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 March 31, 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 of incorporation)					(I.R.S. Employer 
Identification No.)

24 North Main Street,  Berlin,  Maryland  21811
(Address of principal executive offices

      (410) 641-1700     
(Issuers telephone number)

                                           Not Applicable                      
(Former name, former address and former fiscal year, if changed since 
last report)


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 issuers 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 May 7, 1997.


Transitional Small Business Disclosure Format (check one) YES        	          
NO    X  

-1-


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	Managements 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




























-2-
Calvin B. Taylor Bankshares, Inc. and 
Subsidiary




Part I - Financial Information




Consolidated Statements of Condition 
(unaudited)















March 31,

 December 
31, 


1997

1996

Assets




Cash and due from banks
 $   
11,007,194 

 $     
9,802,923 

Federal funds sold
      
15,755,609 

      
14,000,000 

Interest-bearing deposits
       
1,229,000 

       
1,423,000 

Investment securities available for sale
       
2,247,660 

       
2,360,400 

Investment securities held to maturity




  (approximate fair value of $52,086,907




   and $62,789,427)
      
52,041,234 

      
62,610,242 

Loans, less allowance for credit losses




  of $2,042,025 and $2,040,475
    
152,157,127 

    
149,059,660 

Premises and equipment
       
3,936,690 

       
3,500,851 

Accrued interest income
       
1,439,832 

       
1,626,619 

Intangible assets
            
39,764 

            
66,812 

Deferred income taxes
          
197,894 

          
154,323 

Other assets
            
77,929 

            
36,135 


 $ 
240,129,933 

 $ 
244,640,965 






Liabilities and Stockholders' Equity




Deposits




  Noninterest-bearing
 $   
31,541,927 

 $   
31,837,470 

  Interest-bearing
    
166,596,347 

    
172,460,336 


    
198,138,274 

    
204,297,806 

Accrued interest payable
          
406,417 

          
428,451 

Accrued income taxes
          
639,651 

            
81,197 

Obligation under capital lease
          
126,611 

          
126,611 

Other liabilities
              
5,083 

              
7,827 


    
199,316,036 

    
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
      
22,556,836 

      
21,372,763 


      
40,656,836 

      
39,472,763 

  Net unrealized gain on securities




   available for sale
          
157,061 

          
226,310 


      
40,813,897 

      
39,699,073 


 $ 
240,129,933 

 $ 
244,640,965 





















-3-






Calvin B. Taylor Bankshares, Inc. and Subsidiary





Consolidated Statements of Income (unaudited)













For the three months 
ended





March 31,





1997

1996

Interest and dividend revenue





  Loans, including fees

 $  
3,162,369 

 $  
2,936,094 

  U.S. Treasury securities

       
659,099 

       
597,284 

  State and municipal securities

       
147,360 

       
103,542 

  Federal funds sold 

       
205,274 

       
364,745 

  Deposits with banks

         
17,961 

         
27,211 

  Equity securities

           
3,234 

           
3,168 

          Total interest and 
dividend revenue

     
4,195,297 

     
4,032,044 







Interest expense





  Deposit interest

     
1,451,139 

     
1,513,065 

  Other

                
-   

           
3,798 

          Total interest expense

     
1,451,139 

     
1,516,863 







          Net interest income

     
2,744,158 

     
2,515,181 







Provision for credit losses

                
-   

                
-   

          Net interest income 
after





            provision for credit 
losses

     
2,744,158 

     
2,515,181 







Other operating revenue





  Service charges on deposit 
accounts

       
140,993 

       
128,627 

  Miscellaneous revenue

         
41,527 

         
36,899 

          Total other operating 
revenue

       
182,520 

       
165,526 







Other expenses





  Salaries and employee benefits

       
625,721 

       
605,793 

  Occupancy

         
99,207 

       
102,348 

  Furniture and equipment

       
153,059 

       
156,593 

  Other operating

       
228,128 

       
213,714 

          Total other expenses

     
1,106,115 

     
1,078,448 







Income before income taxes

     
1,820,563 

     
1,602,259 

Income taxes

       
636,490 

       
590,429 







Net income

 $  
1,184,073 

 $  
1,011,830 







Earnings per common share

 $          
1.46 

 $          
1.25 
































  -4-





Calvin B. Taylor Bankshares, Inc. and Subsidiary




Consolidated Statements of Cash Flows (unaudited)










