SECURITIES AND EXCHANGE COMMISSION
Washington,  DC  20549

FORM 10-QSB

(Mark One)

[X]	QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES 
EXCHANGE ACT OF 1934 

          For the quarter ended September 30, 1997

[ ]	TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES AND 
EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM 
__________________ TO _________________

Commission File Number:  0001003986

CALVIN B. TAYLOR BANKSHARES, INC.
(Exact name of issuer as specified in its charter)

                                      Maryland                               
      	                 52-1948274              
State or other jurisdiction of incorporation or organization	(I.R.S. Employer
 Identification 	
								  No.)

   24 North Main Street,  Berlin,  Maryland  21811   
(Address of principal executive offices and zip code)

       (410) 641-1700       
(Issuer's telephone number)





Check whether the issuer (1) filed all reports required to be filed by
 Section 13
 or 15(d) of the 
Exchange Act during the past 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 ________


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

The registrant has 810,000 shares of common stock ($1.00 par) outstanding as
of October 31, 1997.


Transitional Small business Disclosure Format (check one)  Yes______  NO   X   





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


Part I  -	Financial Information							            Page

	Item 1	Financial Statements
		Consolidated Statements of Condition        					3
		Consolidated Statements of Income					          	4
		Consolidated Statements of Cash Flows				       	5
		Notes to Financial Statements				              		6
	Item 2	Management's Discussion and
 Analysis of Financial Condition and
	Results of Operation						                       7-8

Part II -	Other Information
	Item 1	Legal Proceedings                   							9
	Item 2	Changes in Securities						               	9
	Item 3	Defaults Upon Senior Securities					      	9
	Item 4	Submission of Matters to
 a Vote of Security Holders                    				9
	Item 5	Other Information						                   	9
	Item 6	Exhibits and Reports on Form 8-K					     	9




























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Calvin B. Taylor Bankshares, Inc. and Subsidiary
Part I - Financial Information
Consolidated Statements of Condition 
(unaudited)
Calvin B. Taylor Bankshares, Inc. and Subsidiary


					September 30,		December 31, 
					1997			1996
Assets
Cash and due from banks 	                      		$ 10,829,957		$ 9,802,923 
Federal funds sold 			                             22,280,403		 14,000,000 
Interest-bearing deposits			                        1,229,000    1,423,000 
Investment securities available for sale	           2,406,176	   2,360,400 
Investment securities held to maturity
(approximate fair value of $67,160,054
 and $62,789,427)			                               66,969,689		 62,610,242 
Loans, less allowance for credit losses
of $2,058,567 and $2,040,475    		                146,624,077  149,059,660 
Premises and equipment			                           4,175,505    3,500,851 
Accrued interest income			                           1,495,209   1,626,619 
Intangible assets            			                        34,491      66,812 
Deferred income taxes                       	          151,079     154,323 
Other assets     				                                  103,071      36,135 
				                                             $ 256,298,657$244,640,965 

Liabilities and Stockholders' Equity

Deposits
  Noninterest-bearing                      			$  36,152,266 $  31,837,470 
  Interest-bearing				                          176,981,133   172,460,336 
    					                                       213,133,399   204,297,806 
Accrued interest payable   			                      429,609		     428,451 
Accrued income taxes			                              99,764	       81,197 
Obligation under capital lease		                     61,720		     126,611 
Other liabilities     			                             4,874         7,827 
    				                                     	  213,729,366   204,941,892 

Stockholders' equity
  Common stock, par value $1 per share 
   authorized 2,000,000 shares, issued and 
   outstanding 810,000 shares		                     810,000 	     810,000 
  Capital surplus     			                        17,290,000  		17,290,000 
  Retained earnings			                           24,215,568   	21,372,763 
					                                            42,315,568  		39,472,763 
  Net unrealized gain on securities
   available for sale
         					                                      253,723		     226,310 
					                                            42,569,291    39,699,073 
 				                                         $ 256,298,657 $ 244,640,965 




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

                               				For the three months  For the nine months
                                          ended                 ended        
				                              	September 30,		      	September 30,
			                              	1997    	  	1996	     1997       	1996
Interest and dividend revenue
  Loans, including fees 	      	$ 3,193,087 $ 3,129,303 $ 9,607,249 $9,151,999 
  U.S. Treasury securities          740,258     738,112   2,005,109  1,794,116 
  State and municipal securities    115,465     151,648     386,140    396,276 
  Federal funds sold    		          454,173     398,911     909,664  1,035,448 
  Deposits with banks   		           17,345      21,505      51,735     74,244 
  Equity securities    		             3,322       3,234       9,878      9,636 
  Total interest and
  dividend revenue                4,523,650   4,442,713  12,969,775 12,461,719 

Interest expense
  Deposit interest 			            1,534,663   1,554,252   4,424,169  4,548,917 
  Other  	                           -           -            1,829      3,798 
Total interest expense		          1,534,663   1,554,252   4,425,998  4,552,715 

