-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
Originator-Key-Asymmetric:
 MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen
 TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB
MIC-Info: RSA-MD5,RSA,
 AcLe2JGzny8OAxaApZPfTUORJxTJiZ62eBraYDQeGNytsF5if8AKWOSxdDCqRn10
 gsdkXL3vU+dw5i1cRTTKfg==

<SEC-DOCUMENT>0001116354-01-500009.txt : 20010814
<SEC-HEADER>0001116354-01-500009.hdr.sgml : 20010814
ACCESSION NUMBER:		0001116354-01-500009
CONFORMED SUBMISSION TYPE:	10-Q
PUBLIC DOCUMENT COUNT:		1
CONFORMED PERIOD OF REPORT:	20010630
FILED AS OF DATE:		20010813

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			GLEN BURNIE BANCORP
		CENTRAL INDEX KEY:			0000890066
		STANDARD INDUSTRIAL CLASSIFICATION:	STATE COMMERCIAL BANKS [6022]
		IRS NUMBER:				521782444
		STATE OF INCORPORATION:			MD
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		10-Q
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-24047
		FILM NUMBER:		1706028

	BUSINESS ADDRESS:	
		STREET 1:		101 CRAIN HWY SE
		CITY:			GLEN BURNIE
		STATE:			MD
		ZIP:			21227
		BUSINESS PHONE:		4107663300

	MAIL ADDRESS:	
		STREET 1:		101 CRAIN HWY SE
		CITY:			GLEN BURNIE
		STATE:			MD
		ZIP:			21227
</SEC-HEADER>
<DOCUMENT>
<TYPE>10-Q
<SEQUENCE>1
<FILENAME>gbb10q63001.txt
<DESCRIPTION>GLEN BURNIE BANCORP 6/30/01
<TEXT>
                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-Q

            [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                      THE SECURITIES EXCHANGE ACT OF 1934

                  For the Quarterly period ended June 30, 2001

                                       OR
          [_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                         Commission file number 0-24047


                              GLEN BURNIE BANCORP

             (Exact name of registrant as specified in its charter)

Maryland                                                         52-1782444
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)

101 Crain Highway, S.E.
Glen Burnie, Maryland                                              21061
(Address of principal executive offices)                         (Zip Code)

Registrant's telephone number, including area code: (410) 766-3300

                                  Inapplicable
         (Former name, former address and former fiscal year if changed
                               from last report.)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes  X  No __
                                       ---

At August 7, 2001, the number of shares outstanding of the registrant's common
stock was 1,657,076.




                                       1
<PAGE>

                               TABLE OF CONTENTS


Part I - Financial Information                                             Page
                                                                           ----

         Item 1.  Financial Statements:
         -------

                  Condensed Consolidated Balance Sheets,
                  June 30, 2001 (unaudited) and December
                  31, 2000 (audited)                                         3

                  Condensed Consolidated Statements of Income
                  for the Three and Six Months Ended June 30, 2001
                  and 2000 (unaudited)                                       4

                  Condensed Consolidated Statements of
                  Comprehensive Income for the Three and Six
                  Months Ended June 30, 2001 and 2000(unaudited)             5

                  Condensed Consolidated Statements of Cash Flows
                  for the Six Months Ended June 30, 2001 and
                  2000 (unaudited)                                           6

                  Notes to Unaudited Condensed Consolidated
                  Financial Statements                                       7

         Item 2.  Management's Discussion and Analysis of
         -------  Financial Condition and Results of Operations              8


         Item 3.  Quantitative And Qualitative Disclosure
         -------  About Market Risk                                         12


Part II - Other Information

         Item 4.  Submission of Matters to a Vote of Security Holders       13
         -------

         Item 6.  Exhibits and Reports on Form 8-K                          13
         -------


                                       2
<PAGE>

<TABLE>
                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

                      GLEN BURNIE BANCORP AND SUBSIDIARIES
                     CONDENSED CONSOLIDATED BALANCE SHEETS
                             (Dollars in Thousands)
                                  (Unaudited)

<CAPTION>
                                                                                     June 30, 2001         December 31,
                                                                                     -------------         ------------
                                     ASSETS                                           (unaudited)              2000
                                                                                                               ----

