8-K

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                      SECURITIES AND EXCHANGE COMMISSION

                            Washington, DC  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):  March 14, 2001
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                          Sandy Spring Bancorp, Inc.
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            (Exact name of registrant as specified in its charter)


           Maryland                  0-19065                 52-1532952
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(State or other jurisdiction    (Commission file            (IRS Employer
of incorporation)                    number)           Identification Number)






17801 Georgia Avenue, Olney, Maryland  20832
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(Address of Principal Executive Offices) (Zip Code)


Registrant's telephone number, including area code:  (301) 774-6400
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Item 5. Other Events.

        Sandy Spring Bancorp intends to distribute a letter to shareholders on
or about March 15, 2001. This letter and a related cautionary statement
regarding forward-looking statements is included as Exhibit 99.

Item 7. Financial Statements and Exhibits.

(a)     Exhibit 99 - Letter to Shareholders Distributed to Shareholders and
        Statement regarding Forward-Looking Statements



                                  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.

                                                SANDY SPRING BANCORP, INC.



                                                By:    /s/ Hunter R. Hollar
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                                                       Hunter R. Hollar
                                                       President and
                                                       Chief Executive Officer
Dated : March 14, 2001


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EX-99

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                                  EXHIBIT 99
              LETTER TO SHAREHOLDERS DISTRIBUTED TO SHAREHOLDERS
              AND STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

HUNTER R. HOLLAR President and Chief Executive Officer
Letter to Shareholders

I am pleased to report that 2000 was another great year for Sandy Spring
Bancorp. We continued to strengthen our position as a community bank that
combines a wide range of financial services with the personal attention that
builds genuine loyalty among our clients. In 2000, we continued to pursue
strategies that we believe will build value for our shareholders over time.

2000 FINANCIAL RESULTS For the year 2000, net earnings of $18.7 million, or
$1.96 per diluted share, were up 7 per-cent from prior year net earnings of
$17.5 million, or $1.82 per diluted share. Growth in earning assets and
noninterest revenues were the principal reasons for our earnings gains. Return
on average stockholders' equity increased to 16.79 percent for the year,
compared with 15.91 percent for 1999.

One of our goals has been to increase noninterest income as a percentage of
revenue. For 2000, core non-interest income, which excludes the impact of
nonrecurring items, grew 26 percent, to $15.4 million versus $12.2 million in
1999. Growth in transaction-based service fees and income from the sale of
investment products were the major reasons for this increase. In addition, I'm
pleased to report that we continued to control expense growth in 2000. In
fact, our 2000 efficiency ratio (noninterest expense divided by total revenue)
was 56.5 percent, which was about the same as 1999 at 56.1 percent, and is
favorable compared with other banking companies.

PROSPECTS FOR LONG-TERM GROWTH The trends are with us. The past year was one
of continued consolidation within the banking industry. This trend toward
consolidation reinforces our commitment to take an independent bank approach
to doing business. As more community banks in our region are absorbed into
larger financial institutions, our competitive position is enhanced. We
believe that we serve a unique and important role in our market, giving our
clients the option of small-bank personalized service with big-bank product
offerings. For the vast majority of our clients, Sandy Spring Bancorp provides
all the financial services they need, as sophisticated an array of services as
those offered by larger institutions. We operate in a growing region. Much of
that growth potential derives from the healthy and diverse business base in
our Maryland markets. As biotech, high-tech and communications technology
companies continue to succeed and to relocate in Maryland, it creates a
fertile economic environment in which we expect to continue to grow and
prosper through cyclical changes in the economy.

Finally, the aging of the baby boomer generation is driving a need for wealth
management, trust and investment services--services at which we excel! The
demand for these services is particularly strong in our area-- one that boasts
among the highest income and education levels in the U.S. As a community bank
offering a high level of personal service, we are uniquely positioned to benefit
from the growing need for such financial management services.

STRATEGIC INITIATIVES Over the past year, we continued to focus on growing
business by building our sales organization, focusing on Client Relationship
Management and strengthening our bonds with existing clients. We use research
to identify those clients who can benefit from a deeper relationship with the
bank and to concentrate on expanding that partnership. As part of this
process, we have Client Relationship Management teams in place to work
directly with those clients. Service--and broadening our ability to provide
that service--is still the cornerstone of our success as a community bank. In







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addition, we continue to seek out new avenues through which we can expand our
revenue base and diversify our income sources. In December, we announced the
acquisition of certain assets of The Equipment Leasing Company (ELC), located
in Baltimore County. Founded 20 years ago, ELC originates and brokers leases
that provide financing for essential business equipment such as computers,
network systems and communications equipment. The ELC acquisition enhances our
ability to serve small and medium-sized businesses and provides a new source
of income. In the years ahead, we will continue to pursue such opportunities.
Our approach to evaluating acquisitions is highly disciplined and focused upon
the expected earnings contributions of potential affiliations. We believe good
expansion opportunities will continue as we make further investments in
electronic delivery channels. We now have a solid foundation in place and are
firmly committed to ongoing investments in state-of-the-art technology. We
understand how to open cost-effective branches where it makes practical sense
to invest in bricks and mortar. We have done this selectively, meeting strict
profitability hurdles, and will continue to do so as necessary to enhance our
branch network in order to protect and grow market share.

WELL POSITIONED IN A SHIFTING ECONOMY It's not easy to predict the direction
of the economy, but at this writing, signals are pointing to a slowdown in
economic growth in the year ahead. We are buffered, in part, from the impact
of this economic shift by a solid regional economy. In addition, we
historically have had, and continue to have, strong loan quality, and we
believe we are prepared for the effects of a downturn and well positioned for
the future. At Sandy Spring Bancorp, we are committed to servicing a growing,
loyal client base and to providing value to our shareholders.

Hunter R. Hollar
President and Chief Executive Officer

Forward-Looking Statements

Sandy Spring Bancorp makes forward-looking statements in the above Letter to
Shareholders that are subject to risks and uncertainties. These
forward-looking statements include: statements of goals, intentions, and
expectations; estimates of risks and of future costs and benefits; assessments
of probable loan and lease losses and market risk; and statements of the
ability to achieve financial and other goals. These forward-looking statements
are subject to significant uncertainties because they are based upon or are
affected by: management's estimates and projections of future interest rates
and other economic conditions; future laws and regulations; and a variety of
other matters. Because of these uncertainties, the actual future results may
be materially different from the results indicated by these forward-looking
statements. In addition, the Company's past results of operations do not
necessarily indicate its future results.


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