SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549
                                    FORM 10-Q

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

                  For the quarterly period ended June 30, 1997

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

                         Commission file number 0-10958


                         DROVERS BANCSHARES CORPORATION
             (Exact name of registrant as specified in its charter)

                      PENNSYLVANIA                                23-2209390
(State or other jurisdiction of incorporation or organization) (IRS employer ID)

            96 SOUTH GEORGE STREET, YORK, PA                         17401
        (Address of principal executive office)                    (Zip Code)

       Registrant's telephone number, including area code  (717) 843-1586



                                      NONE
      (Former name, address and fiscal year, if changed since 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 shorter periods 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 [ ]

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.



               Class                      Outstanding at June 30, 1997
           Common Stock                         2,809,180 Shares












<PAGE>
Drovers Bancshares Corporation and Subsidiaries
CONTENTS
PART I  FINANCIAL INFORMATION

 ITEM 1.  FINANCIAL STATEMENTS

  Consolidated Statements of Condition .....................................  3
   June 30, 1997 and December 31, 1996

  Consolidated Statements of Income ........................................  4
   Three Months Ended June 30, 1997 and 1996
   Six Months Ended June 30, 1997 and 1996

  Consolidated Statements of Cash Flows ....................................  5
   Six Months Ended June 30, 1997 and 1996

  Notes to Consolidated Financial Statements ...............................  6

 ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
          CONDITION AND RESULTS OF OPERATIONS ..............................  9

PART II  OTHER INFORMATION
 SIGNATURES ................................................................ 15




































2 <PAGE>
Drovers Bancshares Corporation and Subsidiaries
PART I  FINANCIAL INFORMATION
CONSOLIDATED STATEMENTS OF CONDITION
(In thousands)
                                                            
                                                             JUNE 30,  DEC 31,
ASSETS                                                         1997      1996
Cash and due from banks ..................................  $ 18,219   $ 17,512
Money market investments .................................       382        271
Investment securities (fair value $161,910 and $128,605)..   161,402    128,082
  
Loans (net of unearned income of $3,402 and $3,494) ......   292,603    283,117
Reserve for loan losses ..................................     3,260      3,130
Net loans ................................................   289,343    279,987
  
Bank premises and equipment ..............................    13,907     14,007
Other assets .............................................     7,348      6,854
TOTAL ASSETS .............................................  $490,601   $446,713
  
LIABILITIES  
Deposits:  
Noninterest-bearing ......................................  $ 44,524   $ 34,702
Interest-bearing .........................................   347,022    325,502
Total deposits ...........................................   391,546    360,204
Federal funds purchased and securities sold under  
 agreements to repurchase ................................    19,609     15,254
Other borrowings .........................................    34,283     29,385
Other liabilities ........................................     4,959      3,778
TOTAL LIABILITIES ........................................   450,397    408,621
  
SHAREHOLDERS' EQUITY  
Common stock($5 par value), 10,000,000 shares authorized;  
 issued and outstanding-2,809,180 shares in 1997 and  
 1996 ....................................................    14,046     14,046
Additional paid-in capital ...............................    14,708     14,707
Retained earnings ........................................    10,926      8,969
Unrealized holding gains on available-for-sale  
 securities ..............................................       524        370
TOTAL SHAREHOLDERS' EQUITY ...............................    40,204     38,092
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY ...............  $490,601   $446,713


See notes to consolidated financial statements.
















