EXHIBIT 10(d)

                         WYMAN PARK BANCORPORATION, INC.
                         RECOGNITION AND RETENTION PLAN

     1. Plan  Purpose.  The  purpose  of the Plan is to  promote  the  long-term
interests  of the  Corporation  and its  stockholders  by  providing a means for
attracting and retaining  directors,  officers and employees of the  Corporation
and its Affiliates.

     2. Definitions. The following definitions are applicable to the Plan:

     "Affiliate" - means any "parent corporation" or "subsidiary corporation" of
the  Corporation,  as  such  terms  are  defined  in  Section  424(e)  and  (f),
respectively, of the Code.

     "Association"  - means Wyman Park  Federal  Savings & Loan  Association,  a
savings institution and its successors.

     "Award" - means  the grant of  Restricted  Stock  pursuant  to the terms of
Section 13 of the Plan or by the Committee, as provided in the Plan.

     "Beneficiary" - means the person or persons  designated by a Participant to
receive any benefits  payable under the Plan in the event of such  Participant's
death.  Such person or persons shall be designated in writing on forms  provided
for this  purpose  by the  Committee  and may be  changed  from  time to time by
similar  written  notice  to  the  Committee.   In  the  absence  of  a  written
designation,  the Beneficiary  shall be the  Participant's  surviving spouse, if
any, or if none, his estate.

     "Code" - means the Internal Revenue Code of 1986, as amended.

     "Committee"  -  means  the  Committee  of the  Board  of  Directors  of the
Corporation referred to in Section 7 hereof.

     "Continuous Service" - means the absence of any interruption or termination
of service as a  director,  advisory  director,  director  emeritus,  officer or
employee of the  Corporation or any  Affiliate.  Service shall not be considered
interrupted  in the case of sick  leave,  military  leave or any other  leave of
absence approved by the Corporation or any Affiliate or in the case of transfers
between  payroll  locations of the Corporation or between the  Corporation,  its
Affiliates or its successor.  With respect to any advisory  director or director
emeritus,  continuous  service  shall  mean the  availability  to  perform  such
functions as may be required of such individuals.

     "Corporation" - means Wyman Park Bancorporation, Inc.

     "Disability" - means any physical or mental  impairment  which  qualifies a
director,   advisory  director,  director  emeritus,  officer  or  employee  for
disability benefits under any


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applicable  long-term  disability  plan  maintained  by  the  Association  or an
Affiliate, or, if no such plan applies, which renders such employee or director,
in the judgment of the  Committee,  unable to perform his  customary  duties and
responsibilities.

     "Early  Retirement"  --  means  retirement  from  employment  with  or as a
director,  advisory  director,  or emeritus director of the Corporation prior to
the  Participant  either  (i)  having  reached  the  age  of 62 or  (ii)  having
maintained Continuous Service for at least three years.

     "ERISA" - means the Employee  Retirement  Income  Security Act of 1974,  as
amended.

     "Non-Employee  Director"  - means a director  who (a) is not  currently  an
officer or  employee  of the  Corporation;  (b) is not a former  employee of the
Corporation  who receives  compensation  for prior  services  (other than from a
tax-qualified  retirement plan); (c) has not been an officer of the Corporation;
(d) does not receive renumeration rom the Corporation in any capacity other than
as a director; and (e) does not possess an interest in any other transactions or
is not engaged in a business relationship for which disclosure would be required
under Item 404(a) or (b) of Regulation S-K.

     "Normal  Retirement"  --  means  retirement  from  employment  with or as a
director,  advisory director,  or emeritus director of the Corporation after the
Participant has (i) reached the age of 65 and (ii) maintained Continuous Service
for at least three years.

     "Participant" - means any director,  advisory director,  director emeritus,
officer or employee of the  Corporation  or any Affiliate who is selected by the
Committee to receive an Award or is granted an Award.

     "Plan" - means the Recognition and Retention Plan of the Corporation.

     "Restricted  Period" - means the period of time  selected by the  Committee
for the purpose of determining  when  restrictions are in effect under Section 3
hereof with respect to Restricted Stock awarded under the Plan.

     "Restricted Stock" - means Shares which have been contingently awarded to a
Participant by the Committee subject to the restrictions  referred to in Section
3 hereof, so long as such restrictions are in effect.

     "Shares"  - means the  common  stock,  par value  $0.01 per  share,  of the
Corporation.