<S>                                                                                         <C>               <C>
Cash and due from banks                                                                     $8,258            $9,559
Interest-bearing deposits in other financial institutions                                    6,503                51
Federal funds sold                                                                           6,071             5,899
                                                                                            ------            ------
  Cash and cash equivalents                                                                 20,832            15,509
Certificates of deposit in other financial institutions                                        100               100
Investment securities available for sale, at fair value                                     32,100            21,309
Investment securities held to maturity, at cost
   (fair value June 30: $26,391 December 31: $31,019)                                       26,375            31,286
Federal Home Loan Bank stock, at cost                                                          652               652
Common Stock in the Glen Burnie Statutory Trust I                                              155               155
Loans, less allowance for credit losses
   (June 30: $3,296; December 31: $3,385)                                                  160,034           162,374
Premises and equipment, at cost, less accumulated depreciation                               4,123             4,268
Other real estate owned                                                                        482               484
Other assets                                                                                 3,218             3,074
                                                                                          --------          --------
                   Total assets                                                           $248,071          $239,211
                                                                                          ========          ========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES:
Deposits                                                                                   214,848          $205,968
Short-term borrowings                                                                          848               488
Long-term borrowings                                                                         7,286             7,297
Other liabilities                                                                            2,249             3,122
                                                                                          --------          --------
                  Total liabilities                                                       $225,231          $216,875
                                                                                          --------          --------

Guaranteed preferred beneficial interests in Glen Burnie Bancorp
  junior subordinated debentures                                                             5,155             5,155
                                                                                          --------          --------

STOCKHOLDERS' EQUITY:
Common stock, par value $1, authorized 15,000,000 shares;
   Issued and outstanding: June 30: 1,653,831 shares;
   December 31: 1,110,049 shares                                                             1,654            $1,110
Surplus                                                                                     10,271            10,374
Retained earnings                                                                            5,536             5,544
Accumulated other comprehensive income                                                         224               153
                                                                                          --------          --------
                   Total stockholders' equity                                               17,685            17,181
                                                                                          --------          --------
                   Total liabilities and stockholders' equity                             $248,071          $239,211
                                                                                          ========          ========

     See accompanying notes to condensed consolidated financial statements.


</TABLE>

                                       3
<PAGE>



<TABLE>
                      GLEN BURNIE BANCORP AND SUBSIDIARIES
                  CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                (Dollars in Thousands, Except Per Share Amounts)
                                  (Unaudited)

<CAPTION>
                                                                  Three Months Ended June 30         Six Months Ended June 30
                                                                  --------------------------         ------------------------
                                                                      2001           2000             2001           2000
                                                                      ----           ----             ----           ----

Interest income on:
<S>                                                                 <C>             <C>             <C>            <C>
   Loans, including fees                                            $3,249          $3,573          $6,535         $6,691
   U.S. Treasury and U.S. Government agency securities                 651             664           1,293          1,340
   State and Municipal securities                                      167              13             291             13
   Other                                                               236              68             475            103
                                                                     -----           -----           -----          -----
       Total interest income                                         4,303           4,318           8,594          8,147
                                                                     -----           -----           -----          -----

Interest expense on:
   Deposits                                                          1,384           1,383           2,872          2,702
   Short-term borrowings                                                 4               9              11             34
   Long-term borrowings                                                 73               0             181              0
   Junior subordinated debentures                                      137               0             278              0
                                                                     -----           -----           -----          -----
    Total interest expense                                           1,598           1,392           3,342          2,736
                                                                     -----           -----           -----          -----
       Net interest income                                           2,705           2,926           5,252          5,411

Provision for credit losses                                              0               0               0              0
                                                                     -----           -----           -----          -----
       Net interest income after provision for credit losses         2,705           2,926           5,252          5,411
                                                                     -----           -----           -----          -----
Other income:
   Service charges on deposit accounts                                 248             240             480            487
   Other fees and commissions                                          141             182             282            316
   Other non-interest income                                             9               0              16             59
   Gains on investment securities                                       29               0              47              0
   Gain on sale of real estate                                           0             447               0            447
                                                                     -----           -----           -----          -----
       Total other income                                              427             869             825          1,309
                                                                     -----           -----           -----          -----