3 <PAGE>
Drovers Bancshares Corporation and Subsidiaries
PART I  FINANCIAL INFORMATION
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)          THREE MONTHS        SIX MONTHS
                                              ENDED JUNE 30,      ENDED JUNE 30,
                                              1997     1996      1997      1996
INTEREST INCOME    
Interest and fees on loans ................  $6,253   $5,649   $12,354   $11,218
Interest on deposits with banks ...........       7       21        11        89
Interest on federal funds sold ............       0        0         0         0
Interest and dividends on    
 investment securities ....................   2,617    1,602     4,941     3,044
Total interest income .....................   8,877    7,272    17,306    14,351
INTEREST EXPENSE    
Interest on deposits ......................   3,795    2,846     7,333     5,719
Federal funds purchased and securities    
 sold under agreements to repurchase ......     389      180       707       279
Interest on borrowed funds ................     512      500       978       961
Total interest expense ....................   4,696    3,526     9,018     6,959
Net interest income .......................   4,181    3,746     8,288     7,392
Provision for loan losses .................      66      180       186       285
Net interest income after    
 provision for loan losses ................   4,115    3,566     8,102     7,107
OTHER INCOME    
Trust income ..............................     282      268       544       502
Service charges on deposit accounts .......     320      294       625       546
Securities gains ..........................     101       66       102       266
Net gains on residential    
 mortgage loan sales ......................      73       97       230       189
Equity in losses of real estate venture ...     -28      -40       -41       -78
Other .....................................     263      178       456       340
Total other income ........................   1,011      863     1,916     1,765
OTHER EXPENSES    
Salaries and employee benefits ............   1,850    1,666     3,669     3,428
Occupancy and premises ....................     212      208       393       401
Furniture and equipment ...................     271      210       531       412
FDIC insurance ............................      12        1        22         2
Marketing .................................     120      136       241       272
Net (gain) cost of operation    
 of other real estate .....................      62        2        73        15
Office supplies ...........................     113       94       174       189
Other taxes ...............................      88       81       178       167
Other......................................     585      493     1,096     1,011
Total other expenses ......................   3,313    2,891     6,377     5,897
Income before income taxes ................   1,813    1,538     3,641     2,975
Applicable income taxes ...................     403      327       841       616
NET INCOME ................................ $ 1,410  $ 1,211   $ 2,800   $ 2,359
PER SHARE DATA    
Net income ................................  $ 0.50   $ 0.43   $  1.00   $  0.84
Dividends .................................  $ 0.15   $ 0.14   $  0.30   $  0.27
See notes to consolidated financial statements.







4 <PAGE>
Drovers Bancshares Corporation and Subsidiaries
PART I  FINANCIAL INFORMATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)                                              SIX MONTHS
                                                           ENDED JUNE 30,
                                                          1997       1996
CASH FLOWS FROM OPERATING ACTIVITIES:  
Net income ..........................................   $  2,800   $  2,359
Adjustments to reconcile net income to net cash
 from operating activities:
Depreciation ........................................        650        560
Net amortization of investment security premiums ....        -89         34
Provision for loan losses ...........................        186        285
Provision for losses on other real estate owned .....         54          0
Gain on sale of securities held-to-maturity .........         -1        -11
Gain on sale of securities available-for-sale .......       -102       -255
Loans originated for sale ...........................    -13,140     -9,557
Proceeds from sales of loans ........................     13,518      9,879
Gain on sale of loans ...............................       -230       -189
Other gains .........................................        -42          0
Net deferred loan fees ..............................       -287       -119
Equity in loss of real estate venture................         41         78
Increase in interest/dividends receivable ...........       -447       -159
Increase (decrease) in interest payable .............        705       -181
Other ...............................................        186       -252
Net cash provided by operating activities ...........      3,802      2,472
CASH FLOWS FROM INVESTING ACTIVITIES:  
Proceeds from sales and maturities of securities  
 held-to-maturity ...................................      3,146      3,438
Proceeds from sales and maturities of securities
 available-for-sale .................................     14,317     12,137
Purchases of securities held-to-maturity ............     -9,827       -943
Purchases of securities available-for-sale ..........    -40,529    -34,074
Increase in net loans ...............................     -9,499     -9,990
Capital expenditures ................................       -522       -633
Proceeds from sale of fixed assets ..................         75          1
Purchase of investment in real estate venture .......          9          0
Proceeds from sale of other real estate .............         99        156
Net cash used in investing activities ...............    -42,731    -29,908
CASH FLOWS FROM FINANCING ACTIVITIES:  
Net increase (decrease) in demand deposits   
 and savings accounts ...............................     18,534      3,706
Net increase in certificates of deposit .............     12,803      3,509
Net increase (decrease) in federal funds purchased
 and repurchase agreements ..........................      4,354     11,541
Net increase in other borrowings ....................      4,916      8,323
Payments made for capital leases ....................        -17        -14
Dividends paid ......................................       -843       -763
Proceeds from issuance of common stock ..............          0         83
Net cash provided by financing activities ...........     39,747     26,385
NET INCREASE IN CASH & CASH EQUIVALENTS .............        818     -1,051
CASH & CASH EQUIVALENTS AT JANUARY 1, ...............     17,783     18,771
CASH & CASH EQUIVALENTS AT JUNE 30, .................   $ 18,601   $ 17,720
See notes to consolidated financial statements.





