UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC  20549

FORM 10-Q

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

FOR THE QUARTER ENDED JUNE 30, 2005

Commission File Number:  000-50047

CALVIN B. TAYLOR BANKSHARES, INC.

I.R.S. Employer Identification No.: 52-1948274
State of incorporation: Maryland

Address of principal executive offices: 24 North Main Street, Berlin,
  Maryland 21811
Issuer's telephone number: (410) 641-1700


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13(a) or 15(d) of the Exchange Act 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

Indicate by check mark whether the registrant is an accelerated filer as defined
in Rule 12b-2 of the Exchange Act.   YES    X  	NO

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:	The registrant had 3,187,656
shares of common stock ($1.00 par) outstanding as of July 31, 2005.

Page 1


Calvin B. Taylor Bankshares, Inc. and Subsidiary
Form 10-Q
Index


Part I- Financial Information                                      Page

Item 1  Consolidated Financial Statements
        Consolidated Balance Sheets                                  3
        Consolidated Statements of Income                            4-5
        Consolidated Statements of Cash Flows                        6-7
        Notes to Consolidated Financial Statements                   8

Item 2  Management's Discussion and Analysis of Financial
         Condition and Results of Operations                         9-12

Item 3  Quantitative and Qualitative Disclosures About Market Risks  12-13

Item 4  Controls and Procedures                                      13

Part II-Other Information

Item 1  Legal Proceedings                                            14
Item 2  Changes in Securities and Use of Proceeds                    14
Item 3  Defaults Upon Senior Securities                              14
Item 4  Submission of Matters to a Vote of Security Holders          14
Item 5  Other Information                                            14
Item 6  Exhibits and Reports on Form 8-K                             14-17

Signatures                                                           18

Page 2



Calvin B. Taylor Bankshares, Inc. and Subsidiary
Part I - Financial Information
Consolidated Balance Sheets

                                             (unaudited)
                                              June 30,          December 31,
                                                2005               2004
Assets
Cash and due from banks                      $  18,594,369     $  21,901,546
Federal funds sold                              41,059,122        32,692,233
Interest-bearing deposits                        2,150,017         2,161,496
Investment securities available for sale         6,557,865         5,921,287
Investment securities held to maturity
  (approximate fair value of $138,275,900
   and $155,107,700)                           139,321,506       156,029,445
Loans, less allowance for loan losses
  of $2,192,258 and $2,177,926                 189,264,687       161,510,157
Premises and equipment                           6,748,319         6,891,238
Accrued interest receivable                      1,543,755         1,415,775
Computer software                                  296,437           322,209
Bank owned life insurance                        4,290,242         4,214,806
Other assets                                        72,622           272,790
                                             $ 409,898,941     $ 393,332,982

Liabilities and Stockholders' Equity
Deposits
  Noninterest-bearing                        $  86,759,752     $  78,542,414
  Interest-bearing                             245,863,324       241,229,944
                                               332,623,076       319,772,358
Securities sold under agreements to repurchase   6,801,447         5,933,466
Accrued interest payable                           114,498           116,502
Note payable                                       152,266           162,161
Deferred income taxes                              730,971           549,070
Other liabilities                                   31,229           101,857
                                               340,453,487       326,635,414
Stockholders' equity
  Common stock, par value $1 per share
   authorized 10,000,000 shares, issued and
   outstanding 3,187,656 shares at June 30,2005
   and 3,208,478 shares at December 31, 2004     3,187,656         3,208,478
  Additional paid in capital                    15,458,235        16,187,005
  Retained earnings                             49,105,752        45,917,427
                                                67,751,643        65,312,910
  Accumulated other comprehensive income         1,693,811         1,384,658
                                                69,445,454        66,697,568
                                             $ 409,898,941     $ 393,332,982
See accompanying Notes to Consolidated Financial Statements
Page 3

Calvin B. Taylor Bankshares, Inc. and Subsidiary
Consolidated Statements of Income (unaudited)

                                            For the three months ended June 30,
                                                2005               2004

Interest and dividend revenue
  Loans, including fees                      $   3,204,198      $   2,906,603
  U.S. Treasury and government agency
   securities                                      764,872            662,180
  State and municipal securities                    71,951             66,339
  Federal funds sold                               225,819             80,821
  Interest-bearing deposits                         12,701             11,444
  Equity securities                                 10,204              6,146
    Total interest and dividend revenue          4,289,745          3,733,533

