**SECURITIES
      AND EXCHANGE COMMISSION**


Washington,
      D.C. 20549





**FORM
      10-K/A**


**(Amendment
      No. 1)**





x
      Annual report pursuant
      to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal
      year ended December 31, 2006 or





o
      Transition report
      pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for
      the
      transition period from  to  .





**Commission
      file number:**  **0-24047**





**GLEN
      BURNIE BANCORP**


(Exact
      name of registrant as specified in its charter)





MARYLAND
            
            52-1782444(State
                or other jurisdiction
            
            (I.R.S.
                Employerof
                incorporation or organization)
            
            Identification
                No.)101
                Crain Highway, S.E., Glen Burnie, Maryland
            
            21061(Address
                of principal executive offices)
            
            (Zip
                Code)Registrant’s
                telephone number, including area code
            
            (410)
                766-3300





Securities
      registered pursuant to Section 12(b) of the Act:





Title
                of Class
            
            Name
                of Each Exchange on Which RegisteredNone
            
            None





Securities
      registered pursuant to Section 12(g) of the Act:





Title
      of Class


**Common
      Stock, $1.00 par value**


**Common
      Stock Purchase Rights**





Indicate
      by check mark if the registrant is a well-known seasoned issuer, as defined
      in
      Rule 405 of the Securities Act.


Yes o No
x





Indicate
      by check mark if the registrant is not required to file reports pursuant to
      Section 13 or 15(d) of the Act.


**Yes**o **No**x





Indicate
      by check mark whether the registrant: (1) has filed all reports required to
      be
      filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
      the
      preceding 12 months (or for 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
o





Indicate
      by check mark if disclosure of delinquent filers pursuant to Item 405 of
      Regulation S-K is not contained herein, and will not be contained, to the best
      of registrant’s knowledge, in definitive proxy or information statement
      incorporated by reference in Part III of this Form 10-K or any amendment to
      this
      Form 10-K. x





Indicate
      by check mark if the registrant is a large accelerated filer, an accelerated
      filer, or a non-accelerated filer. See definition of “accelerated filer and
      large accelerated filer” in Rule 12b-2 of the Exchange Act.


Large
      Accelerated Filer o Accelerated
      Filer o Non-Accelerated
      Filer x





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act).


Yes
o No
x





The
      aggregate market value of the voting stock held by non-affiliates of the
      registrant as of February 6, 2007 was $35,666,554.





The
      number of shares of common stock outstanding as of February 6, 2007 was
      2,484,673.





DOCUMENTS
      INCORPORATED BY REFERENCE





To
      the
      extent specified, Part III of this Form 10-K incorporates information by
      reference to the Registrant’s definitive proxy statement for its 2007 Annual
      Meeting of Shareholders (to be filed).





The
      Registrant hereby amends Item 5 of its Annual Report on Form 10-K for the fiscal
      year ended December 31, 2006, which was filed with the Commission on March
      9,
      2007.





**PART
      II**





**ITEM
                5****.**
            **MARKET
                FOR THE REGISTRANT’S COMMON EQUITY, RELATED
                STOCKHOLDER********MATTERS
                AND ISSUER PURCHASES OF EQUITY
                SECURITIES**





**Market
      for Common Stock**





The
      Common Stock is traded on the Nasdaq SmallCap Market under the symbol “GLBZ”. As
      of February 22, 2007, there were 476 record holders of the Common Stock. The
      closing price for the Common Stock on that date was $17.50. A 20% stock dividend
      was paid on January 23, 2006 to stockholders’ of record on January 9,
      2006.





The
      following table sets forth the high and low sales prices for the Common Stock
      for each full quarterly period during 2006 and 2005 as reported by Nasdaq.
      The
      quotations represent prices between dealers and do not reflect the retailer
      markups, markdowns or commissions, and may not represent actual transactions.
      Also shown are dividends declared per share for these periods. The 2005 market
      prices have been adjusted to reflect the 20% stock dividend paid on January
      23,
      2006.