     3. Terms and Conditions of Restricted  Stock. The Committee  referred to in
Section  7  hereof  shall  have  full and  complete  authority,  subject  to the
limitations  of the Plan,  to grant  Awards  and,  in  addition to the terms and
conditions contained in paragraphs (a) through (f) of this Section 3, to provide
such other terms and conditions (which need not be identical among Participants)
in respect of such  Awards,  and the vesting  thereof,  as the  Committee  shall
determine.


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(a)  At the time of an Award, the Committee shall establish for each Participant
     a Restricted  Period  during which or at the  expiration  of which,  as the
     Committee  shall  determine  and  provide in the  agreement  referred to in
     paragraph  (d) of this Section 3, the Shares  awarded as  Restricted  Stock
     shall  vest,  and  subject to any such other  terms and  conditions  as the
     Committee  shall  provide,  Shares  of  Restricted  Stock  may not be sold,
     assigned,  transferred,  pledged,  voted  or  otherwise  encumbered  by the
     Participant,  except as hereinafter provided, during the Restricted Period.
     Except for such restrictions, and subject to paragraphs (d) and (e) of this
     Section 3 and  Section 4 hereof,  the  Participant  as owner of such Shares
     shall have all the rights of a  stockholder.  The Committee  shall have the
     authority, in its discretion, to accelerate the time at which any or all of
     the restrictions  shall lapse with respect to an Award, or to remove any or
     all of such  restrictions,  whenever it may  determine  that such action is
     appropriate  by reason of changes in applicable  tax or other laws or other
     changes  in   circumstances   occurring  after  the  commencement  of  such
     Restricted Period.

(b)  Except as provided in Section 5 hereof, if a Participant ceases to maintain
     Continuous  Service for any reason  (other than death,  Disability,  Normal
     Retirement,  or Early  Retirement),  unless the Committee  shall  otherwise
     determine,  all  Shares of  Restricted  Stock  theretofore  awarded to such
     Participant and which at the time of such termination of Continuous Service
     are subject to the restrictions  imposed by paragraph (a) of this Section 3
     shall upon such termination of Continuous Service be forfeited and returned
     to the Corporation.  If a Participant ceases to maintain Continuous Service
     by reason of death,  Disability,  Normal  Retirement,  or Early Retirement,
     Restricted  Stock then still subject to  restrictions  imposed by paragraph
     (a) of this  Section  3 will be free of  those  restrictions  as of the day
     prior to such death, Disability, Normal Retirement, or Early Retirement.

(c)  Each certificate in respect of Shares of Restricted Stock awarded under the
     Plan shall be  registered in the name of the  Participant  and deposited by
     the  Participant,  together with a stock power endorsed in blank,  with the
     Corporation and shall bear the following (or a similar) legend:

          The  transferability  of this  certificate  and the  shares  of  stock
     represented  hereby  are  subject  to the terms and  conditions  (including
     forfeiture)  contained in the  Recognition and Retention Plan of Wyman Park
     Bancorporation,  Inc. Copies of such Plan are on file in the offices of the
     Secretary  of  Wyman  Park  Bancorporation,  Inc.,  11 West  Ridgely  Road,
     Lutherville, Maryland 21093.

(d)  At the time of the granting of any Award, the Participant  shall enter into
     an Agreement  with the  Corporation  in a form  specified by the Committee,
     agreeing to the terms and conditions of the Award and such other matters as
     the Committee,  in its sole  discretion,  shall determine (the  "Restricted
     Stock Agreement").

(e)  At the time of an Award,  the Committee may, in its  discretion,  determine
     that the payment to the  Participant  of dividends  declared or paid by the
     Corporation on any Restricted  Stock shall be deferred until the earlier to
     occur of (i) the lapsing of the restrictions imposed


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     under paragraph (a) of this Section 3 or (ii) the forfeiture of such Shares
     under  paragraph  (b) of this  Section 3, and shall  instead be held by the
     Corporation  for the  account of the  Participant  until such time.  In the
     event of such deferral, there shall be credited at the end of each year (or
     portion thereof) interest on the amount of the Participant's account at the
     beginning  of the  year  at a rate  per  annum  as  the  Committee,  in its
     discretion,   may   determine.   Payment  of  deferred   dividends  to  the
     Participant, together with interest accrued thereon, shall be made upon the
     earlier to occur of the events specified in (i) and (ii) of the immediately
     preceding sentence.