Interest expense
  Deposits                                         383,715            379,891
  Borrowings                                         5,219              4,330
    Total interest expense                         388,934            384,221

    Net interest income                          3,900,811          3,349,312

Provision for loan losses                              -                  -
  Net interest income after
    provision for loan losses                    3,900,811          3,349,312

Noninterest revenue
  Service charges on deposit accounts              266,598            269,269
  ATM and debit card revenue                       110,689             81,048
  Miscellaneous revenue                             95,421            115,911
    Total noninterest revenue                      472,708            466,228

Noninterest expenses
  Salaries                                         766,409            759,793
  Employee benefits                                200,184            168,735
  Occupancy                                        152,598            144,098
  Furniture and equipment                          126,753            153,696
  Other operating                                  504,710            478,125
    Total noninterest expenses                   1,750,654          1,704,447

    Income before income taxes                   2,622,865          2,111,093
Income taxes                                       935,000            740,000

Net income                                   $   1,687,865      $   1,371,093

Earnings per common share                    $        0.53      $        0.43

See accompanying Notes to Consolidated Financial Statements
Page 4


Calvin B. Taylor Bankshares, Inc. and Subsidiary
Consolidated Statements of Income (unaudited)
(Continued)

                                            For the six months ended June 30,
                                                2005               2004

Interest and dividend revenue
  Loans, including fees                      $   6,087,427      $   5,812,630
  U.S. Treasury and government agency
    securities                                   1,535,965          1,335,728
  State and municipal securities                   144,978            126,508
  Federal funds sold                               406,003            153,362
  Interest-bearing deposits                         24,863             23,514
  Equity securities                                 31,660             24,913
    Total interest and dividend revenue          8,230,896          7,476,655

Interest expense
  Deposits                                         740,310            778,455
  Borrowings                                         9,638              8,303
    Total interest expense                         749,948            786,758

    Net interest income                          7,480,948          6,689,897

Provision for loan losses                              -                  -
    Net interest income after
      provision for loan losses                  7,480,948          6,689,897

Noninterest revenue
  Service charges on deposit accounts              522,196            521,490
  ATM and debit card revenue                       186,861            146,739
  Miscellaneous revenue                            193,312            217,383
    Total noninterest revenue                      902,369            885,612

Noninterest expenses
  Salaries                                       1,532,588          1,533,724
  Employee benefits                                383,211            371,965
  Occupancy                                        316,495            288,931
  Furniture and equipment                          248,464            280,946
  Other operating                                  952,235            911,066
    Total noninterest expenses                   3,432,993          3,386,632

    Income before income taxes                   4,950,324          4,188,877

Income taxes                                     1,762,000          1,475,000

Net income                                   $   3,188,324      $   2,713,877

Earnings per common share                    $        1.00      $        0.84

See accompanying Notes to Consolidated Financial Statements
Page 5


Calvin B. Taylor Bankshares, Inc. and Subsidiary
Consolidated Statements of Cash Flows (unaudited)


                                            For the six months ended June 30,
                                                2005               2004
Cash flows from operating activities
  Interest received                          $   8,036,145      $   7,461,114
  Fees and commissions received                    901,216            914,244
  Interest paid                                   (751,952)          (807,810)
  Cash paid to suppliers and employees          (3,085,257)        (3,032,817)
  Income taxes paid                             (1,730,920)        (1,696,328)
                                                 3,369,232          2,838,403
Cash flows from investing activities
  Certificates of deposit purchased,
    net of maturities                               (1,000)                (3)
  Purchase of investments available for sale      (145,379)           (99,004)
  Proceeds from maturities of investments
    held to maturity                            44,845,000         54,450,084
  Purchase of investments held to maturity     (28,070,433)       (52,057,988)
  Loans made, net of principal collected       (27,754,530)          (854,089)
  Purchases of and deposit on premises,
    equipment, and computer software              (154,869)          (243,441)
                                               (11,281,211)         1,195,559

Cash flows from financing activities
  Net increase (decrease) in
    Time deposits                               (7,697,384)        (6,821,176)
    Other deposits                              20,548,102         11,617,799
    Securities sold under agreements
      to repurchase                                867,981          1,453,519
  Payment on note payable                           (9,895)            (9,321)
  Common shares repurchased                       (749,592)          (259,848)
                                                12,959,212           5,980,973

