Exhibit 10.1

                             VIRGINIA COMMERCE BANK
                             1998 STOCK OPTION PLAN

         1.  PURPOSE OF THE PLAN.

         The purpose of this Virginia  Commerce Bank 1998 Stock Option Plan (the
"Plan") is to advance the interests of the Bank through  providing  selected key
Employees and Non-Employee Directors of the Bank with the opportunity to acquire
Shares. By encouraging such stock ownership,  the Bank seeks to attract,  retain
and  motivate  the  best  available   personnel  for  positions  of  substantial
responsibility;   to  provide   additional   incentive  to  key   Employees  and
Non-Employee  Directors  of the Bank to promote the  success of the  business as
measured by the value of its shares;  and generally to increase the  commonality
of interests between key employees, directors and other shareholders.

         2.  DEFINITIONS.

         As used herein, the following definitions shall apply.

         (a)  "Affiliate"  shall mean any "parent  corporation"  or  "subsidiary
corporation"  of the Bank, as such terms are defined in Section  424(e) and (f),
respectively, of the Code.

         (b)  "Agreement"  shall  mean  a  written  agreement  entered  into  in
accordance with Paragraph 5(c).

         (c) "Awards" shall mean a grant of Options,  unless the context clearly
indicates a different meaning.

         (d)  "Bank" shall mean Virginia Commerce Bank.

         (e)  "Board" shall mean the Board of Directors of the Bank.

         (f)  "Change in  Control"  shall mean any one of the  following  events
occurring after the Effective Date: (1) the acquisition of ownership of, holding
or power to vote more than 51% of the Bank`s voting stock,  (2) the  acquisition
of the power to control the election of a majority of the Bank's directors,  (3)
the exercise of a controlling  influence  over the management or policies of the
Bank by any  person or by persons  acting as a "group"  (within  the  meaning of
Section  13(d) of the  Securities  Exchange Act of 1934),  or (4) the failure of
Continuing  Directors to constitute at least  two-thirds of the Board during any
period  of two  consecutive  years.  For  purposes  of  this  Plan,  "Continuing
Directors" shall include only those individuals who were members of the Board at
the Effective Date and those other  individuals whose election or nomination for
election as a member of the Board was approved by a vote of at least  two-thirds
of the Continuing  Directors then in office.  For purposes of this  subparagraph
only, the term "person"  refers to an individual or a corporation,  partnership,
trust,  association,   joint  venture,  pool,  syndicate,  sole  proprietorship,
unincorporated  organization or any other form of entity not specifically listed
herein.  The  decision  of the  Committee  as to whether a change in control has
occurred shall be conclusive and binding.

         (g)  "Code" shall mean the Internal Revenue Code of 1986, as amended.

         (h) "Committee" shall mean the Stock Option Committee  appointed by the
Board in accordance with Paragraph 5(a) hereof,  or in the absence thereof,  the
Personnel and Compensation Committee of the Board.

         (i) "Common  Stock"  shall mean the common  stock,  par value $1.00 per
share, of the Bank.

         (j) "Continuous  Service" shall mean the absence of any interruption or
termination  of service as an  Employee  or  Non-Employee  Director of the Bank.
Continuous  Service  shall  not be  considered  interrupted  in the case of sick
leave,  military leave or any other leave of absence  approved by the Bank or in
the case of transfers between payroll locations of the Bank or between the Bank,
an Affiliate or a successor.

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         (k)  "Effective  Date" shall mean the date  specified  in Paragraph 13
hereof.

         (l)  "Employee"  shall mean any person  employed  by the Bank or by an
Affiliate.

         (m) "Exercise  Price" shall mean the price per Optioned  Share at which
an Option may be exercised.

         (n) "ISO"  means an option to  purchase  Common  Stock  which meets the
requirements  set  forth  in  the  Plan,  and  which  is  intended  to be and is
identified as an "incentive  stock option"  within the meaning of Section 422 of
the Code.

         (o)  "Market  Value"  shall  mean the fair  market  value of the Common
Stock, as determined under Paragraph 7(b) hereof.