Other expenses:
   Salaries and employee benefits                                    1,376           1,400           2,709          2,773
   Occupancy                                                           117             143             281            313
   Other expenses                                                    1,096             922           1,887          1,765
                                                                     -----           -----           -----          -----
       Total other expenses                                          2,589           2,465           4,877          4,851
                                                                     -----           -----           -----          -----

Income before income taxes                                             543           1,330           1,200          1,869

Income tax expense                                                     131             500             321            672
                                                                     -----           -----           -----          -----

Net income                                                            $412            $830            $879         $1,197
                                                                      ====            ====            ====         ======

Basic and diluted earnings per share of common stock                  $.25            $.50            $.53           $.73
                                                                       ===            ====            ====         ======

Weighted average shares of common stock outstanding              1,654,051       1,650,808       1,655,578      1,649,125
                                                                 =========       =========       =========      =========
Dividends declared per share of common stock                          $.10          $.10              $.20           $.18
                                                                      ====          ======            ====           ====

     See accompanying notes to condensed consolidated financial statements.


</TABLE>


                                       4
<PAGE>



<TABLE>
                      GLEN BURNIE BANCORP AND SUBSIDIARIES
           CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
                             (Dollars in Thousands)
                                  (Unaudited)


<CAPTION>
                                                       Three Months Ended June 30        Six Months Ended June 30
                                                       --------------------------        ------------------------
                                                             2001           2000            2001        2000
                                                             ----           ----            ----        ----

<S>                                                          <C>            <C>             <C>       <C>
Net income                                                   $412           $830            $879      $1,197

Other comprehensive income (loss), net of tax

   Unrealized gains (losses) securities:

       Unrealized holding gains (losses) arising
       during period                                          (59)            (4)            100         (36)

       Reclassification adjustment for (gains)
       losses included in net income                          (18)             0             (29)          0
                                                            -----           ----            ----      ------

Comprehensive income                                        $ 335           $826            $950      $1,161
                                                            =====           ====            ====      ======


     See accompanying notes to condensed consolidated financial statements.


</TABLE>

                                       5
<PAGE>

<TABLE>
                      GLEN BURNIE BANCORP AND SUBSIDIARIES
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Dollars in Thousands)
                                  (Unaudited)


<CAPTION>
                                                                                            Six Months Ended June 30,
                                                                                            -------------------------
                                                                                               2001           2000
                                                                                               ----           ----

Cash flows from operating activities:
<S>                                                                                            <C>           <C>
Net income                                                                                     $879          $1,197
Adjustments to reconcile net income to net cash provided by operating activities:
   Depreciation, amortization, and accretion                                                    292             390
   Provision for credit losses                                                                    0               0
   Changes in assets and liabilities:
      (Increase) decrease in other assets                                                      (124)            587
      (Decrease) increase in other liabilities                                                 (829)            292
                                                                                               ----           -----
Net cash provided by operating activities                                                       218           2,466
                                                                                               ----           -----

Cash flows from investing activities:
    Maturities of available for sale mortgage-backed securities                               2,081           1,187
    Proceeds from disposals of investment securities                                          4,500             500
    Purchases of investment securities                                                      (12,254)         (3,030)
    Decrease (increase) in loans, net                                                         2,340          (7,954)
    Purchases of premises and equipment                                                        (303)           (245)
    Proceeds from sale of other real estate                                                       2              72
                                                                                             ------          ------
Net cash used by investing activities                                                        (3,634)         (8,840)
                                                                                             ------          ------

Cash flows from financing activities:
    Increase in deposits, net                                                                 8,880           9,535
    Increase (decrease) in short-term borrowings                                                360          (1,617)
    Repayment of long-term borrowings                                                           (11)              0
    Dividends paid                                                                             (380)           (275)
    Common stock dividends reinvested                                                            39             102
    Issuance of common stock                                                                      0              50
    Repurchase and retirement of common stock                                                  (149)              0
                                                                                              -----           -----

Net cash provided by financing activities                                                     8,739           7,795
                                                                                              -----           -----

Increase in cash and cash equivalents                                                         5,323           1,421

Cash and cash equivalents, beginning of year                                                 15,509           8,883
                                                                                             ------           -----

Cash and cash equivalents, end of period                                                    $20,832         $10,304
                                                                                            =======         =======



     See accompanying notes to condensed consolidated financial statements.