Net increase (decrease) in cash and
  cash equivalents                               5,047,233          10,014,935
Cash and cash equivalents at beginning
  of period                                     54,623,503          50,158,779
Cash and cash equivalents at end of period   $  59,670,736       $  60,173,714

Page 6



Calvin B. Taylor Bankshares, Inc. and Subsidiary
Consolidated Statements of Cash Flows (unaudited)


                                            For the six months ended June 30,
                                                2005               2004
Reconciliation of net income to net cash
  provided by operating activities
  Net income                                 $   3,188,324      $   2,713,877
  Adjustments to reconcile net income to
    net cash provided by operating activities
    Depreciation and amortization                  323,560            326,500
    Amortization of premiums and accretion
      of discount, net                             (66,772)              (927)
    (Gain) loss on disposition of assets               -               12,815
    Decrease (increase) in
      Accrued interest receivable                 (127,980)           (14,614)
      Cash surrender value of bank owned
        life insurance                             (75,436)           (81,185)
      Other assets                                 200,168             11,324
    Increase (decrease) in
      Accrued interest payable                      (2,004)           (21,052)
      Other liabilities                            (70,628)          (108,335)
                                             $   3,369,232      $   2,838,403

  Composition of cash and cash equivalents
    Cash and due from banks                  $  18,594,369      $  18,110,361
    Federal funds sold                          41,059,122         42,050,901
    Interest-bearing deposits, except
      for time deposits                             17,245             12,452
                                             $  59,670,736      $  60,173,714





See accompanying Notes to Consolidated Financial Statements
Page 7


Calvin B. Taylor Bankshares, Inc. and Subsidiary
Notes to Financial Statements (Unaudited)


1.   Basis of Presentation
     The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q.  Accordingly, they
do not include all the information and footnotes required by generally accepted
accounting principles for complete financial statements.  In the opinion of
management, all adjustments considered necessary for a fair presentation have
been made.  These adjustments are of a normal recurring nature.  Results of
operations for the six months ended June 30, 2005 are not necessarily indicative
of the results that may be expected for the year ending December 31, 2005.  For
further information, refer to the audited consolidated financial statements and
related footnotes for the Registrant's year ended December 31, 2004.
     Consolidation has resulted in the elimination of all significant inter-
company accounts and transactions.

Cash Flows
    For purposes of reporting cash flows, cash and cash equivalents include cash
on hand, amounts due from banks, federal funds sold, and interest-bearing
deposits except for time deposits.  Federal funds are purchased and sold for
one-day periods.

Per share data
     Earnings per common share are determined by dividing net income by the
weighted average number of common shares outstanding for the period, as follows:

                                                   2005               2004
     Three months ended June 30                  3,196,432          3,222,311
     Six months ended June 30                    3,201,817          3,224,838

2.   Comprehensive Income

     Comprehensive income consists of:

                                                  Six months ended June 30,
                                                   2005               2004

Net income                                    $  3,188,324       $  2,713,877
Unrealized gain (loss) on investment
  securities available for sale, net of
  income taxes                                     309,154            (91,341)
Comprehensive income                          $  3,497,478       $  2,622,536

3.   Loan commitments

     Loan commitments are agreements to lend to customers as long as there is no
violation of any conditions of the contracts.  Outstanding loan commitments and
letters of credit consist of:

                                                          June 30,
                                                   2005               2004

Loan commitments                              $ 36,185,825       $ 29,012,919
Standby letters of credit                     $  1,608,631       $  2,809,485

Page 8


Calvin B. Taylor Bankshares, Inc. and Subsidiary
Part I.   Financial Information
Item 2.   Management's Discussion and Analysis of Financial Condition and
          Results of Operations

     The following discussion contains certain forward-looking statements within
the meaning of and made pursuant to the safe harbor provisions of the Private
Litigation Securities Reform Act of 1995.

     The following discussion of the financial condition and results of
operations of the Registrant (the Company) should be read in conjunction with
the Company's financial statements and related notes and other statistical
information included elsewhere herein.

General

     Calvin B. Taylor Bankshares, Inc. (the "Company") was incorporated as a
Maryland corporation on October 31, 1995.  The Company owns all of the stock of
Calvin B. Taylor Banking Company (the "Bank"), a commercial bank that was
established in 1890 and incorporated under the laws of the State of Maryland on
December 17, 1907.  This bank operates nine banking offices in Worcester County,
Maryland and one banking office in Ocean View, Delaware.  The Bank's
administrative office is located in Berlin, Maryland.  The bank is engaged in a
general commercial and retail banking business serving individuals, businesses,
and governmental units in Worcester County, Maryland, Ocean View, Delaware, and
neighboring counties.