   Net interest income            2,988,987   2,888,461   8,543,777  7,909,004 

Provision for credit losses          -           25,000      25,000    50,000
      
Net interest income after
   provision for credit losses    2,988,987   2,863,461   8,518,777  7,859,004 

Other operating revenue
  Service charges
  on deposit accounts               155,407     136,643     452,771    412,182 
  Miscellaneous revenue    	         73,630      72,575     210,725    192,718 
   Total other operating revenue    229,037     209,218     663,496    604,900 

Other expenses
  Salaries and employee benefits    638,798     598,455   2,039,343  1,901,056 
  Occupancy 			                     156,851     138,703     370,152    330,118 
  Furniture and equipment   	        6             	        279,563    265,370 
  Other operating       		          301,488     316,902     809,046    758,107 
    Total other expenses  		      1,161,907   1,109,076   3,498,104  3,254,651 

Income before income taxes	       2,056,117   1,963,603   5,684,169  5,209,253 
Income taxes   			                  704,023     701,788   2,031,365  1,859,668 

Net income                  			$  1,352,094  1,261,815	   3,652,804  3,349,585 

Earnings per common share 	    $       1.67       1.56 	       4.51       4.14 






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

                                         							Nine Months Ended
					                                   	September 30,	     	September 30,
					                                       	1997             			1996
Cash flows from operating activities
  Interest received 	            	    	$ 12,803,403     	 	$ 12,245,519 
  Other revenue received				                613,425 		          604,900 
  Cash paid for operating expenses       (3,243,010)		       (3,003,802)
  Interest paid					                     (4,424,840)		       (4,564,631)
  Taxes paid     					                   (2,026,802)         (2,390,158)
   						                                 3,722,176           2,891,828 

Cash flows from investing activities
 Cash paid for premises, equipment,
 intangibles, and construction
 in progress			                            (917,244)		         (440,974)
  Net customer loans repaid (advanced     2,410,583		        (9,344,780)
  Redemption of matured securities			    27,672,000	         36,615,000 
  Investment in securities				          (31,734,780)	       (49,909,702)
  Redemption of certificates,
  net of purchases           	              194,000  	          491,000 
    						                               (2,375,441)   	    (22,589,456)

Cash flows from financing activities
  Net change in customer deposits	        8,835,593   		     15,731,222 
  Payment on capital lease				              (64,891)	           (66,923)
  Dividends paid					                      (810,000) 	         (810,000)
                              						      7,960,702    	     14,854,299 

Net increase (decrease) in cash  			      9,307,437   	      (4,843,329)
Cash and equivalents at
beginning of period                 	    23,802,923          42,028,482 
Cash and equivalents at end of period    33,110,360 		       37,185,153 

Reconciliation of net income
to net cash provided
from operating activities
Net income 				                         $ 3,652,804		      $  3,349,585 

Adjustments 
 Depreciation and amortization    		        256,307 	           247,361 
 Loss on sale of securities 			                   -         		        -   
 Deferred tax provision     			             (14,004)                  -   
 Provision for loan losses       			         25,000	             50,000 
 Security discount accretion,
 net of premium amortization				    	      (297,782)	          (245,921)
 Decrease (increase) in accrued
 interest receivable and other assets        83,079	             29,721 
 Increase (decrease) in accrued interest
 payable and other liabilities    		         16,772  	         (538,918)
                   					           $      3,722,176    $      2,891,828 

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

1.	Basis of Presentation

		The accompanying unaudited condensed financial statements have been
 prepared in accordance with generally accepted accounting principles for the
 interim financial information and with the instructions to Form 10-QSB and
 Regulation S-X of the Securities and Exchange Commission.  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 (consisting of normal recurring
 accruals) considered necessary for a fair presentation have been included. 
 Operating results of the quarters and nine months ended September 30, 1997
 and 1996 are not necessarily indicative of the results that may be expected
 for the years ending December 31, 1997 and 1996.  For further information,
 refer to the financial statements and footnotes thereto for the Registrant's
 fiscal period ended December 31, 1996.

2.	New Accounting Principles

		During the first quarter of 1997, the Company adopted Financial Accounting
 Standards Board Statement No. 125 "Accounting for Transfers and Servicing 
 of  Financial Assets and Extinguishments of Liabilities."  Under this
 principle, financial assets are recognized based on the assets the Company
 controls and removed from the balance sheet when control is surrendered.
 Liabilities are recorded when incurred.

3.	Cash Flows

	For purposes of reporting cash flows, cash and cash equivalents include
cash on hand, amounts due from banks and overnight investments in federal
funds sold.



















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Calvin B. Taylor Bankshares, Inc. and Subsidiary
Part I Financial Information
Item 2.  Management's Discussion and Analysis or Plan of Operation.

	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
 	The Company was incorporated in Maryland on October 31, 1995.  The Company
 was organized to become a bank holding company and to own and control all of
 the capital stock of aMaryland state bank with the name Calvin B. Taylor
 Banking Company (the "Bank").  Final regulatory and stockholder approval,
 to exchange the outstanding shares of the Bank for shares of the Company,
 was received in February, 1996.

