##### Table of Contents

---

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

---

FORM
10-Q

---

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

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2003

Commission File Number: 001-14319

---

RESOURCE BANKSHARES CORPORATION

(Exact name of Registrant as specified in its charter)

---

| | Virginia(State or other jurisdiction ofincorporation or organization) |  | 54-1904386(I.R.S. Employer Identification No.) | 
| | --------------------------------------------------------------------- |  | ---------------------------------------------- | 

| | 3720 Virginia Beach Blvd., Virginia Beach, VA(Address of principal executive offices) |  | 23452(Zip Code) | 
| | ------------------------------------------------------------------------------------- |  | --------------- | 

(757) 463-2265(Registrants telephone number,including
area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 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 o

Indicate by check mark whether the registrant is an accelerated file (as defined in Rule 12b-2 of the Exchange Act) Yes o No x

At March 31, 2003, 3,979,167 shares of Resource Bankshares Corporations common stock, $1.50 par value, were outstanding.

---





---

##### Table of Contents



RESOURCE BANKSHARES CORPORATIONFORM 10-QMARCH 31, 2003

INDEX



|         |  |                       |  |                                                                                       |   
|-------- |  | --------------------- |  | ------------------------------------------------------------------------------------- | --
|         |  |                       |  |                                                                                       |   
|PART I.  |  | FINANCIAL INFORMATION | 
|         |  |                       |  |                                                                                       |   
|         |  | Item 1.               |  | Financial Statements                                                                  |   
|         |  |                       |  |                                                                                       |   
|         |  |                       |  | Consolidated Balance Sheetsas of March 31, 2003 and December 31, 2002                 | 3 
|         |  |                       |  |                                                                                       |   
|         |  |                       |  | Consolidated Statements of Incomefor the periods ended March 31, 2003 and 2002        | 4 
|         |  |                       |  |                                                                                       |   
|         |  |                       |  | Consolidated
Statements of Stockholders Equityfor the period ended March 31, 2003    | 5 
|         |  |                       |  |                                                                                       |   
|         |  |                       |  | Consolidated Statements of Cash Flowsfor the periods ended March 31, 2003 and 2002    | 6 
|         |  |                       |  |                                                                                       |   
|         |  |                       |  | Notes to Consolidated Financial Statements                                            | 7 
|         |  |                       |  |                                                                                       |   
|         |  | Item 2.               |  | Managements Discussion and Analysis of Financial Condition and Results of Operations | 11
|         |  |                       |  |                                                                                       |   
|         |  | Item 3.               |  | Quantitative and Qualitative Disclosures about Market Risks                           | 20
|         |  |                       |  |                                                                                       |   
|         |  | Item 4.               |  | Controls and Procedures                                                               | 20
|         |  |                       |  |                                                                                       |   
|PART II. |  | OTHER INFORMATION     | 
|         |  |                       |  |                                                                                       |   
|         |  | Item 1.               |  | Legal Proceedings                                                                     | 21
|         |  |                       |  |                                                                                       |   
|         |  | Item 4.               |  | Submission of Matters to a Vote of Security Holders                                   | 21
|         |  |                       |  |                                                                                       |   
|         |  | Item 6.               |  | Exhibits and Reports on Form 8-K                                                      | 21

- 2 -



---

##### Table of Contents

PART I -
FINANCIAL INFORMATION

Item 1.