     The Company currently engages in no business other than owning and managing
the Bank.

Critical Accounting Policies
     The Company's financial condition and results of operations are sensitive
to accounting measurements and estimates of inherently uncertain matters.  When
applying accounting policies in areas that are subjective in nature, management
uses its best judgment to arrive at the carrying value of certain assets.  One
of the most critical accounting policies applied is related to the valuation of
the loan portfolio.  Management estimates the appropriate allowance for loan
losses, including the timing of loan charge-offs.

     The allowance for loan losses represents a reserve for potential losses in
the loan portfolio.  It is one of the most difficult and subjective judgments.
The adequacy of the allowance for loan losses is evaluated periodically based on
a review of the loan portfolio, with a particular emphasis on non-accruing, past
due, and other loans that management believes require attention.  The
determination of the reserve level relies on management's judgment about factors
affecting loan quality, current trends in delinquencies and charge-offs, and
anticipated changes in the composition and size of the portfolio.  Management
also considers external factors such as changes in the interest rate
environment, the view of the Bank's regulators, economic conditions in the
Bank's service area and beyond, and legislation that affects the banking
industry.

Financial Condition

     Total assets of the Company increased $16.6 million from December 31, 2004
to June 30, 2005.  Combined deposits and customer repurchase agreements
increased $13.7 million during the same period.  During the second quarter of

Page 9


the year, the Bank typically experiences a growth in deposits from seasonal
business customers, summer residents and tourists.

     During the first six months of 2005, the Bank's gross loan portfolio has
increased $27.8 million.  Funding for these loans was provided by growth in
deposits and a reduction of the investment portfolio.  This increase in loans
does not negatively impact the Company's ability to meet liquidity demands.

     Historically, the Company has low loan charge-offs.  Based on a review of
the consolidated loan portfolio, the Company determined that an allowance of
1.14% of gross loans was adequate as of June 30, 2005.  At December 31, 2004,
the allowance was 1.33% of gross loans.  At June 30, 2005, loans delinquent
ninety days or more totaled $562,768 or .29% of the portfolio.  At
December 31, 2004, loans delinquent ninety days or more totaled $391,676 or
..24% of the portfolio.  There were no non-accruing loans as of June 30, 2005
or December 31, 2004.

     The Company makes loans to customers located primarily in the Delmarva
region.  Although the loan portfolio is diversified, its performance will be
influenced by the economy of the region.

Liquidity

     The Company's major sources of liquidity are loan repayments, maturities of
short-term investments including federal funds sold, and increases in core
deposits.  Throughout the first quarter of the year, when the Bank typically
experiences a decline in deposits, federal funds sold and investment securities
are primary sources of liquidity.  During the second quarter of the year,
additional sources of liquidity become more readily available as business
borrowers accelerate repayment of loans, and the Bank receives seasonal
deposits.  Throughout the second and third quarters the Bank maintains a high
liquidity level.  Funds from seasonal deposits are generally invested in short-
term U.S. Treasury Bills and overnight federal funds.  Average liquid assets
(cash and amounts due from banks, interest bearing deposits in other banks,
federal funds sold, and investment securities) compared to average deposits were
61.24% for the second quarter of 2005 compared to 65.11% for the first quarter
of 2005 and 65.41% for the second quarter of 2004.  This decrease in liquidity
is primarily due to the growth of the loan portfolio and the resultant reduction
of the investment portfolio.

Results of Operations

     Net income for the three months ended June 30, 2005, was $1,687,865 or $.53
per share, compared to $1,371,093 or $.43 per share for the second quarter of
2004.  This represents an increase of $316,772 or 23.1% from the prior year.
Year to date net income has increased $474,447 or $.16 per share to $3,188,324
or $1.00 per share in 2005 from $2,713,877 or $.84 per share in 2004.  The key
components of net income are discussed in the following paragraphs.

     For the first six months of 2005 compared to 2004, net interest income
increased $791,051.  Net interest income increased $551,499 in the 2nd quarter
of 2005 compared to the 2nd quarter of 2004.  The yield on interest earning
assets increased by 52 basis points from 4.26% for 2nd quarter 2004 to 4.78% in
2005, while the quarterly yield on interest-bearing liabilities remained at .64%
for both years.  These increases are attributable to growth in the loan
portfolio and the rise of market rates that began in mid-2004.  The Company's
overnight investment in federal funds sold has repriced with the market, while
short-term debt securities are repricing more slowly.  The Company's Management
has implemented gradual increases to deposit rates.