</TABLE>

                                       6
<PAGE>


                      GLEN BURNIE BANCORP AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (Unaudited)

NOTE 1 - BASIS OF PRESENTATION

     The accompanying  unaudited consolidated financial statements were prepared
in accordance with instructions for Form 10-Q and, therefore, do not include all
information  and  notes  necessary  for a  complete  presentation  of  financial
position, results of operations, changes in stockholders' equity, and cash flows
in conformity  with  generally  accepted  accounting  principles.  However,  all
adjustments (consisting only of normal recurring accruals) which, in the opinion
of  management,   are  necessary  for  a  fair  presentation  of  the  unaudited
consolidated   financial  statements  have  been  included  in  the  results  of
operations for the three and six months ended June 30, 2001 and 2000.  Operating
results  for the  three  and  six-month  periods  ended  June  30,  2001 are not
necessarily  indicative  of the results that may be expected for the year ending
December 31, 2001.

NOTE 2 - EARNINGS PER SHARE

     Information   for  net  income  per  share  and  weighted   average  shares
outstanding  for prior periods have been restated to reflect  551,197  shares of
common stock issued in a three for two stock dividend paid in June,  2001. Basic
earnings  per share of common stock are computed by dividing net earnings by the
weighted average number of common shares outstanding during the period.  Diluted
earnings per share are calculated by including the average dilutive common stock
equivalents  outstanding  during the periods.  Dilutive common equivalent shares
consist of stock options, calculated using the treasury stock method.


                                       7
<PAGE>



ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
        CONDITION AND RESULTS OF OPERATIONS.

RESULTS OF OPERATIONS

     General.  Glen Burnie Bancorp, a Maryland corporation (the "Company"),  and
its subsidiaries, The Bank of Glen Burnie (the "Bank") and GBB Properties, Inc.,
both Maryland corporations, had consolidated net income of $412,000 ($0.25 basic
and  diluted  earnings  per share) for the second  quarter of 2001,  compared to
second quarter 2000 consolidated net income of $830,000 ($0.50 basic and diluted
earnings  per share).  Year-to-date  consolidated  net income for the six months
ended June 30, 2001 was  $879,000  ($.53 basic and diluted  earnings per share),
compared to $1,197,000  ($0.73 basic and diluted earnings per share) for the six
months  ended  June 30,  2000.  The  decrease  in  consolidated  net  income was
primarily  due to higher  consolidated  net income during the 2000 period from a
gain on the sale of  foreclosed  property  recorded in the six months ended June
2000,  as well as higher  interest  expense on long-term  borrowings  and junior
subordinated  debentures during the 2001 period. All historic earnings per share
figures have been adjusted to reflect the Company's  stock dividend paid on June
21, 2001.

     Net Interest Income.  The Company's  consolidated net interest income prior
to provision  for credit losses for the three and six months ended June 30, 2001
was  $2,705,000  and  $5,252,000,   respectively,  compared  to  $2,926,000  and
$5,411,000  for the same  periods in 2000, a decrease of $221,000 (or 7.55%) for
the three-month period, and an decrease of $159,000 (or 2.94%) for the six-month
period.  These decreases were primarily  attributable to lower interest rates on
earning assets.

     Interest income  decreased  $15,000 (0.35%) for the three months ended June
30, 2001, and increased $447,000 (5.49%) for the six months ended June 30, 2001,
compared to the same periods in 2000.  The decrease for the  three-month  period
was primarily due to decreased  interest  income on loans and the absence of the
interest income earned in the 2000 period from non-accrual interest collected on
the sale of  foreclosed  real  estate,  which  absence was  partially  offset by
increases  during  the 2001  period in  portfolio  securities  income  and other
interest income. The increase for the six-month period was due to an increase in
portfolio  securities and other interest  income,  partially offset by decreased
interest income on loans.  Interest income on loans decreased  $324,000  (9.07%)
for the three months ended June 30, 2001, and decreased $156,000 (2.33%) for the
six months  ended June 30, 2001,  compared to the same  periods in 2000,  due to
declining loan demand and a decline in the rates charged on new loans.

     Interest  expense  increased  $206,000  (14.80%) for the three months ended
June 30, 2001, and increased $606,000 (22.15%) for the six months ended June 30,
2001, compared to the 2000 periods,  due to interest on long-term borrowings and
junior subordinated debentures.