Financial
Statements

RESOURCE BANKSHARES CORPORATIONCONSOLIDATED BALANCE SHEETS



|                                                                                                                                 |  | March 312003           |         | December 312003 |  
|-------------------------------------------------------------------------------------------------------------------------------- |  | ---------------------- | ------- | --------------- | -
|                                                                                                                                 |  |                        |         |                 |  
|                                                                                                                                 |  | (Unaudited)            |         |                 |  
|                                                                                                                                 |  | (Dollars in thousands) |        
|                                                                                                                                 |  |                        |         |                 |  
|ASSETS                                                                                                                           |  |                        |         |                 |  
|Cash and due from banks                                                                                                          |  | $                      | 7,205   |                 | $
|Interest bearing deposits                                                                                                        |  |                        | 179     |                 |  
|                                                                                                                                 |  |                        |         |                 |  
|                                                                                                                                 |  |                        | 7,384   |                 |  
|Funds advanced in settlement of mortgage loans                                                                                   |  |                        | 81,326  |                 |  
|Securities available for sale (amortized cost of $21,901 and $21,213, respectively)                                              |  |                        | 21,894  |                 |  
|Securities held to maturity (fair value of $128,277 and $111,999, respectively)                                                  |  |                        | 125,399 |                 |  
|Loans, net                                                                                                                       |  |                        |         |                 |  
|Commercial                                                                                                                       |  |                        | 106,850 |                 |  
|Real estate  construction                                                                                                       |  |                        | 136,581 |                 |  
|Commercial real estate                                                                                                           |  |                        | 171,512 |                 |  
|Residential real estate                                                                                                          |  |                        | 50,099  |                 |  
|Installment and consumer loans                                                                                                   |  |                        | 5,009   |                 |  
|                                                                                                                                 |  |                        |         |                 |  
|TOTAL LOANS                                                                                                                      |  |                        | 470,051 |                 |  
|Allowance for loan losses                                                                                                        |  |                        | (5,153  | )               |  
|                                                                                                                                 |  |                        |         |                 |  
|NET LOANS                                                                                                                        |  |                        | 464,898 |                 |  
|Other real estate owned                                                                                                          |  |                        | 75      |                 |  
|Premises and equipment, net                                                                                                      |  |                        | 10,207  |                 |  
|Cash surrender value of life insurance                                                                                           |  |                        | 12,785  |                 |  
|Other assets                                                                                                                     |  |                        | 9,113   |                 |  
|Accrued interest                                                                                                                 |  |                        | 4,028   |                 |  
|                                                                                                                                 |  |                        |         |                 |  
|                                                                                                                                 |  | $                      | 737,109 |                 | $
|                                                                                                                                 |  |                        |         |                 |  
|                                                                                                                                 |  |                        |         |                 |  
|LIABILITIES AND STOCKHOLDERS EQUITY                                                                                             |  |                        |         |                 |  
|Deposits:                                                                                                                        |  |                        |         |                 |  
|Non-interest bearing                                                                                                             |  | $                      | 23,094  |                 | $
|Interest bearing                                                                                                                 |  |                        | 489,251 |                 |  
|                                                                                                                                 |  |                        |         |                 |  
|TOTAL DEPOSITS                                                                                                                   |  |                        | 512,345 |                 |  
|Federal funds purchased and securities sold under agreements to repurchase                                                       |  |                        | 46,401  |                 |  
|FHLB advances                                                                                                                    |  |                        | 96,000  |                 |  
|Other liabilities                                                                                                                |  |                        | 11,171  |                 |  
|Accrued interest                                                                                                                 |  |                        | 3,368   |                 |  
|Capital debt securities                                                                                                          |  |                        | 16,200  |                 |  
|                                                                                                                                 |  |                        |         |                 |  
|TOTAL LIABILITIES                                                                                                                |  |                        | 685,485 |                 |  
|                                                                                                                                 |  |                        |         |                 |  
|STOCKHOLDERS EQUITY                                                                                                             |  |                        |         |                 |  
|Preferred stock, par value $10 per share,Shares authorized: 500,000; none issued and
outstanding                                 |  |                        |        |                 |  
|Common stock, par value $1.50 a shareShares authorized: 6,666,666Shares issued and outstanding: 2003  3,979,167; 2002 3,027,461 |  |                        | 5,969   |                 |  
|Additional paid-in capital                                                                                                       |  |                        | 31,035  |                 |  
|Retained earnings                                                                                                                |  |                        | 14,440  |                 |  
|Accumulated other comprehensive income                                                                                           |  |                        | 180     |                 |  
|                                                                                                                                 |  |                        |         |                 |  
|                                                                                                                                 |  |                        | 51,624  |                 |  
|                                                                                                                                 |  |                        |         |                 |  
|                                                                                                                                 |  | $                      | 737,109 |                 | $
|                                                                                                                                 |  |                        |         |                 |  



See
notes to consolidated financial statements.