     The Company's net interest income is one of the most important factors in
evaluating its financial performance.  Management uses interest sensitivity
analysis to determine the effect of rate changes.  Net interest income is
projected over a one-year period to determine the effect of an increase or
decrease in the prime rate of 100 basis points.  If prime were to decrease one
hundred basis points, and all assets and liabilities maturing within that period
were fully adjusted for the rate change, the Company would experience a decrease
of less than five percent in net interest income.  The sensitivity analysis does
not consider the likelihood of these rate changes nor whether management's
reaction to this rate change would be to reprice its loans or deposits.

Page 10


     No provision for loan losses was charged to expense during the first six
months of 2005 or 2004.  Net loans charged-off (recovered) were ($14,332) during
the first half of 2005 versus ($3,429) in the same period in 2004.

     For the quarter ended June 30, 2005, noninterest revenue exceeds last year
by $6,480 primarily due to increased usage of VISA debit cards.  For the first
six months of 2005, noninterest revenue exceeds last year by $16,757 also due,
primarily, to increased usage of VISA debit cards.

     For the first six months of 2005, the noninterest expense variance of
$46,361 over 2004, includes an increase in salaries and employee benefits of
$10,110.  For the 2nd quarter of 2005, the noninterest expense variance of
$46,207 over 2nd quarter 2004, includes a $38,065 increase in salaries and
benefits which relates to the timing of cash basis monthly payments for group
insurance.  Stability of personnel costs is, in part, attributable to Management
implementing a strategy to reduce the number of year-round staff and employ
more seasonal employees in the summer when the local resorts bring increased
activity to branches.  The Bank employed 98 full time equivalent employees as
of June 30, 2005.  The Bank hires seasonal employees during the summer.  The
Company has no employees other than those hired by the Bank.

     For the quarter ended June 30,2005, income taxes are $195,000 higher than
the same quarter last year, on a pre-tax income increase of $511,722.  For the
first six months of 2005, income taxes are $287,000 higher than last year, on a
pre-tax income increase of $761,447.

Plans of Operation

     The Bank offers a full range of deposit services including checking, NOW,
Money Market, and savings accounts, and time deposits including certificates of
deposit.  The transaction accounts and time certificates are tailored to the
Bank's principal market areas at rates competitive to those offered in the area.
In addition, the Bank offers certain retirement account services, such as
Individual Retirements Accounts ("IRAs").  All deposits are insured by the
Federal Deposit Insurance Corporation (the "FDIC") up to the maximum amount
allowed by law (generally, $100,000 per depositor subject to aggregation rules).
The Bank solicits these accounts from individuals, businesses, associations and
organizations, and governmental authorities.

     The Company, through the Bank, offers a full range of short- to medium-term
commercial and personal loans.  Commercial loans include both secured and
unsecured loans for working capital (including inventory and receivables),
business expansion (including acquisition of real estate and improvements), and
purchase of equipment and machinery.  Consumer loans include secured and
unsecured loans for financing automobiles, home improvements, education, and
personal investments.  The Company originates commercial and residential
mortgage loans and real estate construction and acquisition loans.  These
lending activities are subject to a variety of lending limits imposed by state
and federal law.  The Bank may not make any loans to any director or executive
officer (except for commercial loans to directors who are not officers or
employees) unless the Board of Directors of the Bank approves the loans.  The
Board of Directors must review any such loan every six months.

     Other bank services include cash management services, 24-hour ATM's, debit
cards, safe deposit boxes, travelers' checks, direct deposit of payroll and
social security, and automatic drafts.  The Bank offers bank-by-phone and
Internet banking services, including electronic bill-payment, to both commercial
and retail customers.

Page 11


Capital Resources and Adequacy

     Total stockholders' equity increased $2,747,886 from December 31, 2004 to
June 30, 2005.  This increase is attributable to comprehensive income recorded
during the period, as detailed in Note 2 of the Notes to Financial Statements,
reduced by $749,592 used to repurchase and retire 20,822 shares of the
Company's common stock.  Stock repurchases were at a price of $36.00 per share.