 	The Bank was established in 1890 and incorporated in 1907.  The Company
 currently engages in no business other than owning and managing the Bank.
 It is seeking regulatory approval to charter a second bank in the state
 of Delaware.

 Financial Condition, Liquidity and Sources of Capital
	The major sources of liquidity of the Company arise from loan repayments,
 short-term investments, including federal funds sold, and an increase in
 core deposits.  During the first quarter of the year, the Company's
 liquidity declines as businesses in the trade area of the Bank borrow funds
 to buy stock for the Summer tourist season.  The Bank typically experiences
 a decline in deposits since these businesses are using their deposits to
 meet their cash flow needs.  Generally, this situation reverses during the
 second quarter of the year as the businesses start repaying loans, and the
 Bank receives seasonal deposits from tourists and Summer residents.
 Throughout the second and third quarters the Bank maintains its high
 liquidity level.  Funds from seasonal deposits are invested in short-term
 U.S. Treasury Bills and 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
39.76% for the third quarter of 1997 compared to 41.30% for the second
quarter of 1997 and 48.29% for the third quarter of 1996.  Management 
considers the liquidity level is adequate. At September 30, 1997, the
Company's interest rate sensitivity, as measured by gap analysis, showed the
Company was asset-sensitive with a one-year cumulative gap, as a percentage of 
interest-earning assets, of 16.89%.  Generally asset-sensitivity indicates
that assets reprice quicker than liabilities and in a rising rate environment
net interest income typically increases.
  Conversely, if interest rates decrease, net interest income would decline.
The Company 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 the Company.  

	The leverage ratios of the Bank, based on average assets for the quarters
ended September 30, 1997 and 1996 were 16.45% and 16.09%, respectively.  Both
are substantially in excess of regulatory minimum requirements. 

Results and Plan of Operation
	Net income for the three months ended September 30, 1997, was $1,352,094, or
$1.67 per share, compared to $1,261,815, or $1.56 per share, for the three
months ended September 30, 1996 which contributed to the year to date
increase in net income of $303,219 from $3,349,585 or $4.14 per share in 1996
to $3,652,804 or $4.51 in 1997.  The primary reason net income increased is
from an increase in net interest income as funds have shifted from lower
yielding investments to loans. 

Results and Plan of Operation (continued)

 The Bank reviewed its loan portfolio and determined the allowance, at 1.39%
of gross loans, was adequate at September 30, 1997.  At December 31, 1996,
the allowance was 1.35% of gross loans.  At September 30, 1997, no loans were
nonaccruing, and only .19% of the portfolio was delinquent ninety days or
more.

	The Bank employed ninety three full time equivalent employees during the
third quarter of 1997.  The Bank expects to maintain this level through the
fourth quarter. The Company has no employees outside those hired by the Bank.

	The Bank conducts a general commercial banking business in its service area,
of Worcester County emphasizing the banking needs of individuals and
small- to medium-sized businesses and professional concerns.  The Bank offers
a full range of deposit services that are typically available in most banks
and savings and loan associations, including checking accounts, NOW accounts,
savings accounts and other time deposits of various types ranging from daily
money market accounts to longer-term certificates of deposit.

	The Bank also offers a full range of short- to medium-term commercial and
personal loans. The Bank also originates demand mortgage loans and real
estate construction and acquisition loans. Loans originated to date are
anticipated to be held in the Bank's portfolio.  Other bank services include
cash management services, safe deposit boxes, travelers checks, direct
deposit of payroll and social security checks, and automatic drafts for
various accounts.  The Bank is associated with the MAC network of automated
teller machines that may be used by Bank customers throughout Maryland and
other regions.  The Bank offers MasterCard and VISA credit card services
through a correspondent bank as an agent for the Bank.

	During the second quarter of 1996, the Company purchased land in Delaware.
During the first quarter of 1997, the Company exercised an option on a second
Delaware location. The Company plans to start a Delaware bank which it
expects to open in early 1998.  Plans for this expansion are in the
preliminary stages.  The Company cannot assure its success in entering
Delaware.  If unsuccessful, the Company will sell all land held in Delaware.






















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


Item 1	Legal Proceedings
	Not applicable

Item 2	Changes in Securities
	Not applicable

Item 3	Defaults Upon Senior Securities
	Not applicable

Item 4	Submission of Matters to a Vote of Security Holders
	Not applicable

Item 5	Other information
	Not applicable.

Item 6	Exhibits and Reports on Form 8-K
	a)	Exhibits
      2.  Proxy Statement dated December 26, 1996 is incorporated by reference.
	b)	Reports on Form 8-K
		There were no reports on Form 8-K filed for the quarter 
ended September 30, 1997.






















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SIGNATURES

	Pursuant to the requirements of Section 13 or 15(d) 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.



		Calvin B. Taylor Bankshares, Inc. 







Date: _________________	By:    /s/  Reese F. Cropper, Jr.   
			Reese F. Cropper, Jr.
			President and CEO



Date: _________________	By:     /s/  William H. Mitchell    
			William H. Mitchell
			Chief Financial Officer
























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