         (p) "Non-Employee Director" shall mean any member of the Board who is a
"non-employee director" within the meaning of Rule 16b-3.

         (q) "Non-ISO"  means an option to purchase Common Stock which meets the
requirements  set forth in the Plan but which is not  intended  to be and is not
identified as an ISO.

         (r)  "Option" means an ISO and/or a Non-ISO.

         (s) "Optioned  Shares" shall mean Shares  subject to an Option  granted
pursuant to this Plan.

         (t)  "Participant"  shall  mean  any  person  who  receives  an  Award
pursuant to the Plan.

         (u)  "Plan"  shall mean the Virginia  Commerce  Bank 1998 Stock Option
Plan.

         (v)  "Rule  16b-3"  shall  mean  Rule  16b-3 of the  General  Rules and
Regulations under the Securities Exchange Act of 1934, as amended.

         (w)  "Share" shall mean one share of Common Stock.

         3.  TERM OF THE PLAN AND AWARDS.

         (a) Term of the Plan.  The Plan shall  continue in effect for a term of
ten  years  from the  Effective  Date,  unless  sooner  terminated  pursuant  to
Paragraph  16 hereof.  No Award shall be granted  under the Plan after ten years
from the Effective Date.

         (b) Term of Awards. The term of each Award granted under the Plan shall
be  established  by the  Committee,  but  shall not  exceed 10 years;  provided,
however,  that in the case of an ISO  granted  to an  Employee  who owns  Shares
representing more than 10% of the outstanding Common Stock at the time an ISO is
granted, the term of such ISO shall not exceed five years.

         4.  SHARES SUBJECT TO THE PLAN.

         Except as otherwise  required by the provisions of Paragraph 12 hereof,
the aggregate number of Shares  deliverable  pursuant to Awards shall not exceed
100,000 Shares.  Optioned Shares may either be authorized but unissued Shares or
Shares held in treasury.  If Awards should expire,  become  unexercisable  or be
forfeited for any reason without having been exercised or become vested in full,
the  Optioned  Shares  shall,  unless the Plan shall  have been  terminated,  be
available for the grant of additional Awards under the Plan.

         5.  ADMINISTRATION OF THE PLAN.

         (a) Composition of the Committee. The Plan shall be administered by the
Committee,  which shall

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consist  of not less than three (3)  members  of the Board who are  Non-Employee
Directors. Members of the Committee shall serve at the pleasure of the Board. In
the  absence  at any  time of a duly  appointed  Committee,  the  Plan  shall be
administered by Personnel and Compensation Committee of the Board.

         (b)  Powers  of  the  Committee.  Except  as  limited  by  the  express
provisions  of the Plan or by  resolutions  adopted by the Board,  the Committee
shall have sole and complete authority and discretion (i) to select Participants
and grant Awards,  (ii) to determine the form and content of Awards to be issued
in the form of Agreements  under the Plan,  (iii) to interpret the Plan, (iv) to
prescribe, amend and rescind rules and regulations relating to the Plan, and (v)
to make other  determinations  necessary or advisable for the  administration of
the Plan.  The  Committee  shall  have and may  exercise  such  other  power and
authority  as may be  delegated to it by the Board from time to time. A majority
of the entire  Committee shall  constitute a quorum and the action 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
deemed the action of the Committee.

         (c)  Agreement.  Each Award shall be evidenced  by a written  agreement
containing  such  provisions  as may be  approved  by the  Committee.  Each such
Agreement  shall  constitute  a  binding  contract  between  the  Bank  and  the
Participant, and every Participant,  upon acceptance of such Agreement, shall be
bound by the terms and restrictions of the Plan and of such Agreement. The terms
of each such Agreement  shall be in accordance with the Plan, but each Agreement
may include  such  additional  provisions  and  restrictions  determined  by the
Committee,  in its  discretion,  provided that such  additional  provisions  and
restrictions are not inconsistent with the terms of the Plan. In particular, the
Committee shall set forth in each Agreement (i) the Exercise Price of an Option,
(ii) the number of Shares  subject  to, and the  expiration  date of, the Award,
(iii) the manner, time and rate (cumulative or otherwise) of exercise or vesting
of such Award, (iv) the  restrictions,  if any, to be placed upon such Award, or
upon Shares which may be issued upon exercise of such Award, and (v) whether the
Option is an ISO or a Non-ISO.