     Under the capital guidelines of the Federal Reserve Board and the FDIC, the
Company and Bank are currently required to maintain a minimum risk-based total
capital ratio of 8%, with at least 4% being Tier 1 capital.  Tier 1 capital
consists of stockholders' equity less accumulated other comprehensive income.
In addition, the Company and the Bank must maintain a minimum Tier 1 leverage
ratio (Tier 1 capital to total assets) of at least 4%, but this minimum ratio is
increased by 100-200 basis points for other than the highest-rated institutions.

     Tier one risk-based capital ratios of the Company as of June 30, 2005 and
December 31, 2004 were 36.9% and 41.7%, respectively.  Both are substantially
in excess of regulatory minimum requirements.


Website Access to SEC Reports

     The Bank maintains an Internet website at www.taylorbank.com.  The
Company's periodic SEC reports, including annual reports on Form 10-K, quarterly
reports on Form 10-Q, and current reports on Form 8-K, are accessible through
this website.  Access to these filings is free of charge.  The reports are
available as soon as practicable after they are filed electronically with the
SEC.


Item 3.  Quantitative and Qualitative Disclosures About Market Risk

     The Company's principal market risk exposure relates to interest rates on
interest-earning assets and interest-bearing liabilities.  Unlike most
industrial companies, the assets and liabilities of financial institutions such
as the Company and the Bank are primarily monetary in nature.  Therefore,
interest rates have a more significant effect on the Company's performance than
do the effects of changes in the general rate of inflation and change in prices.
In addition, interest rates do not necessarily move in the same direction or in
the same magnitude as the prices of goods and services. As discussed previously,
management monitors and seeks to manage the relationships between interest
sensitive assets and liabilities in order to protect against wide interest rate
fluctuations, including those resulting from inflation.

     At June 30, 2005, the Company's interest rate sensitivity, as measured by
gap analysis, showed the Company was asset-sensitive with a one-year cumulative
gap of 16.05%, as a percentage of interest-earning assets.  Generally asset-
sensitivity indicates that assets reprice more quickly than liabilities and in a
rising rate environment net interest income typically increases.  Conversely, if
interest rates decrease, net interest income would decline.  The Bank has
classified its demand mortgage and commercial loans as immediately repriceable.
Unlike loans tied to prime, these rates do not necessarily change as prime
changes since the decision to call the loans and change the rates rests with
management.

Page 12


Item 4.  Controls and procedures

     Disclosure Controls and procedures are designed and maintained by the
Company to ensure that information required to be disclosed in the Company's
publicly filed reports is recorded, processed, summarized and reported in a
timely manner.  Such information must be available to management, including the
Chief Executive Officer (CEO) and Treasurer, to allow them to make timely
decisions about required disclosures.  Even a well-designed and maintained
control system can provide only reasonable, not absolute, assurance that its
objectives are achieved.  Inherent limitations in any system of controls include
flawed judgment, errors, omissions, or intentional circumvention of controls.

     The Company's management, including the CEO and Treasurer, performed an
evaluation of the effectiveness of the design and operation of the Company's
disclosure controls and procedures as of June 30, 2005.  Based on that
evaluation, the Company's management, including the CEO and Treasurer, has
concluded that the Company's disclosure controls and procedures are effective.
The projection of an evaluation of controls to future periods is subject to the
risk that procedures may become inadequate due to changes in conditions
including the degree of compliance with procedures.

Changes in Internal Controls
     During the quarter ended on the date of this report, there were no
significant changes in the Company's internal control over financial reporting
that have had or are reasonably likely to have a material affect on the
Company's internal control over financial reporting.  As of June 30, 2005, the
Company's management, including the CEO and Treasurer, has concluded that the
Company's internal controls over financial reporting are effective.


Page 13




Calvin B. Taylor Bankshares, Inc. and Subsidiary
Part II. Other Information


Item 1   Legal Proceedings
         Not applicable

Item 2   Changes in Securities and Use of Proceeds
         (c)  The following table presents information about the Company's
             repurchase of its equity securities during the calendar quarter
             ended on the date of this Form 10-Q.