5 <PAGE>
Drovers Bancshares Corporation and Subsidiaries
PART I  FINANCIAL INFORMATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE A - BASIS OF PRESENTATION

In the opinion of management, the accompanying consolidated financial statements
contain all adjustments (including normal recurring accruals) considered
necessary to present fairly Drovers Bancshares' financial position as of
June 30, 1997 and December 31, 1996.  Operating results and changes in cash
flows for the six months ended June 30, 1997 are not necessarily indicative of
the results that may be expected for the year ended December 31, 1997.  For
further information, refer to the consolidated financial statements
and footnotes included in the Annual Report for the year ended December 31,
1996.

NOTE B - CALCULATION OF EARNINGS PER SHARE

On August 16, 1996, the Corporation paid a 5 for 4 stock split in the form of a
25% stock dividend.  Earnings per share are based on the weighted average shares
of stock outstanding during each period, giving retroactive effect to the stock
dividends.

NOTE C - INVESTMENT SECURITIES

The amortized cost and estimated fair value of investment securities classified
as held-to-maturity as of June 30, 1997 are as follows:

                                                     Gross      Gross   
                                        Amortized Unrealized Unrealized    Fair
(In thousands)                             Cost      Gains      Losses     Value
US Treasury securities and obligations    
 of US government corp and agencies ...   $ 5,465  $     55   $      0   $ 5,520
Obligations of states and political    
 subdivisions .........................    16,897       467         14    17,350
Mortgage-backed securities and    
 collateralized mortgage obligations ..    12,874       135        135    12,874
Total investment securities ...........   $35,236  $    657   $    149   $35,744





















6 <PAGE>
Drovers Bancshares Corporation and Subsidiaries
PART I  FINANCIAL INFORMATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

NOTE C - INVESTMENT SECURITIES, continued

The amortized cost and estimated fair value of investment securities classified
as available-for-sale as of June 30, 1997 are as follows:
                                                    Gross      Gross   
                                       Amortized Unrealized Unrealized    Fair
(In thousands)                            Cost      Gains      Losses     Value
US Treasury securities and obligations    
 of US government corp and agencies ..  $ 22,822  $     45    $   74    $ 22,793
Obligations of states and political    
 subdivisions ........................     5,778        52         8       5,822
Corporate obligations ................       500         0         8         492
Mortgage-backed securities and    
 collateralized mortgage obligations .    81,927       553       211      82,269
Total debt securities ................   111,027       650       301     111,376
Equity securities ....................    14,344       451         5      14,790
Total investment securities .......... $ 125,371  $  1,101   $   306   $ 126,166

The amortized cost and estimated fair value of investment securities classified
as held-to-maturity as of December 31, 1996 are as follows:
                                                    Gross      Gross 
                                       Amortized Unrealized Unrealized    Fair
(In thousands)                            Cost      Gains     Losses      Value
US Treasury securities and obligations    
 of US government corp and agencies ..  $  1,000  $     23   $     0    $  1,023
Obligations of states and political    
 subdivisions ........................    14,748       496        22      15,222
Mortgage-backed securities and    
 collateralized mortgage obligations .    12,780       175       149      12,806
Total investment securities ..........  $ 28,528  $    694   $   171    $ 29,051

The amortized cost and estimated fair value of investment securities classified
as available-for-sale as of December 31, 1996 are as follows:
                                                    Gross      Gross 
                                       Amortized Unrealized Unrealized    Fair
(In thousands)                            Cost      Gains     Losses      Value
US Treasury securities and obligations    
 of US government corp and agencies ..  $ 24,338  $    108   $    58    $ 24,388
Obligations of states and political    
 subdivisions ........................     3,697        22         2       3,717
Corporate obligations.................       500         0         0         500
Mortgage-backed securities and    
 collateralized mortgage obligations .    62,482       465       229      62,718
Total debt securities ................    91,017       595       289      91,323
Equity securities ....................     7,976       255         0       8,231
Total investment securities ..........  $ 98,993  $    850   $   289    $ 99,554

For additional information, see pages 20-21 of the Corporation's 1996 Annual
Report.