2006
            
            2005Quarter
                Ended
            
            High
            
            Low
            
            Dividends
            
            High
            
            Low
            
            DividendsMarch
                31,
            
            $
            17.61
            
            $
            16.42
            
            $
            0.12
            
            $
            19.44
            
            $
            16.80
            
            $
            0.10June
                30,
            
            
            17.22
            
            
            16.32
            
            
            0.12
            
            
            17.58
            
            
            15.20
            
            
            0.10September
                30
            
            
            17.49
            
            
            16.49
            
            
            0.12
            
            
            17.04
            
            
            16.11
            
            
            0.12December
                31
            
            
            17.25
            
            
            17.00
            
            
            0.18
            
            
            17.54
            
            
            14.40
            
            
            0.17





A
      regular
      dividend of $0.12 and a bonus dividend of $0.06 were declared for stockholders’
of record on December 29, 2006, payable on January 8, 2007 and January 11,
      2007,
      respectively.





The
      Company intends to pay dividends approximating forty percent (40%) of its
      profits for each quarter. However, dividends remain subject to declaration
      by
      the Board of Directors in its sole discretion and there can be no assurance
      that
      the Company will be legally or financially able to make such payments. Payment
      of dividends may be limited by federal and state regulations which impose
      general restrictions on a bank’s and bank holding company’s right to pay
      dividends (or to make loans or advances to affiliates which could be used to
      pay
      dividends). Generally, dividend payments are prohibited unless a bank or bank
      holding company has sufficient net (or retained) earnings and capital as
      determined by its regulators. See “ Item
      1. Business -
      Supervision and Regulation - Regulation of the Company - Dividends and
      Distributions” and “ Item
      1. Business --
      Supervision and Regulation - Regulation of the Bank - Dividend Limitations.” The
      Company does not believe that those restrictions will materially limit its
      ability to pay dividends.





**Performance
      Graph**





The
      following graph compares the cumulative total return on the Common Stock during
      the five years ended December 31, 2006 with that of a broad market index (Nasdaq
      Composite), and a peer group consisting of publicly traded Maryland, Virginia
      and District of Columbia commercial banks with total assets between $200 million
      and $500 million (“Peer Group”). The Peer Group is comprised of Benchmark
      Bankshares, Inc., BOE Financial Services of Virginia, Inc., Central Virginia
      Bankshares, Inc., First National Corporation, Millennium Bankshares Corporation,
      Shore Financial Corporation, Abigail Adams National Bancorp, Inc., andCarrollton
      Bancorp.The
      graph
      assumes $100 was invested on December 31, 2001 in the Common Stock and in each
      of the indices and assumes reinvestment of dividends. The following information
      shall not be deemed to be “soliciting material” or to be “filed” with the SEC or
      subject to Regulation 14A under the Exchange Act or to the liabilities of
      Section 18 of the Exchange Act, except to the extent that the Company
      specifically incorporates it by reference into a later filing with the
      SEC.

















**Total
                Return Analysis**12/31/2001
            
            12/31/2002
            
            12/31/2003
            
            12/31/2004
            
            12/31/2005
            
            12/31/2006**Glen
                Burnie Bancorp**
            
            **$**
            **100.00**
            
            **$**
            **130.89**
            
            **$**
            **227.22**
            
            **$**
            **220.46**
            
            **$**
            **199.44**
            
            **$**
            **195.90****Peer
                Group**
            
            **$**
            **100.00**
            
            **$**
            **116.16**
            
            **$**
            **159.09**
            
            **$**
            **182.14**
            
            **$**
            **166.73**
            
            **$**
            **172.53****Nasdaq
                Composite**
            
            **$**
            **100.00**
            
            **$**
            **68.76**
            
            **$**
            **103.68**
            
            **$**
            **113.18**
            
            **$**
            **115.57**
            
            **$**
            **127.58**Source:
                Zacks Investment Research.








**PART
      IV**





**ITEM
      15****.****EXHIBITS
      AND FINANCIAL STATEMENT SCHEDULES**





**(a)
      3. Exhibits required to be filed by Item 601 of Regulation
      S-K.**




Exhibit
      No.


31.1  Rule
      15d-14(a) Certification of Chief Executive Officer


31.2  Rule 15d-14(a) Certification of Chief Financial Officer


32.1  Section 1350
      Certifications





**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.





GLEN
                BURNIE BANCORPMarch
                29, 2007
            By:/s/ F. William Kuethe,
                Jr.F. William Kuethe, Jr.President and Chief Executive
                Officer