requirements without changing our attitudes or business model.

Our second quarter results provide an insight to our organization’s ability to weather a changing environment. Net income for the second quarter of 2010 was $5.6 million or $0.73 per diluted share, or 12% higher than the results reported during the second quarter of 2009. Spurring the improvement was increased net interest income, fueled by increased loan, investment, and low-cost deposit growth. While we remain cautious about the Maine economy, improvement was noted, loan charge-offs declined and accordingly the loan loss provision for the second quarter of 2010 was $834,000 lower than the same period in 2009. Operating expenses were $559,000 less than the second quarter of 2009, reflecting the Federal Deposit Insurance Corporation special assessment imposed on all banks in May 2009, which for us totaled $1.1 million. Expenses related to foreclosed properties and loan workouts increased $876,000 during the second quarter of 2010 compared to the same period last year. These expenses included a $584,000 write off related to one foreclosed property which was under contract at quarter end, effectively capping our loss on that particular loan relationship.

Non-performing assets, while higher than 2009 levels, showed some initial signs of stabilization during the quarter and our total past due loans for the quarter were at the lowest level we’ve experienced over the past year. However, economists have continued to project higher bankruptcies and the potential for future decline in real estate values in Maine, which has resulted in our still-cautious view for the next several quarters. Our balance sheet remains fortified by an allowance for credit losses which stands at 1.45% of total loans and is complemented by our seasoned risk management, collections, and special asset teams who help minimize the impact that a weak economy can have on a banking organization.

On a year-to-date basis, net income of $10.9 million was 3% below the same period in 2009. This reflects the impact of the balance sheet deleveraging program in 2009, which resulted in stronger capital levels but lower net interest income, and reduced revenues from residential mortgage sales, partially offset by decreased provision for loan losses.

Camden National’s performance ratios continue to reflect above peer performance. For the quarter ended June 30, 2010, return on equity was 11.36% and return on assets was 0.98%, compared to 11.54% and 0.88%, respectively, reported for the quarter ended June 30, 2009. While peer data for the second quarter of 2010 is not available at the current time, we are confident that our returns will compare favorably to peers based on results of the first quarter of 2010, which resulted in Camden National’s return on equity of 11.14% being in the top 14th percentile of our peers, and return on assets of 0.97% being in the top 18th percentile of our peers, as measured by the Uniform Bank Holding Company Performance Report provided by the Federal Reserve System.

As previously announced at the Annual Meeting of Shareholders in April, Rendle A. Jones, Esquire, who served as chair of Camden National Corporation since 1998, stepped down from that role and was succeeded by Karen W. Stanley. Rendle also stepped down as chair of Camden National Bank but will remain on those two boards as well as the board of Acadia Trust, N.A. as part of our overall board succession plan. We are grateful to Rendle for his years of leadership and look forward to his continued advice and counsel as a board member. We are also excited about Karen’s leadership position on our board, representing the first time a woman has held that role.

On June 29, 2010, a quarterly dividend of $0.25 per share was declared, which resulted in a dividend yield of 3.64%.

Our organization’s ability to be resilient during the past several quarters is a testament to the dedication of a group of employees who excel each day to serve our customers, who are in turn supported by shareholders who believe in the community banking business model.

Thank you for your support,

/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		June 30, 2010			June 30, 2009			December 31, 2009
Investments	$	593,487		$	617,251		$	539,587
Loans		1,542,074			1,515,135			1,526,758
Allowance for loan losses		22,266			18,654			20,246
Total assets		2,294,834			2,306,350			2,235,383
Deposits		1,548,676			1,476,798			1,495,807
Borrowings		524,252			618,237			527,347
Shareholders' equity		199,715			177,229			190,561
		At or for the Three Months Ended						At or for the Six Months Ended
Operating Data		June 30, 2010			June 30, 2009			June 30, 2010			June 30, 2009
Interest income	$	26,324		$	28,694		$	52,498		$	58,236
Interest expense		7,769			10,350			15,878			21,391
Net interest income		18,555			18,344			36,620			36,845
Provision for credit losses		1,950			2,784			3,946			4,514
Net interest income after provision for credit losses		16,605			15,560			32,674			32,331
Non-interest income		4,425			5,044			8,997			9,598
Non-interest expense		12,857			13,416			25,779			25,707
Income before income taxes		8,173			7,188			15,892			16,222
Income taxes		2,587			2,184			4,993			5,004
Net income	$	5,586		$	5,004		$	10,899		$	11,218
Per Share Data
Basic earnings per share	$	0.73		$	0.66		$	1.42		$	1.47
Diluted earnings per share		0.73			0.65			1.42			1.47
Cash dividends paid per share		0.25			0.25			0.50			0.50
Book value per share		26.08			23.18			26.08			23.18
Tangible book value per share(1)		20.06			17.08			20.06			17.08
Selected Financial Data
Return on average assets		0.98	%		0.88	%		0.98	%		0.99	%
Return on average equity		11.36	%		11.54	%		11.25	%		13.24	%
Tier 1 leverage capital ratio		8.41	%		7.64	%		8.41	%		7.64	%
Tier 1 risk-based capital ratio		12.74	%		11.53	%		12.74	%		11.53	%
Total risk-based capital ratio		13.99	%		12.78	%		13.99	%		12.78	%
Efficiency ratio(2)		54.76	%		56.29	%		55.41	%		54.32	%
Allowance for credit losses to total loans		1.45	%		1.23	%		1.45	%		1.23	%
Net loan charge-offs to average loans (annualized)		0.28	%		0.49	%		0.25	%		0.48	%
Non-performing loans to total loans		1.43	%		1.08	%		1.43	%		1.08	%
Non-performing assets to total assets		1.13	%		0.97	%		1.13	%		0.97	%

⁽¹⁾ Computed by dividing shareholders' equity less goodwill and other intangibles by the number of common shares outstanding.
⁽²⁾ Calculated by dividing non-interest expense by the sum of net interest income (tax equivalent) and non-interest income (excluding security gains/losses).

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.