Exhibit 19

                                  [LETTERHEAD]



                                   May 2, 1997



Dear Shareholder:

As we begin the  Bank's  eight  (8th)  full  year of  operations,  results  from
operations  continue to demonstrate  positive  trends.  Comparing first quarters
1996 and 1997,  growth in the balance  sheet  reflect a 28.1%  increase in total
assets,  a 25.6% increase in net loans and a 31.3%  increase in total  deposits.
Capital increased 8.4% over March 31, 1996, representing a strong 10.6% of total
assets at March 31, 1997.  The Bank enjoyed  strong loan demand during the first
quarter  and as a  result,  became  somewhat  more  aggressive  on  new  deposit
products. Loan quality ratios remain consistent with previous results.

The results of operations in the income  statement  reflect a 23.7%  increase in
net interest  income and a 19.9% increase in total net income over first quarter
1996. First quarter net income of $415,000  represented an annualized  return on
average  assets of 1.24%.  Earnings per share of $.42 for the first quarter 1997
increased  20.0% over first  quarter  1996 figure of $.35.  Book value per share
increased $1.20 per share to $15.53 per share at March 31, 1997.

During the first quarter,  we opened our fifth (5th) full service banking office
in Glenns  (northern  Gloucester  County).  Also included in this  beautiful new
building is the Company's  Operations  Center which houses the Data  Processing,
Accounting,  Bookkeeping and Proof  Departments.  The additional  physical space
will allow us to continue to offer new products and services to our customers, a
requirement in keeping a competitive  edge in the financial  services  industry.
These  facilities  were of  utmost  importance  in  efficiently  conducting  our
business  during  periods of rapid  expansion as have  occurred in recent years.
However,  they will  significantly  affect  the cost of doing  business  through
increased  noninterest  expense.  Continued growth of operations are expected to
produce  revenues  sufficient to absorb these costs with only a modest impact on
long term profitability.

We continue to explore  growth  opportunities  and  anticipate  expansion of our
branch  network  in the  Peninsula  Region  (possibly  Hampton)  within the next
eighteen  (18)  months.  The  Directors,  Officers  and Staff  pledge their best
efforts to  safeguard  and  enhance the value of your  holdings in  Mid-Atlantic
Community BankGroup.


/s/ Joseph A. Lombard, Jr.                 /s/ W. J. Farinholt
Joseph A. Lombard, Jr.                     W. J. Farinholt
Chairman of the Board                      President & Chief Executive Officer

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FINANCIAL SUMMARY

                                              Three Months Ended March 31,
(Dollars in thousands, except per share)       1997       1996     Change
                                             -----------------------------
EARNINGS STATEMENT DATA:
Interest income                              $  2,959   $  2,416     22.5%
Interest expense                                1,203        997     20.7%
Net interest income                          $  1,756   $  1,419     23.7%
Provision for loan losses                          93         77     20.8%
Noninterest income                                194        148     31.1%
Noninterest expense                             1,261        959     31.5%
Net income                                   $    415   $    346     19.9%
                                            
                                            
PER SHARE DATA:                             
Net Income                                   $    .42   $    .35     20.0%
Weighted average shares outstanding           977,311    973,064      0.4%
Book value at period end                     $  15.53   $  14.33      8.4%
Total shares outstanding                      944,333    944,333      0.0%
                                            
AVERAGE BALANCES                            
Assets                                       $134,141   $105,910     26.7%
Earning assets                                124,509     99,221     25.5%
Loans                                          93,472     73,416     27.3%
Investment securities                          28,376     22,942     23.7%
Total deposits                                118,085     91,483     29.1%
Shareholders' equity                         $ 14,821   $ 13,491      9.9%
                                            
PERIOD END BALANCES                         
Total Assets                                 $138,398   $108,010     28.1%
Earning assets                                127,770     99,184     28.8%
Loans, net                                     93,886     74,760     25.6%
Investment securities                          27,772     20,722     34.0%
Total deposits                                122,582     93,340     31.3%
Borrowings                                         40         52    -23.1%
Stockholders' Equity                         $ 14,664   $ 13,531      8.4%
Common shares outstanding                         944        944      0.0%