8-K

UNITED STATES

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): October 6, 2008

SANDY SPRING BANCORP, INC.

(Exact name of registrant as specified in its charter)

Maryland	000-19065	52-1532952
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

17801 Georgia Avenue, Olney, Maryland 20832

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (301) 774-6400

Not Applicable

(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:

[ ] 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 2.06 Material Impairments

Sandy Spring Bancorp, Inc. concluded on October 6, 2008, that it will record a $2.3 million pretax, non-cash charge in its third quarter earnings related to impairment of goodwill associated with the Company’s leasing subsidiary, The Equipment Leasing Company. In accordance with Statement of Financial Accounting Standards No. 142, Goodwill and Other Intangible Assets, management re-evaluated its recorded goodwill for possible impairment.  Due to the extreme volatility in the current markets and the lack of pricing data to value the leasing portfolio, the impairment charge represents the Company’s best estimate at this time. The impairment valuation will be reviewed again and adjusted, as necessary, in the fourth quarter.  The press release announcing the impairment charge is included as Exhibit 99.1 to this report.

Item 9.01 Financial Statements and Exhibits

Exhibits
Number	Description
99.1	Press release dated October 7, 2008

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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.
	(Registrant)
Date: October 7, 2008	By:	/s/ Hunter R. Hollar
		Hunter R. Hollar
		Chairman and Chief Executive Officer

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EX-99.1

NEWS RELEASE

FOR IMMEDIATE RELEASE

SANDY SPRING BANCORP TO RECORD NONCASH GOODWILL ADJUSTMENT FOR THIRD QUARTER

OLNEY, MARYLAND, October 7, 2008 — Sandy Spring Bancorp, Inc., (Nasdaq-SASR) the parent company of Sandy Spring Bank, today announced that it will record a $2.3 million pretax, non-cash charge in its third quarter earnings related to impairment of goodwill associated with the Company’s leasing subsidiary, The Equipment Leasing Company. It is anticipated that this goodwill adjustment will effect third quarter earnings by $.08 per share on an after tax basis.

In accordance with Statement of Financial Accounting Standards No. 142, Goodwill and Other Intangible Assets, management re-evaluated its recorded goodwill for possible impairment. The adjustment of goodwill is a non-cash charge that will not adversely impact Sandy Spring Bancorp’s daily operations, FDIC deposit insurance coverage, regulatory capital or balance sheet liquidity and cash flow.

Furthermore, as of September 30, 2008, Sandy Spring Bank remains in the highest regulatory capital category of "well capitalized."

Due to the extreme volatility in the current markets and the lack of pricing data to value the leasing portfolio, this represents the Company’s best estimate of impairment at this time. This impairment valuation will be reviewed again and adjusted, as necessary, in the fourth quarter.

About Sandy Spring Bancorp/Sandy Spring Bank

With $3.2 billion in assets, Sandy Spring Bancorp is the holding company for Sandy Spring Bank and its principal subsidiaries, Sandy Spring Insurance Corporation, The Equipment Leasing Company and West Financial Services, Inc. Sandy Spring Bancorp is the second largest publicly traded banking company headquartered in Maryland. Sandy Spring is a community banking organization that focuses its lending and other services on businesses and consumers in the local market area. Independent and community-oriented, Sandy Spring Bank was founded in 1868 and offers a broad range of commercial banking, retail banking and trust services through 42 community offices in Anne Arundel, Carroll, Frederick, Howard, Montgomery, and Prince George’s counties in Maryland, and Fairfax and Loudoun counties in Virginia. Through its subsidiaries, Sandy Spring Bank also offers a comprehensive menu of leasing, insurance and investment management services. Visit www.sandyspringbank.com to locate an ATM near you or for more information about Sandy Spring Bank.

For additional information or questions, please contact:

Hunter R. Hollar, Chief Executive Officer, or

Daniel J. Schrider, President, or

Philip J. Mantua, Executive V.P. & Chief Financial Officer

Sandy Spring Bancorp

17801 Georgia Avenue

Olney, Maryland 20832

1-800-399-5919

E-mail: HHollar@sandyspringbank.com

DSchrider@sandyspringbank.com

PMantua@sandyspringbank.com

Web site: www.sandyspringbank.com