	                             (c ) Total number       (d) Maximum Number
           (a) Total    (b) Average   of Shares Purchased     of Shares that may
            Number       Price Paid   as Part of a Publicly   yet be Purchased
 Period     of Shares    per Share    Announced Program       Under the Program
 April         648         $36.00           648                    315,226
 May        15,000         $36.00        15,000                    300,226
 June          200         $36.00           200                    300,026
 Totals     15,848         $36.00        15,848

     The Company publicly announced on August 14, 2003, that it would repurchase
up to 10% of its outstanding equity stock at that time, which equated to a total
of 324,000 common shares available for repurchase.  As of January 1, 2005, this
plan was renewed, by public announcement, making up to 10% of the Company's
outstanding equity stock at that time, which equates to a total of 320,848
common shares, available for repurchase in 2005. There is no expiration date for
this program.  No other stock repurchase plan or program existed or exists
simultaneously, nor has any other plan or program expired during the period
covered by this table.  Common shares repurchased under this plan are retired.

Item 3   Defaults Upon Senior Securities
               Not applicable

Item 4   Submission of Matters to a Vote of Security Holders
         The Company held its annual meeting on May 11, 2005, during which the
         items detailed in the proxy statement dated March 15, 2005, were
         approved.  This includes the reelection of the Board of Directors.

Item 5   Other information
         Not applicable.

Item 6   Exhibits and Reports on Form 8-K
         a)  Exhibits
             2.  Proxy Statement dated March 15, 2005, is incorporated by
                 reference.
             31. Certifications of Principal Executive Officer and Principal
                 Financial Officer pursuant to Section 302 of the Sarbanes-Oxley
                 Act of 2002 are presented on pages 15 and 16, respectively.
             32. Certification of Principal Executive Officer and Principal
                 Financial Officer pursuant to Section 906 of the Sarbanes-Oxley
                 Act of 2002 is presented on page 17.
         b)  Reports on Form 8-K
             There were no reports on Form 8-K filed for the quarter ended
             June 30, 2005.

Page 14


Exhibit 31.1
Certification - Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Reese F. Cropper, Jr., certify that:
1.   I have reviewed this quarterly report on Form 10-Q of Calvin B. Taylor
     Bankshares, Inc.;
2.   Based on my knowledge, this report does not contain any untrue statement
     of a material fact or omit to state a material fact necessary to make the
     statements made, in light of the circumstances under which such statements
     were made, not misleading with respect to the period covered by this
     report;
3.   Based on my knowledge, the financial statements, and other financial
     information included in this report, fairly present in all material
     respects the financial condition, results of operations and cash flows of
     the registrant as of, and for, the periods presented in this report;
4.   The registrant's other certifying officers and I are responsible for
     establishing and maintaining disclosure controls and procedures (as
     defined in Exchange Act Rules 13a-14 and 15d-14) and internal control
     over financial reporting (as defined in Exchange Act Rules 13a-15(f)
     and 15d-15(f)) for the registrant and we have:
     a)  designed such disclosure controls and procedures, or caused such
         disclosure controls and procedures to be designed under our
         supervision, to ensure that material information relating to the
         registrant, including its consolidated subsidiary, is made known to us
         by others within those entities, particularly during the period in
         which this report is being prepared;
     b)  designed such internal control over financial reporting, or caused such
         internal control over financial reporting to be designed under our
         supervision,  to provide reasonable assurance regarding the reliability
         of financial reporting and the preparation of financial statements for
         external purposes in accordance with generally accepted accounting
         principles;
     c)  evaluated the effectiveness of the registrant's disclosure controls
         and procedures and presented in this report our conclusions about the
         effectiveness of the disclosure controls and procedures, as of the end
         of the period covered by this report based on such evaluation; and
     d)  disclosed in this report any change in the registrant's internal
         control over financial reporting  that occurred during the most recent
         fiscal quarter that has or is reasonably likely to materially affect
         the registrant's internal control over financial reporting; and
5.   The registrant's other certifying officers and I have disclosed, based on
     our most recent evaluation of internal control over financial reporting,
     to the registrant's auditors and the audit committee of the registrant's
     board of directors (or persons performing the equivalent function):
     a)  all significant deficiencies and material weaknesses in the design or
         operation of internal control over financial reporting which are
         reasonably likely to adversely affect the registrant's ability to
         record, process, summarize and report financial information; and
     b)  any fraud, whether or not material, that involves management or other
         employees who have a significant role in the registrant's internal
         control over financial reporting.

                                              Calvin B. Taylor Bankshares, Inc.