     Net interest  margins for the three and six months ended June 30, 2001 were
4.91% and 4.85%,  respectively,  compared to tax equivalent net interest margins
of 5.75% and 5.39% for the three and six month periods ended June 30, 2000.  The
decreases in net interest margins for the three and six month periods ended June
30, 2001 were primarily due to the absence of the interest  income earned in the
second  quarter  of 2000  from  non-accrual  interest  collected  on the sale of
foreclosed real estate.

     Provision For Credit Losses.  The Company made no additional  provision for
credit  losses  during the three and six month  periods  ended June 30, 2001 and
2000. As of June 30, 2001, the allowance for credit losses equaled  1,049.68% of
non-accrual  and past due loans  compared  to 837.87% at  December  31, 2000 and
883.81% at June 30, 2000.  During the three and six month periods ended June 30,
2001, the Company recorded net charge-offs of $54,000 and $89,000, respectively,
compared  to  net  charge-offs  of  $39,000  and  net  recoveries  of  $463,000,
respectively,  during  the  corresponding  periods  of  the  prior  year.  On an
annualized  basis,  net  charge-offs  for the 2001 period  represent .11% of the
average loan portfolio.

     Other  Income.   Other  income  decreased  from  $869,000  and  $1,309,000,
respectively,  for the three and six  month  periods  ended  June 30,  2000,  to
$427,000 and $825,000,  respectively,  for the  corresponding  2001  periods,  a
$442,000  (50.86%)  decrease for the three month period and a $484,000  (36.97%)
decrease for the six month period.  These decreases were primarily due to a gain
on the sale of a foreclosed property in 2000.



                                       8
<PAGE>

     Other Expense.  Other expenses  increased from  $2,456,000 and  $4,851,000,
respectively,  for the three and six month periods ended June 30, 2000, compared
to $2,589,000 and $4,877,000,  respectively, for the corresponding 2001 periods,
a $124,000  (5.03%)  increase for the three month  period and a $26,000  (0.54%)
increase  for the six  month  period.  These  increases  were  primarily  due to
increases in various items of non-interest operating expenses.

     Income  Taxes.  During the three and six months  ended June 30,  2001,  the
Company  recorded  income tax expense of $131,000  and  $321,000,  respectively,
compared to an income tax expense of $500,000 and  $672,000,  respectively,  for
the corresponding periods of the prior year. The decrease in income tax expenses
reflect the Company's earnings plus an increased tax advantaged portfolio in the
investment securities during the current year's periods. The Company's effective
tax rate for the three and six month  periods in 2001 were  24.13%  and  26.75%,
respectively,  compared to 37.59% and 35.96%,  respectively,  for the prior year
periods.

FINANCIAL CONDITION

     General.  The Company's  assets  increased to $248,071,000 at June 30, 2001
from  $239,211,000 at December 31, 2000 primarily due to an increase in cash and
cash equivalents and investment securities (available for sale) offset partially
by a decrease in loans and investment securities (held to maturity).  The Bank's
net loans totaled  $160,034,000  at June 30, 2001,  compared to  $162,374,000 on
December 31, 2000, a decrease of $2,340,000 (1.44%),  primarily  attributable to
decreased loan demand.

     The  Company's  total  investment   securities  portfolio  (including  both
investment  securities  available  for sale and  investment  securities  held to
maturity) totaled  $58,475,000 at June 30, 2001, a $5,880,000 or 11.18% increase
from  $52,595,000  at December  31, 2000.  The Bank's cash and cash  equivalents
(cash due from banks, interest-bearing deposits in other financial institutions,
and federal funds sold), as of June 30, 2001, totaled  $20,832,000,  an increase
of  $5,323,000  (34.32%)  from the December 31, 2000 total of  $15,509,000.  The
aggregate market value of investment  securities held by the Bank as of June 30,
2001 was  $58,491,000  compared  to  $52,328,000  as of  December  31,  2000,  a
$6,163,000 (11.78%) increase.