Three Months Ended




March 31, 

March 31, 


1997

1996

Cash flows from operating activities




  Interest received
 $      
4,269,012 

 $      
3,948,666 

  Other revenue received
166,363 

181,857 

  Cash paid for operating expenses
(1,023,787)

(1,026,037)

  Interest paid
(1,473,173)

(1,521,431)

  Taxes paid
            
(81,197)

          
(594,597)


        
1,857,218 

           
988,458 

Cash flows from investing activities




  Cash paid for premises, equipment, intangibles,




    and construction in progress
(516,339)

(49,703)

  Net loans to customers
(3,097,467)

(3,667,329)

  Redemption of matured securities
10,682,000 

9,325,000 

  Investment in securities
0 

(4,169,061)

  Redemption of certificates, net of purchases
           
194,000 

           
293,000 


        
7,262,194 

        
1,731,907 

Cash flows from financing activities




  Net change in customer deposits
(6,159,532)

(9,811,817)

  Payment on capital lease
0 

(66,923)

  Dividends paid
                    
-   

                    
-   


       
(6,159,532)

       
(9,878,740)






Net increase (decrease) in cash
        
2,959,880 

       
(7,158,375)

Cash and equivalents at beginning of period
       
23,802,923 

       
42,028,482 

Cash and equivalents at end of period
 $    
26,762,803 

 $    
34,870,107 






Reconciliation of net income to net cash provided




  from operating activities




  Net income
 $      
1,185,993 

 $      
1,011,830 

  Adjustments 




    Depreciation and amortization
85,072 

82,036 

    Loss on sale of securities
                    
-   

                    
-   

    Deferred tax provision
                    
-   

                    
-   

    Provision for loan losses
                    
-   

                    
-   

    Security discount accretion, net of premium




      amortization
(113,072)

(73,440)

    Decrease (increase) in accrued interest




      receivable and other assets
165,549 

(23,688)

    Increase (decrease) in accrued interest




      payable and other liabilities
           
533,676 

              
(8,280)


 $      
1,857,218 

 $        
988,458 






























































 -5-    




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 ended March 31, 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.



















-6-
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 a Maryland 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 stockholder 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 
Companys 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 form banks, 
interest bearing deposits in other banks, federal funds sold, and 
investment securities) compared to average deposits were 42.71% for the 
first quarter of 1997 compared to a rate of 46.19% for the first quarter 
of 1996.

	At March 31, 1997, the Banks interest rate sensitivity, as 
measured by gap analysis, showed the Bank was asset-sensitive with a 
one-year cumulative gap, as a percentage of interest-earning assets, of 
14.88%.  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 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.  

	The leverage ratios of the Bank, based on average assets for the 
quarters ended March 31, 1997 and 1996 were 17.63% and 17.06%, 
respectively.  Both are substantially in excess of regulatory minimum 
requirements. 

Results and Plan of Operation

	Net income for the three months ended March 31, 1997, was 
$1,185,993, or $1.46 per share, compared to $1,011,830, or $1.25 per 
share, for the first quarter of 1996. The primary reason net income 
increased is from an increase in net interest income as a result of 
increased loan volume.


-7-
Results and Plan of Operation (continued)

	The Bank reviewed its loan portfolio and determined the allowance, 
at 1.32% of gross loans, was adequate at March 31, 1997.  At December 
31, 1996, the allowance was 1.35% of gross loans.  At March 31, 1997, 
there were no nonaccruing loans and only .18% of the portfolio was 
delinquent ninety days or more.

	The Bank employed ninety one full time equivalent employees during 
the first quarter of 1997.  The Bank hires seasonal employees during the 
summer.  The Company employs 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 late 1997 or 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.  The Company also has an 
option to purchase property in Pocomoke, Maryland.



















-8-
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
	No matters were submitted to stockholders during the first 
quarter of 1997.

Item 5	Other information
	Not applicable.

Item 6	Exhibits and Reports on Form 8-K
	a)	Exhibits
                           2.  Proxy Statements/Prospectus dated 
December 26, 1995 is incorporated by 	reference.

	b)	Reports on Form 8-K
		There were no reports on Form 8-K filed for the quarter 
ended March 31, 1997.
























-9-
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.