         The  Chairman  of the  Committee  and such other  officers  as shall be
designated  by the  Committee  are hereby  authorized  to execute  Agreements on
behalf  of the Bank and to  cause  them to be  delivered  to the  recipients  of
Awards.

         (d) Effect of the Committee's Decisions. All decisions,  determinations
and  interpretations  of the  Committee  shall be final  and  conclusive  on all
persons affected thereby.

         (e)   Indemnification.   In   addition   to  such   other   rights   of
indemnification  as they  may  have,  the  members  of the  Committee  shall  be
indemnified by the Bank in connection with any claim, action, suit or proceeding
relating to any action taken or failure to act under or in  connection  with the
Plan or any Award,  granted  hereunder to the full extent provided for under the
Bank's Articles of Incorporation  or Bylaws with respect to the  indemnification
of Directors.

         6.  GRANT OF OPTIONS.

         (a) General  Rule.  In its sole  discretion,  the  Committee  may grant
Options to Employees of the Bank or its  Affiliates,  and may grant  Non-ISOs to
Employees and to Non-Employee Directors of the Bank and its Affiliates.

         (b) Special Rules for ISOs. The aggregate  Market Value, as of the date
the Option is granted,  of the Shares with respect to which ISOs are exercisable
for the first time by an Employee  during any calendar year (under all incentive
stock option  plans,  as defined in Section 422 of the Code,  of the Bank or any
present or future Parent or  Subsidiary of the Bank) shall not exceed  $100,000.
Notwithstanding  the prior  provisions of this  paragraph or  designation  of an
Option as an ISO, the  Committee  may grant  Options in excess of the  foregoing
limitations,  in which case such  Options  granted in excess of such  limitation
shall be Options which are Non-ISOs.

         7.  EXERCISE PRICE FOR OPTIONS.

         (a)  Limits  on  Committee  Discretion.  The  Exercise  Price as to any
particular Option granted under the Plan shall not be less than the Market Value
of the Optioned Shares on the date of grant. In the case of an Employee who owns
Shares  representing  more than 10% of the Bank's  outstanding  Shares of Common
Stock at the time an ISO is granted,  the Exercise  Price shall not be less than
110% of the Market Value of the Optioned Shares at the time the ISO is granted.

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         (b) Standards for  Determining  Exercise  Price. If the Common Stock is
listed on a national  securities exchange (including the NASDAQ National Market)
on the date in question,  then the Market Value per Share shall be not less than
the  average of the highest and lowest  selling  price on such  exchange on such
date, or if there were no sales on such date,  then the Exercise  Price shall be
not less than the mean  between  the bid and asked  price on such  date.  If the
Common Stock is traded otherwise than on a national  securities  exchange on the
date in  question,  then the Market  Value per Share  shall be not less than the
mean  between the bid and asked  price on such date,  or, if there is no bid and
asked price on such date, then on the next prior business day on which there was
a bid and asked  price.  If no such bid and asked price is  available,  then the
Market  Value per Share  shall be its fair  market  value as  determined  by the
Committee, in its sole and absolute discretion.

         (c)  Reissuance  of  Options.  Notwithstanding  anything  herein to the
contrary,  the Committee shall have the authority to cancel outstanding  Options
with the  consent  of the  Participant  and to  reissue  new  Options at a lower
Exercise  Price equal to the then Market  Value per share of Common Stock in the
event that the Market  Value per share of Common  Stock at any time prior to the
date of exercise of outstanding Options falls below the Exercise Price.

         8.  EXERCISE OF OPTIONS.

         (a)  Generally.  Any Option granted  hereunder  shall be exercisable at
such times and under such conditions as shall be permissible  under the terms of
the Plan and of the  Agreement  granted to a  Participant.  An Option may not be
exercised for a fractional Share.