     Deposits as of June 30, 2001 totaled $214,848,000,  which is an increase of
$8,880,000 (4.31%) from $205,968,000 at December 31, 2000. Demand deposits as of
June 30, 2001 totaled  $52,219,235  which is a decrease of $743,256  (1.4%) from
$52,962,491  at December  31,  2000.  NOW  accounts as of June 30, 2001  totaled
$21,112,323  which is an increase of  $1,467,438  (7.47%)  from  $19,644,885  at
December  31,  2000.   Money  market  accounts  as  of  June  30,  2001  totaled
$17,718,803,  which is an increase  of  $952,413  (5.68%)  from  $16,766,390  at
December 31, 2000. Savings deposits as of June 30, 2001 totaled $41,211,361,  an
increase of $696,831 (1.72%) from $40,514,530 at December 31, 2000. Certificates
of deposit over $100,000  totaled  $13,448,679  on June 30, 2001, an increase of
$1,452,923  (12.1%) from  $11,995,756 at December 31, 2000.  Other time deposits
(made up of certificates of deposit less than $100,000 and individual retirement
accounts)  totaled  $68,663,182 on June 30, 2001, a $4,752,006  (7.44%) increase
from the  $63,911,176  total at December 31, 2000.  The Company  attributes  the
increase in total deposits to cash outflows from the stock market.

     Asset  Quality.  The  following  table  sets forth the amount of the Bank's
restructured  loans,  non-accrual  loans and accruing loans 90 days or more past
due at the dates indicated.


                                       9
<PAGE>

<TABLE>
<CAPTION>
                                                                                        At June 30        At December 31,
                                                                                        ----------        ---------------
                                                                                            2001                 2000
                                                                                            ----                 ----
                                                                                               (Dollars in Thousands)
                                                                                               ----------------------

<S>                                                                                          <C>                 <C>
Restructured loans                                                                           $332                $370
                                                                                             ====                ====
Non-accrual loans:
   Real estate - mortgage:
     Residential                                                                             $187                $120
     Commercial                                                                                 0                  77
   Real estate - construction                                                                   0                   0
   Installment                                                                                 97                  72
   Credit card & related                                                                        0                   0
   Commercial                                                                                   7                 101
                                                                                             ----                ----
       Total nonaccrual loans                                                                 291                 370
                                                                                             ----                ----

Accruing loans past due 90 days or more: Real estate - mortgage:
     Residential                                                                               23                  34
     Commercial                                                                                 0                   0
   Real estate - construction                                                                   0                   0
   Installment                                                                                  0                   0
   Credit card & related                                                                        0                   0
   Commercial                                                                                   0                   0
   Other                                                                                        0                   0
                                                                                             ----                ----
       Total accruing loans past due 90 days or more                                           23                  34
                                                                                             ----                ----
       Total non-accrual and past due loans                                                  $314                $404
                                                                                             ====                ====

Non-accrual and past due loans to gross loans                                                0.19%               0.24%
                                                                                             =====               =====
Allowance for credit losses to non-accrual and past due loans                            1,049.68%             837.87%
                                                                                         =========             =======
</TABLE>



     At June  30,  2001,  there  were no loans  outstanding,  other  than  those
reflected  in the above  table,  as to which known  information  about  possible
credit problems of borrowers caused  management to have serious doubts as to the
ability of such  borrowers  to comply with present loan  repayment  terms.  Such
loans  consist  of loans  which  were not 90 days or more past due but where the
borrower is in bankruptcy or has a history of delinquency,  or the loan to value
ratio is considered  excessive due to  deterioration  of the collateral or other
factors.

     Allowance For Credit Losses. The allowance for credit losses is established
through a provision  for credit  losses  charged to  expense.  Loans are charged
against the  allowance  for credit  losses  when  management  believes  that the
collectibility of the principal is unlikely. The allowance, based on evaluations
of the collectibility of loans and prior loan loss experience, is an amount that
management believes will be adequate to absorb possible losses on existing loans
that may become  uncollectible.  The evaluations  take into  consideration  such
factors as changes  in the  nature  and  volume of the loan  portfolio,  overall
portfolio  quality,  review of specific  problem  loans,  and  current  economic
conditions and trends that may affect the borrowers' ability to pay.