(f)  At the lapsing of the restrictions imposed by paragraph (a) of this Section
     3, the  Corporation  shall  redeliver  to the  Participant  (or  where  the
     relevant  provision of paragraph  (b) of this Section 3 applies in the case
     of a deceased  Participant,  to his legal  representative,  Beneficiary  or
     heir) the  certificate(s)  and stock  power  deposited  with it pursuant to
     paragraph  (c) of  this  Section  3 and  the  Shares  represented  by  such
     certificate(s)  shall be free of the restrictions  referred to in paragraph
     (a) of this Section 3.

     4. Adjustments Upon Changes in  Capitalization.  In the event of any change
in the outstanding Shares subsequent to the effective date of the Plan by reason
of  any   reorganization,   recapitalization,   stock  split,   stock  dividend,
combination or exchange of shares,  merger,  consolidation  or any change in the
corporate  structure or shares of the Corporation,  the maximum aggregate number
and class of Shares as to which  Awards  may be  granted  under the Plan and the
number and class of Shares with  respect to which Awards  theretofore  have been
granted under the Plan shall be appropriately  adjusted by the Committee,  whose
determination  shall be  conclusive.  Any  shares  of stock or other  securities
received, as a result of any of the foregoing,  by a Participant with respect to
Restricted   Stock   shall  be  subject  to  the  same   restrictions   and  the
certificate(s)  or other  instruments  representing or evidencing such shares or
securities  shall be legended and deposited  with the  Corporation in the manner
provided in Section 3 hereof.

     5.  Effect  of Change  in  Control.  Each of the  events  specified  in the
following  clauses (i) through (iii) of this Section 5 shall be deemed a "change
of  control":  (i) any third  person,  including a "group" as defined in Section
13(d)(3) of the  Securities  Exchange Act of 1934, as amended,  shall become the
beneficial  owner of shares of the Corporation with respect to which 25% or more
of the total  number of votes for the  election of the Board of Directors of the
Corporation  may be cast,  (ii) as a result of, or in connection  with, any cash
tender offer, merger or other business combination,  sale of assets or contested
election, or combination of the foregoing, the persons who were directors of the
Corporation  shall cease to  constitute  a majority of the Board of Directors of
the Corporation,  or (iii) the stockholders of the Corporation  shall approve an
agreement providing either for a transaction in which the Corporation will cease
to  be  an  independent  publicly-owned  corporation  or  for a  sale  or  other
disposition of all or substantially all of the assets of the Corporation. Upon a
change in control,  unless the Committee  shall have  otherwise  provided in the
applicable  Restricted  Stock Agreement,  any Restricted  Period with respect to
Restricted Stock  theretofore  awarded to such participant  shall lapse upon the
happening of such event and all Shares awarded as Restricted  Stock shall become
fully vested in the Participant to whom such Shares were awarded.


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     6. Assignments and Transfers.  During the Restricted  Period,  no Award nor
any  right  or  interest  of a  Participant  under  the  Plan in any  instrument
evidencing  any Award under the Plan may be assigned,  encumbered or transferred
except  (i) in the event of the death of a  Participant,  by will or the laws of
descent and  distribution,  or (ii) pursuant to a qualified  domestic  relations
order as defined in the Code or Title I of ERISA or the rules thereunder.

     7. Administration. The Plan shall be administered by a Committee consisting
of two or more  members,  each of whom  shall be a  Non-Employee  Director.  The
members of the  Committee  shall be  appointed  by the Board of Directors of the
Corporation.  Except as  limited  by the  express  provisions  of the Plan,  the
Committee  shall have sole and complete  authority and discretion to: (i) select
Participants and grant Awards; (ii) determine the number of Shares to be subject
to types of Awards  generally,  as well as individual  Awards  granted under the
Plan;  (iii)  determine  the terms and  conditions  upon which  Awards  shall be
granted  under  the  Plan;  (iv)  prescribe  the form and  terms of  instruments
evidencing such grants;  and (v) establish from time to time regulations for the
administration  of the Plan,  interpret  the Plan,  and make all  determinations
deemed necessary or advisable for the administration of the Plan.

     A majority of the Committee  shall  constitute a quorum,  and the acts of a
majority of the members present at any meeting at which a quorum is present,  or
acts approved in writing by a majority of the Committee without a meeting, shall
be acts of the Committee.