Date:  August 5, 2005_______                  By:/s/  Reese F. Cropper, Jr.
                                              Reese F. Cropper, Jr.
                                              Chairman & Chief Executive Officer


Page 15


Exhibit 31.2
Certification - Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Jennifer G. Hawkins, certify that:
1.   I have reviewed this quarterly report on Form 10-Q of Calvin B. Taylor
     Bankshares, Inc.;
2.   Based on my knowledge, this report does not contain any untrue statement
     of a material fact or omit to state a material fact necessary to make the
     statements made, in light of the circumstances under which such statements
     were made, not misleading with respect to the period covered by this
     report;
3.   Based on my knowledge, the financial statements, and other financial
     information included in this report, fairly present in all material
     respects the financial condition, results of operations and cash flows of
     the registrant as of, and for, the periods presented in this report;
4.   The registrant's other certifying officers and I are responsible for
     establishing and maintaining disclosure controls and procedures (as
     defined in Exchange Act Rules 13a-14 and 15d-14) and internal control
     over financial reporting (as defined in Exchange Act Rules 13a-15(f)
     and 15d-15(f)) for the registrant and we have:
     a)  designed such disclosure controls and procedures, or caused such
         disclosure controls and procedures to be designed under our
         supervision, to ensure that material information relating to the
         registrant, including its consolidated subsidiary, is made known to us
         by others within those entities, particularly during the period in
         which this report is being prepared;
     b)  designed such internal control over financial reporting, or caused such
         internal control over financial reporting to be designed under our
         supervision,  to provide reasonable assurance regarding the reliability
         of financial reporting and the preparation of financial statements for
         external purposes in accordance with generally accepted accounting
         principles;
     c)  evaluated the effectiveness of the registrant's disclosure controls
         and procedures and presented in this report our conclusions about the
         effectiveness of the disclosure controls and procedures, as of the end
         of the period covered by this report based on such evaluation; and
     d)  disclosed in this report any change in the registrant's internal
         control over financial reporting  that occurred during the most recent
         fiscal quarter that has or is reasonably likely to materially affect
         the registrant's internal control over financial reporting; and
5.   The registrant's other certifying officers and I have disclosed, based on
     our most recent evaluation of internal control over financial reporting,
     to the registrant's auditors and the audit committee of the registrant's
     board of directors (or persons performing the equivalent function):
     a)  all significant deficiencies and material weaknesses in the design or
         operation of internal control over financial reporting which are
         reasonably likely to adversely affect the registrant's ability to
         record, process, summarize and report financial information; and
     b)  any fraud, whether or not material, that involves management or other
         employees who have a significant role in the registrant's internal
         control over financial reporting.

                                              Calvin B. Taylor Bankshares, Inc.


Date:  August 5, 2005_______                  By:/s/  Jennifer G. Hawkins
                                              Jennifer G. Hawkins
                                              Treasurer
                                              (Principal Financial Officer)

Page 16


Exhibit 32 - Pursuant to 18 U.S.C. 1350
(Section 906 of the Sarbanes-Oxley Act of 2002)

     We, the undersigned, certify that to the best of our knowledge, based upon
a review of the Quarterly Report on Form 10-Q for the period ended June 30,
2005 of the Registrant (the "Report"):

(1)  The Report fully complies with the requirements of Section 13(a) or 15(d)
     of the Securities Exchange Act of 1934, as amended; and

(2)  The information contained in the Report fairly presents, in all material
     respects, the financial condition and results of operations of the
     Registrant.


                                              Calvin B. Taylor Bankshares, Inc.


Date:  August 5, 2005_______                  By:/s/  Reese F. Cropper, Jr.
                                              Reese F. Cropper, Jr.
                                              Chairman & Chief Executive Officer




Date:  August 5, 2005_______                  By:/s/  Jennifer G. Hawkins
                                              Jennifer G. Hawkins
                                              Treasurer
                                              (Principal Financial Officer)

Page 17




SIGNATURES

     Pursuant to the requirements of Section 13(a) or 15(d) of the Securities
Exchange Act of 1934, as amended, the Registrant has duly caused this report
to be signed on its behalf by the undersigned, thereunto duly authorized.



                                              Calvin B. Taylor Bankshares, Inc.




Date:  August 5, 2005_______                  By:/s/  Reese F. Cropper, Jr.
                                              Reese F. Cropper, Jr.
                                              Chairman & Chief Executive Officer



Date:  August 5, 2005_______                  By:/s/  Jennifer G. Hawkins
                                              Jennifer G. Hawkins
                                              Treasurer
                                              (Principal Financial Officer)

Page 18