7 <PAGE>
Drovers Bancshares Corporation and Subsidiaries
PART I  FINANCIAL INFORMATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

NOTE D - LOANS

Loans are comprised of the following as of June 30, 1997 and December 31, 1996:

                                                           JUNE 30,   DEC 31,
(In thousands)                                               1997      1996
Commercial, financial and industrial loans .............   $ 72,583  $ 72,828
Real estate mortgage loans:  
  Real estate construction-related .....................     10,991     8,908
  Real estate mortgage loans secured by  
     1-4 family residential properties .................    101,715    98,559
  Other real estate ....................................     74,140    68,637
Total real estate mortgage loans .......................    186,846   176,104
Consumer loans:  
  Monthly payment ......................................     31,686    32,616
  Other revolving credit ...............................      1,456     1,543
Total consumer loans ...................................     33,142    34,159
Leasing and other ......................................         32        26
Total loans ............................................   $292,603  $283,117
  
Changes in the reserve for loan losses for the periods ended June 30, were
as follows:  
  
(In thousands)                                               1997       1996
Balance, beginning of year .............................  $  3,130   $  2,937
Provision for loan losses ..............................       186        285
LESS: Loans charged-off ................................       136        259
Recoveries .............................................        80        130
Balance, June 30 .......................................  $  3,260   $  3,093

As of June 30, 1997, the total recorded investment in impaired loans was
$2,502,000. Nonaccrual loans at June 30, 1997 were $674,000 compared to $615,000
at December 31, 1996.

Residential mortgage loans with a book value of $1,622,000 were held for sale at
June 30, 1997.  The cumulative fair value exceeded the book value of these
loans.  Loans held for sale are included in total loans.  During the first six
months of 1997, the Corporation capitalized $96,000 in mortgage servicing rights
and amortized $25,000.

For additional information, see pages 21-22 of the Corporation's 1996 annual
report.













8 <PAGE>
Drovers Bancshares Corporation and Subsidiaries
PART I  FINANCIAL INFORMATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

FINANCIAL CONDITION

The following comparison of actual balances indicates how the Corporation has
generated and employed its funds for the six months ending June 30, 1997:
                                        BALANCE                       BALANCE
                                        JUNE 30,  INCREASE            DEC 31,
                                         1997    (DECREASE)     %      1996
FUNDING USES:                                         (In thousands)   
Money market investments ............  $    382   $    111    41.0%  $    271
Investment securities ...............   161,402     33,320    26.0%   128,082
Loans (net) .........................   289,343      9,356     3.3%   279,987
Total interest-bearing assets .......   451,127     42,787    10.5%   408,340
Noninterest-bearing assets ..........    39,474      1,101     2.9%    38,373
TOTAL USES ..........................  $490,601   $ 43,888     9.8%  $446,713
FUNDING SOURCES:    
Interest-bearing demand deposits ....  $ 42,421   $  - 811    -1.9%  $ 43,232
Savings deposits ....................   104,721      7,903     8.2%    96,818
Time deposits .......................   199,880     14,428     7.8%   185,452
Short-term borrowings ...............    19,609      4,355    28.5%    15,254
Long-term borrowings ................    34,283      4,898    16.7%    29,385
Total interest-bearing liabilities ..   400,914     30,773     8.3%   370,141
Noninterest-bearing demand deposits .    44,524      9,822    28.3%    34,702
Other liabilities ...................     4,959      1,181    31.3%     3,778
Shareholders' equity ................    40,204      2,112     5.5%    38,092
TOTAL SOURCES .......................  $490,601   $ 43,888     9.8%  $446,713

Total assets increased $43,888,000, or 9.8%, since December 31, 1996.  The
Corporation continued to leverage its strong capital base by purchasing
investments funded by strong deposit growth and other borrowings.  The strategy
increases net interest income and provides some protection to the interest rate
margin in the event of falling interest rates.  Investment securities increased
$33,320,000, or 26.0%, since the end of 1996.  Holdings of mortgage-backed
securities and collateralized mortgage obligations increased $19,645,000.
Holdings of municipal bonds and equity securities increased $10,813,000.  Net
loans grew $9,356,000, or 3.3%.  Growth in commercial real estate loans
accounted for most of the growth in net loans.