                                       10
<PAGE>

     Transactions  in the  allowance  for credit losses for the six months ended
June 30, 2001 and 2000 were as follows:

<TABLE>
<CAPTION>
                                                                                                    Six Months Ended
                                                                                                         June 30
                                                                                                         -------
                                                                                                   2001          2000
                                                                                                   ----          ----
                                                                                                 (Dollars in Thousands)
                                                                                                 ----------------------

<S>                                                                                               <C>           <C>
Beginning balance                                                                                 $3,385        $2,922

Charge-offs                                                                                         (265)         (409)
Recoveries                                                                                           176           872
                                                                                                  ------        ------
Net charge-offs                                                                                      (89)          463
Provisions charged to operations                                                                       0             0
                                                                                                  ------        ------
Ending balance                                                                                    $3,296        $3,385
                                                                                                  ======        ======

Average loans                                                                                   $158,869      $155,069
Net charge offs to average loans (annualized)                                                        .11%         0.60%

</TABLE>

LIQUIDITY AND CAPITAL RESOURCES

     The Company  currently has no business other than that of the Bank and does
not currently have any material  funding  commitments.  The Company's  principal
sources of liquidity are cash on hand and dividends  received from the Bank. The
Bank is subject to various regulatory restrictions on the payment of dividends.

     The Bank's  principal  sources of funds for  investments and operations are
net income,  deposits  from its primary  market  area,  principal  and  interest
payments on loans,  interest received on investment securities and proceeds from
maturing  investment  securities.  Its principal funding commitments are for the
origination or purchase of loans and the payment of maturing deposits.  Deposits
are  considered  a primary  source of funds  supporting  the Bank's  lending and
investment activities.

     The Bank's most liquid assets are cash and cash equivalents, which are cash
on  hand,  amounts  due  from  financial   institutions,   federal  funds  sold,
certificates of deposit with other financial  institutions that have an original
maturity of three months or less and money market  mutual  funds.  The levels of
such assets are  dependent  on the Bank's  operating  financing  and  investment
activities  at any  given  time.  The  variations  in  levels  of cash  and cash
equivalents  are  influenced by deposit  flows and  anticipated  future  deposit
flows.   The  Bank's   cash  and  cash   equivalents   (cash  due  from   banks,
interest-bearing  deposits in other  financial  institutions,  and federal funds
sold),  as of June 30,  2001,  totaled  $20,832,000  an increase  of  $5,323,000
(34.32%) from the December 31, 2000 total of $15,509,000.

     As of June 30, 2001,  the Bank was permitted to draw on a $28,705,000  line
of credit from the FHLB of Atlanta.  Borrowings  under the line are secured by a
floating lien on the Bank's  residential  mortgage loans. As of June 30, 2001, a
$7.0 million long-term  convertible  advance was outstanding under this line. In
addition  the Bank has a secured  line of credit in the  amount of $5.0  million
from another commercial bank on which it has not drawn. Furthermore,  as of June
30,  2001,  the  Company  had   outstanding   $5,155,000  of  its  10.6%  Junior
Subordinated  Deferrable  Interest  Debentures  issued to Glen Burnie  Statutory
Trust I, a Connecticut statutory trust subsidiary of the Company.

     The Company's  stockholders'  equity increased by $504,000 or 2.93%, during
the six  months  ended  June 30,  2001,  due to  earnings,  which was  offset by
dividends paid. The Company's  accumulated other comprehensive  income increased
by $71,000 from $153,000 at December 31, 2000 to $224,000 at June 30, 2001, as a
result of unrealized  holding gains (relating to securities held for investment)
arising during the period.  Retained earnings decreased by $8,000 during the six
month period as the result of the 3 for 2 stock split and dividends paid, offset
by earnings.  In addition,  $38,683 was transferred to  stockholders'  equity in
consideration for shares to be issued under the Company's dividend  reinvestment
plan in lieu of cash dividends.



                                       11
<PAGE>

     The Federal  Reserve Board and the FDIC have  established  guidelines  with
respect to the  maintenance  of  appropriate  levels of capital by bank  holding
companies and state non-member banks,  respectively.  The regulations impose two
sets of capital adequacy  requirements:  minimum  leverage rules,  which require
bank  holding  companies  and banks to  maintain a  specified  minimum  ratio of
capital to total  assets,  and  risk-based  capital  rules,  which  require  the
maintenance of specified minimum ratios of capital to "risk-weighted" assets. At
June 30, 2001, the Bank was in full compliance with these guidelines with a Tier
1 leverage  ratio of 8.86%,  a Tier 1 risk-based  capital  ratio of 12.79% and a
total risk-based capital ratio of 14.05%.


ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

         Not applicable.