         (b) Procedure for Exercise. A Participant may exercise Options, subject
to provisions relative to its termination and limitations on its exercise,  only
by (1)  written  notice of intent to  exercise  the  Option  with  respect  to a
specified number of Shares, and (2) payment to the Bank  (contemporaneously with
delivery of such notice) in cash, in Common Stock,  or a combination of cash and
Common Stock,  of the amount of the Exercise Price for the number of Shares with
respect to which the  Option is then  being  exercised.  Each such  notice  (and
payment where required) shall be delivered,  or mailed by prepaid  registered or
certified mail,  addressed to the Secretary of the Bank at the Bank's  executive
offices.  Common Stock utilized in full or partial payment of the Exercise Price
for Options shall be valued at its Market Value at the date of exercise.

         (c) Period of  Exercisability.  Except to the extent otherwise provided
in the terms of an Agreement,  (i) a Non-ISO may be exercised by a  Non-Employee
Director  Participant  at any time  (but not  later  than the date on which  the
Non-ISO would otherwise expire),  and (ii) an ISO or Non-ISO may be exercised by
an  Employee  Participant  only  while  he is an  Employee  and  has  maintained
Continuous Service from the date of the grant of the ISO, or within three months
after  termination  of such  Continuous  Service (but not later than the date on
which the Option would otherwise  expire),  except if the Employee's  Continuous
Service terminates by reason of:

         (1) "Just Cause"  which for purposes  hereof shall have the meaning set
         forth in any unexpired  employment or severance  agreement  between the
         Participant  and the Bank  and/or the Bank (and,  in the absence of any
         such  agreement,  shall  mean  termination  because  of the  Employee's
         personal  dishonesty,   incompetence,  willful  misconduct,  breach  of
         fiduciary  duty  involving  personal  profit,  intentional  failure  to
         perform stated duties, willful violation of any law, rule or regulation
         (other  than  traffic   violations   or  similar   offenses)  or  final
         cease-and-desist order), then the Participant's rights to exercise such
         ISO shall expire on the date of such termination;

         (2) Death,  then to the  extent  that the  Participant  would have been
         entitled to exercise the ISO immediately  prior to his death,  such ISO
         of the deceased  Participant may be exercised within two years from the
         date of his  death  (but not later  than the date on which  the  Option
         would otherwise expire) by the personal  representatives  of his estate
         or person or  persons  to whom his  rights  under  such ISO shall  have
         passed by will or by laws of descent and distribution;

         (3) Permanent and Total  Disability (as such term is defined in Section
         22(e)(3) of the Code),  then to the extent

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         that the  Participant  would have been  entitled  to  exercise  the ISO
         immediately prior to his Permanent and Total  Disability,  such ISO may
         be exercised  within one year from the date of such Permanent and Total
         Disability,  but not  later  than  the  date  on  which  the ISO  would
         otherwise expire.

Notwithstanding  the provisions of any Option which provides for its exercise in
installments   as  designated  by  the  Committee,   such  Option  shall  become
immediately  exercisable  upon the  Participant's  death or Permanent  and Total
Disability.

         (d) Effect of the Committee's Decisions. The Committee's  determination
whether a Participant's  Continuous  Service has ceased,  and the effective date
thereof shall be final and conclusive on all persons affected thereby.

         9.  CHANGE IN CONTROL

         (a) General  Rule.  Notwithstanding  the  provisions of any Award which
provide  for its  exercise  or vesting in  installments,  all  Options  shall be
immediately  exercisable and fully vested upon a Change in Control. With respect
to Options,  at the time of a Change in Control,  the Participant  shall, at the
discretion of the  Committee,  be entitled to receive cash in an amount equal to
the excess of the Market Value of the Common  Stock  subject to such Option over
the Exercise  Price of such Shares,  in exchange  for the  cancellation  of such
Options by the Participant.

         (b) Exception to General Rule. Notwithstanding subparagraph (a) of this
Paragraph,  in no event may an Option be cancelled in exchange for cash,  within
the six-month period following the date of its grant.