Total deposits grew $31,342,000, or 8.7%, since December 31, 1996.  Successful
promotions of various certificate of deposit products helped increase time
deposits $14,428,000.  The Indexed Money Fund, a savings product paying money
market interest rates, continues to attract new deposits.  Savings deposits
increased $7,903,000, or 8.2%, since yearend.  Noninterest-bearing demand
deposits increased $9,822,000.  Some of the increase was caused by fluctuations
in commercial account balances.  Other borrowings increased $9,253,000.  These
balances are made up of customer repurchase agreements and borrowings from the
Federal Home Loan Bank of Pittsburgh.








9 <PAGE>
Drovers Bancshares Corporation and Subsidiaries
PART I  FINANCIAL INFORMATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)


LOAN QUALITY

Impaired loans at June 30, 1997 were $2,502,000 compared to $2,682,000 at
December 31, 1996. Nonaccrual loans at June 30, 1997 were $674,000 compared to
$615,000 at December 31, 1996.  Overall loan quality remains very good.

Loan charge-offs and recoveries for the first half of 1997 were $136,000 and
$80,000, respectively.  All loans charged-off in 1997 were consumer.  Second
quarter net charge-offs were $42,000.   Charge-offs are expected to remain at
current levels in the third quarter.  

RESULTS OF OPERATION

Drovers Bancshares recorded net income of $2,800,000 and $2,359,000 for the six
months ended June 30, 1997 and 1996, respectively. 

The return on assets (ROA) and return on equity (ROE) for the six months ended
June 30, 1997 was 1.20% and 14.47%, respectively.  This compares to an ROA
and ROE for the same period last year of 1.22% and 13.30%, respectively.  Net
income for the quarter was $1,410,000 compared to $1,211,000 for the second
quarter last year and $1,390,000 for the first quarter of 1997.  The ROA and ROE
for the second quarter of 1997 was 1.18% and 14.42%, respectively.  
<TABLE>
NET INTEREST INCOME
Net interest income is the difference between the interest earned on loans and
investments and the interest paid on deposits and other sources of funds.  The
following table presents the trends in net interest income:
<CAPTION>
                                      THREE MONTHS                   SIX MONTHS
                                     ENDED JUNE 30,                 ENDED JUNE 
30,
<S>                               <C>       <C>    <C>       <C>        <C>    
<C>
(In thousands)                   1997      1996   97/96     1997       1996   
97/96
Interest income ............  $ 8,877   $ 7,272    22.1%  $17,306   $14,351    
20.6%
Interest expense ...........    4,696     3,526    33.2%    9,018     6,959    
29.6%
Net interest income ........    4,181     3,746    11.6%    8,288     7,392    
12.1%
Provision for loan losses ..       66       180   -63.3%      186       285   -
34.7%
Net interest income after
 provision for loan losses .  $ 4,115   $ 3,566    15.4%  $ 8,102   $ 7,107    
14.0%
</TABLE>
The corporation's largest category of earning assets consists of loans to
businesses and individuals.  The majority of earning assets are supported by
interest-bearing commercial and consumer deposits and shareholders' equity. 
Changes in net interest income are determined by variations in the volume and
mix of assets and liabilities as well as their sensitivity to interest rate
movements.