                                       12
<PAGE>

                           PART II - OTHER INFORMATION

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

     On May 10, 2001, the Company held its Annual Meeting of  Stockholders.  The
only matters  submitted to the stockholders for a vote were the election of four
directors and the  authorization  of the Board of Directors to select an outside
auditing  firm for the  Company's  fiscal year ending  December  31,  2001.  The
nominees  submitted  for election as  directors  were F.  William  Kuethe,  Jr.,
William N. Scherer, Sr., Thomas Clocker, and Karen Thorwarth.

     At the  Meeting,  at  least  779,730  shares  were  voted  in favor of each
nominee,  no more than  99,715  shares  were voted to  withhold  approval of any
director.  As a result,  all of the nominees  were elected to serve as directors
until the next  annual  meeting of  shareholders  of the Company and until their
successors are duly elected and qualified.  Directors not up for re-election and
continuing  in office  after the  Meeting  are:  Charles L. Hein,  Alan E. Hahn,
Shirley E. Boyer, John I. Young, John E. Demyan, Theodore L. Bertier, Jr., F. W.
Kuethe, III, and Mary Lou Wilcox.

     At the Meeting, 770,123 shares were voted in favor of authorizing the Board
of Directors to select an outside  auditing firm for the  Company's  fiscal year
ending December 31, 2001,  110,822 shares voted to withhold  authorization,  and
1,068 shares abstained.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

(a)      Exhibits:

Exhibit No.

3.1  Articles of  Incorporation  (incorporated  by  reference  to Exhibit 3.1 to
     Amendment No. 1 to the Registrant's  Form 8-A filed December 27, 1999, File
     No. 0-24047)

3.2  By-Laws  (incorporated  by  reference  to Exhibit  3.2 to the  Registrant's
     Annual  Report on Form 10-K for the Fiscal Year Ended  December  31,  1998,
     File No. 0-24047)

3.3  Articles Supplementary,  dated November 16, 1999 (incorporated by reference
     to  Exhibit  3.3 to the  Registrant's  Current  Report  on Form  8-K  filed
     December 8, 1999, File No. 0-24047)

4.1  Rights  Agreement,  dated as of  February  13,  1998,  between  Glen Burnie
     Bancorp  and The Bank of Glen  Burnie,  as Rights  Agent,  as  amended  and
     restated as of December 27, 1999  (incorporated by reference to Exhibit 4.1
     to Amendment No. 1 to the  Registrant's  Form 8-A filed  December 27, 1999,
     File No. 0-24047)

10.1 Glen Burnie Bancorp Director Stock Purchase Plan (incorporated by reference
     to  Exhibit  99.1 to  Post-Effective  Amendment  No. 1 to the  Registrant's
     Registration Statement on Form S-8, File No. 33-62280)

10.2 The Bank of Glen Burnie  Employee  Stock  Purchase  Plan  (incorporated  by
     reference  to  Exhibit  99.1  to  Post-Effective  Amendment  No.  1 to  the
     Registrant's Registration Statement on Form S-8, File No. 333-46943)

10.3 Change-in-Control Severance Plan (incorporated by reference to Exhibit 10.7
     to the  Registrant's  Annual  Report on Form 10-K for the Fiscal Year Ended
     December 31, 1997, File No. 0-24047)

10.4 The Bank of Glen Burnie Executive and Director  Deferred  Compensation Plan
     (incorporated  by  reference  to Exhibit  10.4 to the  Registrant's  Annual
     Report on Form 10-K for the Fiscal Year Ended  December 31, 1999,  File No.
     0-24047)

(b)  Reports on Form 8-K:

          On May 30, 2001,  the  Registrant  filed a Current Report of Form 8-K,
     dated May 29, 2001,  reporting the approval for listing of the Registrant's
     Common Stock on the Nasdaq SmallCap Market effective June 22, 2001.



                                       13
<PAGE>

                                   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 thereunto duly authorized.

                                        GLEN BURNIE BANCORP
                                        (Registrant)


Date: August 13, 2001                   By:    /s/ F. William Kuethe, Jr.
                                           -------------------------------------
                                           F. William Kuethe, Jr.
                                           President, Chief Executive Officer


                                        By:   /s/ John E. Porter
                                           ------------------------------------
                                           John E. Porter
                                           Chief Financial Officer



                                       14
<PAGE>


</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