     8. Shares Subject to Plan and Delivery and  Registration of Stock.  Subject
to adjustment by the operation of Section 4 hereof, the maximum number of Shares
with respect to which Awards may be made under the Plan is 40,468  Shares of the
Corporation.  The Shares with respect to which Awards may be made under the Plan
may be either  authorized  and unissued  Shares or issued  Shares  heretofore or
hereafter  reacquired  and  held as  treasury  Shares.  An  Award  shall  not be
considered  to have been made under the Plan with  respect to  Restricted  Stock
which is forfeited  and new Awards may be granted under the Plan with respect to
the number of Shares as to which such forfeiture has occurred.

     The  Corporation's  obligation  to deliver  Shares with respect to an Award
shall,  if the  Committee  so  requests,  be  conditioned  upon the receipt of a
representation  as to the investment  intention of the  Participant to whom such
Shares are to be delivered,  in such form as the Committee shall determine to be
necessary or advisable to comply with the  provisions of the  Securities  Act of
1933 or any other Federal,  state or local securities legislation or regulation.
It may be provided that any representation  requirement shall become inoperative
upon a registration  of the Shares or other action  eliminating the necessity of
such representation  under such Securities Act or other securities  legislation.
The Corporation shall not be required to deliver any Shares under the Plan prior
to (i) the  admission  of such shares to listing on any stock  exchange on which
Shares may then be listed, and (ii) the completion of such registration or other
qualification of such Shares under any state or Federal law, rule or regulation,
as the Committee shall determine to be necessary or advisable.


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     This Plan is  intended  to  comply  with Rule  16b-3  under the  Securities
Exchange Act of 1934. Any provision of the Plan which is inconsistent  with said
Rule shall,  to the extent of such  inconsistency,  be inoperative and shall not
affect the validity of the remaining provisions of the Plan.

     9. Employee Rights Under the Plan. No director, advisory director, director
emeritus, officer or employee shall have a right to be selected as a Participant
nor,  having been so  selected,  to be selected  again as a  Participant  and no
director, advisory director, director emeritus officer, employee or other person
shall have any claim or right to be granted an Award under the Plan or under any
other incentive or similar plan of the Corporation or any Affiliate. Neither the
Plan nor any action taken thereunder shall be construed as giving any officer or
employee  any  right  to be  retained  in the  employ  of the  Corporation,  the
Association or any Affiliate.

     10.  Withholding  Tax. Upon the  termination of the Restricted  Period with
respect to any shares of Restricted  Stock (or at any such earlier time, if any,
that an election is made by the Participant  under Section 83(b) of the Code, or
any successor  provision thereto, to include the value of such Shares in taxable
income),  the  Corporation  may withhold from any payment or  distribution  made
under this Plan  sufficient  Shares or may  withhold  or cause to be paid by the
Participant  sufficient cash to cover any applicable  withholding and employment
taxes.  The  Corporation  shall have the right to deduct from all dividends paid
with  respect to Shares of  Restricted  Stock the amount of any taxes  which the
Corporation is required to withhold with respect to such dividend  payments.  No
discretion or choice shall be conferred upon any Participant with respect to the
form, timing or method of any such tax withholding.

     11. Amendment or Termination. The Board of Directors of the Corporation may
amend,  suspend  or  terminate  the Plan or any  portion  thereof  at any  time;
provided,  however,  that no such  amendment,  suspension or  termination  shall
impair  the  rights  of any  Participant,  without  his  consent,  in any  Award
theretofore made pursuant to the Plan.

     12.  Effective Date and Term of Plan. The Plan shall become  effective upon
its ratification by the  stockholders of the  Corporation.  It shall continue in
effect for a term of ten years unless sooner terminated under Section 10 hereof.

     13. Initial Grants.  By, and  simultaneously  with, the ratification of the
Plan by the Corporation's stockholders, each member of the Board of Directors of
the  Corporation  who is not a full-time  Employee,  is hereby  granted an Award
equal to 2,023 Shares of the  Corporation's  common stock. Each such Award shall
be evidenced by a Restricted Stock Agreement in a form approved by the Committee
administering  this Plan and shall be subject in all  respects  to the terms and
conditions  of this Plan,  which are  controlling.  The Awards will vest in five
equal  installments,  with the first  installment  vesting  immediately upon the
ratification of the Plan by the  Corporation's  stockholders and each additional
installment  vesting after the end of the subsequent  calendar years, as long as
the  director   maintains   Continuous  Service  with  the  Corporation  or  its
Affiliates.


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