10 <PAGE>
Drovers Bancshares Corporation and Subsidiaries
PART I  FINANCIAL INFORMATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NET INTEREST INCOME, continued 

Net interest income increased $435,000, or 11.6%, for the second quarter and
$896,000, or 12.1% for the first half of 1997. Lower net interest spreads and
margins were more than offset by an increase in earning assets.  Average earning
assets were $436,440,000 in the first half of 1997 compared to $357,843,000 a
year ago.  This represents an increase of $78,597,000, or 22.0%. The net
interest spread and margin for the first half of 1997 was 3.34% and 3.83%,
respectively.  This compares to a spread and margin for the first six months of
1996 of 3.64% and 4.15%, respectively.  The second quarter net interest spread
and margin was 3.25% and 3.74%, respectively.  The spread and margin for the
first quarter of 1997 was 3.43% and 3.92%, respectively.  The increase in lower
yielding investment securities as a percent of earning assets and the reliance
on higher yielding funding has caused the spread and margin to decline.

The Corporation sold about $4,800,000 in investment securities during the second
quarter.  Most of the securities had variable interest rates.  The proceeds were
invested in fixed rate securities and variable rate securities with rates fixed
for the first one to five years. The new holdings will increase net interest
income in 1997 and help protect the Corporation from interest rate declines. 

The provision for loan losses was $66,000 for the quarter and $186,000 for the
first half of 1997. The second quarter provision was lowered due to lower than
anticipated year-to-date net charge-offs and continued strong quality of the
loan portfolio.  The reserve for loan losses to loan ratio was 1.11% at June 30,
1997.
<TABLE>
NONINTEREST INCOME
<CAPTION>
                                           THREE MONTHS              SIX MONTHS
                                          ENDED JUNE 30,           ENDED JUNE 
30,
(In thousands)                          1997   1996  97/96     1997   1996   
97/96
<S>                                      <C>    <C>     <C>     <C>     <C>    
<C>
Trust income ........................  $ 282   $268    5.2%  $  544  $  502    
8.4%
Service charges on deposit accounts .    320    294    8.8%     625     546   
14.5%
Securities gains ....................    101     66   53.0%     102     266  -
61.7%
Net gains on residential
 mortgage loan sales ................     73     97  -24.7%     230     189   
21.7%
Equity in losses of real
 estate venture .....................    -28    -40  -30.0%     -41     -78  -
47.4%
Other ...............................    263    178   47.8%     456     340   
34.1%
Total ............................... $1,011  $ 863   17.1%  $1,916  $1,765    
8.6%
</TABLE>

11 <PAGE>
Drovers Bancshares Corporation and Subsidiaries
PART I  FINANCIAL INFORMATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NONINTEREST INCOME, continued

Noninterest income increased $148,000 for the second quarter and $151,000 for
the first six months of 1997.  Gains from the sale of investment securities and
the implementation of a $1.00 surcharge on non-customers using our automated
teller machines caused the second quarter increase.  For the first six months of
1997, trust income increased $42,000, or 8.4%.  Fees from employee benefit plan
management increased $30,000.  Total book value of assets under management
increased 31.1% over the past twelve months.  Service charges on deposit
accounts increased $79,000 over last year as checking account fees, overdraft
charges and ATM fees all increased.  Net gains on residential mortgage loan
sales increased $41,000 on total year-to-date sales of $13,384,000.  Other
income increased $116,000 for the first six months of 1997 due to implementation
of ATM surcharges and an increase in letter of credit fees.


NONINTEREST EXPENSE      
                                         THREE MONTHS          SIX MONTHS
                                        ENDED JUNE 30,       ENDED JUNE 30,
(In thousands)                     1997    1996   97/96    1997    1996   97/96
Salaries and employee benefits .  $1,850  $1,666   11.0%  $3,669  $3,428    7.0%
Occupancy and premises .........     212     208    1.9%     393     401   -2.0%
Furniture and equipment ........     271     210   29.0%     531     412   28.9%
FDIC insurance .................      12       1  999.9%      22       2  999.9%
Marketing expense ..............     120     136  -11.8%     241     272  -11.4%
Net cost of operation      
 of other real estate ..........      62       2  999.9%      73      15  999.9%
Office supplies ................     113      94   20.2%     174     189   -7.9%
Other taxes ....................      88      81    8.6%     178     167    6.6%
Other...........................     585     493   18.7%   1,096   1,011    8.4%
Total ..........................  $3,313  $2,891   14.6%  $6,377  $5,897    8.1%

Noninterest expense increased $422,000, or 14.6%, compared to the second quarter
of 1996.  For the first six months, noninterest income increased $480,000, or
8.1%.