         10.  EFFECT OF CHANGES IN COMMON STOCK SUBJECT TO THE PLAN.

         (a) Recapitalizations, Stock Splits, Etc. The number and kind of shares
reserved for issuance  under the Plan, and the number and kind of shares subject
to outstanding  Awards and the Exercise  Price thereof shall be  proportionately
adjusted  for any  increase,  decrease,  change  or  exchange  of  Shares  for a
different number or kind of shares or other securities of the Bank which results
from    a    merger,    consolidation,     recapitalization,     reorganization,
reclassification, stock dividend, stock split, combination of shares, or similar
event in which the number or kind of shares is changed  without  the  receipt or
payment of consideration by the Bank.  Notwithstanding the foregoing, the number
of shares  subject to issuance  upon the exercise of Options  granted under this
Plan shall not be adjusted to reflect the ten percent stock split to be effected
by the subdivision  proposed for approval by the stockholders of the Bank at the
annual  meeting of  stockholders  held on April 29,  1998,  if  approved at that
meeting.

         (b) Transactions in which the Bank is Not the Surviving Entity. Subject
to Paragraph 9 hereof, in the event of (i) the liquidation or dissolution of the
Bank,  (ii) a merger or  consolidation  in which  the Bank is not the  surviving
entity,  or (iii) the sale or  disposition  of all or  substantially  all of the
Bank's   assets  (any  of  the   foregoing   to  be  referred  to  herein  as  a
"Transaction"),  all Awards outstanding at the effectiveness of such Transaction
shall be surrendered.  With respect to each Award so surrendered,  the Committee
shall in its sole and absolute  discretion  determine  whether the holder of the
surrendered Award shall receive --

         (1) for each Share then subject to an outstanding  Award the number and
         kind of shares  into which each  outstanding  Share  (other than Shares
         held by dissenting stockholders) is changed or exchanged, together with
         an appropriate adjustment to the Exercise Price in the case of Options;
         or

         (2) a cash payment (from the Bank or the successor corporation),  in an
         amount equal to the Market Value of the Shares  subject to the Award on
         the date of the Transaction, less the Exercise Price of the Award.

         (c)  Special  Rule  for  ISOs.   Any   adjustment   made   pursuant  to
subparagraphs  (a) or  (b)(1)  hereof  shall be made in such a manner  as not to
constitute a modification,  within the meaning of Section 424(h) of the Code, of
outstanding ISOs.

         (d) Conditions and Restrictions on New, Additional, or Different Shares
or Securities.  If, by reason of any adjustment made pursuant to this Paragraph,
a Participant becomes entitled to new, additional,  or different shares of

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stock or  securities,  such new,  additional,  or  different  shares of stock or
securities  shall thereupon be subject to all of the conditions and restrictions
which were  applicable to the Shares pursuant to the Award before the adjustment
was made.

         (e) Other  Issuances.  Except as expressly  provided in this Paragraph,
the issuance by the Bank or an Affiliate of shares of stock of any class,  or of
securities  convertible  into  Shares  or stock of  another  class,  for cash or
property or for labor or services  either upon direct sale or upon the  exercise
of rights or warrants to subscribe therefor, shall not affect, and no adjustment
shall be made with respect to, the number,  class,  or Exercise  Price of Shares
then subject to Awards or reserved for issuance under the Plan.

         11.  NON-TRANSFERABILITY OF AWARDS.

         Awards may not be sold, pledged, assigned, hypothecated, transferred or
disposed  of in any  manner  other  than by will or by the laws of  descent  and
distribution, or pursuant to the terms of a "qualified domestic relations order"
(within  the  meaning  of  Section  414(p) of the Code and the  regulations  and
rulings thereunder).

         12.  TIME OF GRANTING AWARDS.

         The date of grant of an Award shall, for all purposes,  be the later of
the date on which the Committee makes the  determination of granting such Award,
and the  Effective  Date.  Notice  of the  determination  shall be given to each
Participant  to whom an Award is so granted  within a reasonable  time after the
date of such grant.

         13.  EFFECTIVE DATE.

         The Plan  shall be  effective  as of May 30,  1998.  Awards may be made
prior to approval of the Plan by the stockholders of the Bank if the exercise of
Awards in the form of Options are conditioned upon  stockholder  approval of the
Plan.