Salaries and employee benefits increased $184,000 in the second quarter and
$241,000 year-to-date.  Salaries alone accounted for the increase as benefit
expenses remained stable.  Increased staffing levels caused the salaries
increase.  Full-time equivalents at June 30, 1997 were 208 compared to 205 at
March 31, 1997 and 198 at June 30, 1996.

Furniture and equipment expense increased $61,000 for the second quarter and
$119,000 for the first half of 1997.  Depreciation for the new branch office and
main frame computer upgrade accounted for most of the increase.

Net cost of operation of other real estate increased $60,000 for the second
quarter.  A provision for anticipated losses on disposal was recognized.  Net
other real estate held at June 30, 1997 was $643,000.  All property was 1-4
family residential real estate acquired from mortgage foreclosures.




12 <PAGE>
Drovers Bancshares Corporation and Subsidiaries
PART I  FINANCIAL INFORMATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NONINTEREST EXPENSE, continued

Other noninterest expenses increased $92,000 in the second quarter.  Increases
in data processing, legal and professional services caused the increase.  A
$52,000 gain from the first quarter sale of a previously closed branch office
held the year-to-date increase in other noninterest expense to $85,000.

TAXATION

The Corporation recognized a provision for income taxes of $841,000 for the
six months ending June 30, 1997.  The average tax rate, applicable income
taxes divided by income before taxes, was 23.1%.  This compares to an average
tax rate of 18.3% for all of 1996. The lower tax rate in 1996 was caused by
$633,000 in tax credits, including $397,000 in historic tax credits received
from the Elm View Limited Partnership.  The Partnership owns a 32 apartment low
income housing development which opened in the first quarter of 1996.  Estimated
tax credits for 1997 are $273,000.  In order to lessen the impact of lower tax
credits, the Corporation increased its holdings in tax free investments.  Since
December 31, 1996, holdings of municipal bonds and equity securities, mainly
preferred stock, increased $10,813,000.

VOTING RESULTS

Shareholders' voted on the following items at this year's Annual Meeting
held May 23, 1997:

  1.  Election of four directors for a four-year term expiring 2001

  2.  Ratification of adoption of Drovers Bancshares Corporation 1997 Employee
      stock Purchase Plan.

The voting results were as follows:

                                         For     Against/Withheld   Abstain
Richard M. Linder (Director) ......    2,322,294           23,485      --
Frank Motter (Director) ...........    2,322,294           23,485      --
Robert L. Myers, Jr.(Director) ....    2,322,294           23,485      --
A. Richard Pugh (Chairman,
 President, and CEO)...............    2,322,294           23,485      --
1997 Employee Stock Purchase Plan..    2,030,247           73,372    114,442














13 <PAGE>
Drovers Bancshares Corporation and Subsidiaries
PART I  FINANCIAL INFORMATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

FUTURE OUTLOOK

The Corporation will install five new remote automated teller machines (ATMs) in
the second quarter of 1997.  The machines will be located in Tom's convenience
stores throughout York County.  The Corporation will operate eighteen ATMs after
completing the installation.

Construction continues on the Penvale branch office located just north of York
along Route 83.  The branch is a shared site with a Tom's convenience store,
similar to the Dover branch opened in 1996.  Penvale will open in November.

Construction will begin about September 15 on a stand alone branch office in
Shrewsbury.  The office will be the Corporation's first branch in the fast
growing Southern York County area.  The office will open in December or early
1998.







































14 <PAGE>
Drovers Bancshares Corporation and Subsidiaries
PART II  OTHER INFORMATION
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.

                                   DROVERS BANCSHARES CORPORATION




                                   _/s/_A._Richard_Pugh____________________
                                   A. Richard Pugh, Chairman, President
                                   and Chief Executive Officer




                                   _/s/_Debra_A._Goodling__________________
                                   Debra A. Goodling, Executive Vice President
                                     and Treasurer
                                   Principal Financial Officer




                                   _/s/_John_D._Blecher____________________
                                   John D. Blecher, Vice President and
                                     Assistant Treasurer
                                   Principal Accounting Officer


                                   Date:  August 6, 1997
























15 <PAGE>