         14.  APPROVAL BY STOCKHOLDERS.

         The Plan shall be approved by  stockholders  of the Bank within  twelve
(12) months before or after the Effective Date.

         15.  MODIFICATION OF AWARDS.

         At any  time,  and from  time to time,  the  Board  may  authorize  the
Committee to direct execution of an instrument providing for the modification of
any outstanding Award,  provided no such modification shall confer on the holder
of said Award any right or benefit  which could not be  conferred  on him by the
grant of a new Award at such time,  or impair the Award  without  the consent of
the holder of the Award.

         16.  AMENDMENT AND TERMINATION OF THE PLAN.

         The Board may from time to time  amend the terms of the Plan and,  with
respect to any Shares at the time not  subject to Awards,  suspend or  terminate
the Plan. No amendment, suspension or termination of the Plan shall, without the
consent  of any  affected  holders  of an Award,  alter or impair  any rights or
obligations under any Award theretofore granted.

         17.  CONDITIONS UPON ISSUANCE OF SHARES.

         (a) Compliance with Securities  Laws.  Shares of Common Stock shall not
be issued with  respect to any Award  unless the  issuance  and delivery of such
Shares shall  comply with all relevant  provisions  of law,  including,  without
limitation,  the Securities Act of 1933, as amended,  the rules and  regulations
promulgated   thereunder,   any  applicable   state   securities  law,  and  the
requirements of any stock exchange upon which the Shares may then be listed. The
Plan is intended to comply with Rule 16b-3,  and any provision of the Plan which
the Committee  determines in its sole and absolute discretion to be inconsistent
with said Rule shall, to the extent of such inconsistency, be inoperative

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and null and void, and shall not affect the validity of the remaining provisions
of the Plan.

         (b) Special Circumstances. The inability of the Bank to obtain approval
from any  regulatory  body or  authority  deemed  by the  Bank's  counsel  to be
necessary to the lawful issuance and sale of any Shares  hereunder shall relieve
the Bank of any liability in respect of the non-issuance or sale of such Shares.
As a condition  to the  exercise  of an Option,  the Bank may require the person
exercising  the Option to make such  representations  and  warranties  as may be
necessary  to assure the  availability  of an  exemption  from the  registration
requirements of federal or state securities law.

         (c) Committee  Discretion.  The Committee shall have the  discretionary
authority to impose in  Agreements  such  restrictions  on Shares as it may deem
appropriate or desirable, including but not limited to the authority to impose a
right  of first  refusal  or to  establish  repurchase  rights  or both of these
restrictions.

         18.  RESERVATION OF SHARES.

         The Bank,  during the term of the Plan, will reserve and keep available
a number of Shares sufficient to satisfy the requirements of the Plan.

         19.  WITHHOLDING TAX.

         The Bank's  obligation to deliver Shares upon exercise of Options shall
be subject to the Participant's  satisfaction of all applicable  federal,  state
and local income and employment tax withholding  obligations.  The Committee, in
its discretion,  may permit the Participant to satisfy the obligation,  in whole
or in part,  by  irrevocably  electing to have the Bank withhold  Shares,  or to
deliver to the Bank  Shares  that he already  owns,  having a value equal to the
amount required to be withheld. The value of Shares to be withheld, or delivered
to the Bank,  shall be based on the  Market  Value of the Shares on the date the
amount of tax to be withheld is to be determined.  As an  alternative,  the Bank
may retain,  or sell without notice, a number of such Shares sufficient to cover
the amount required to be withheld.

         20.  NO EMPLOYMENT OR OTHER RIGHTS.

         In  no  event  shall  an  Employee's   eligibility  to  participate  or
participation  in the Plan create or be deemed to create any legal or  equitable
right of the Employee or any other party to continue  service with the Bank, the
Bank, or any Affiliate of such  corporations.  No Employee shall have a right to
be granted an Award or, having received an Award,  the right to again be granted
an Award.  However,  an Employee who has been granted an Award may, if otherwise
eligible, be granted an additional Award or Awards.

         21.  GOVERNING LAW.

         The Plan shall be governed by and construed in accordance with the laws
of the  Commonwealth  of Virginia except to the extent that federal law shall be
deemed to apply.