- 3 -



---

##### Table of Contents

RESOURCE BANKSHARES CORPORATIONCONSOLIDATED STATEMENTS OF INCOME(UNAUDITED)



|                                                           |  | Three months endedMarch 31 |      
|---------------------------------------------------------- |  | -------------------------- | -----
|                                                           |  |                            |      
|                                                           |  | 2003                       |      
|                                                           |  |                            |      
|                                                           |  | (Dollars in Thousands)     |      
|Interest and dividend income                               |  |                            |      
|Interest and fees on loans                                 |  | $                          | 5,991
|                                                           |  |                            |      
|Interest on investment securities:                         |  |                            |      
|Taxable                                                    |  |                            | 1,948
|Tax exempt                                                 |  |                            | 186  
|                                                           |  |                            |      
|                                                           |  |                            | 2,134
|                                                           |  |                            |      
|Interest on funds advanced in settlement of mortgage loans |  |                            | 1,509
|                                                           |  |                            |      
|Total interest income                                      |  |                            | 9,634
|                                                           |  |                            |      
|Interest expense                                           |  |                            |      
|Interest on deposits                                       |  |                            | 3,126
|Interest on borrowings                                     |  |                            | 1,091
|Interest on capital debt securities                        |  |                            | 292  
|                                                           |  |                            |      
|Total interest expense                                     |  |                            | 4,509
|                                                           |  |                            |      
|Net interest income                                        |  |                            | 5,125
|Provision for loan losses                                  |  |                            | (150 
|                                                           |  |                            |      
|Net interest income after provision for loan losses        |  |                            | 4,975
|Noninterest income                                         |  |                            |      
|Mortgage banking income                                    |  |                            | 6,556
|Service charges                                            |  |                            | 154  
|Gain on sale of assets                                     |  |                            |     
|Gain on sale of securities                                 |  |                            | 62   
|Other                                                      |  |                            | 442  
|                                                           |  |                            |      
|                                                           |  |                            | 7,214
|                                                           |  |                            |      
|Noninterest expense                                        |  |                            |      
|Salaries and employee benefits                             |  |                            | 6,132
|Occupancy expenses                                         |  |                            | 522  
|Depreciation and equipment maintenance                     |  |                            | 543  
|Stationery and supplies                                    |  |                            | 226  
|Marketing and business development                         |  |                            | 236  
|Professional fees                                          |  |                            | 252  
|Outside computer services                                  |  |                            | 255  
|FDIC insurance                                             |  |                            | 19   
|Other                                                      |  |                            | 880  
|                                                           |  |                            |      
|                                                           |  |                            | 9,065
|                                                           |  |                            |      
|Income before income tax                                   |  |                            | 3,124
|Income tax expense                                         |  |                            | 921  
|                                                           |  |                            |      
|Net income                                                 |  | $                          | 2,203
|                                                           |  |                            |      
|Cash dividends declared per common share                   |  | $                          | 0.17 
|                                                           |  |                            |      
|Basic earnings per common share                            |  | $                          | 0.65 
|                                                           |  |                            |      
|Diluted earnings per common share                          |  | $                          | 0.61 
|                                                           |  |                            |      

See notes to consolidated financial statements.

- 4 -



---

##### Table of Contents

RESOURCE BANKSHARES CORPORATIONSTATEMENT OF STOCKHOLDERS EQUITY(UNAUDITED)



|Three Months Ended March 31, 2003                                                                                                     |  | (Dollars in thousands) | 
|------------------------------------------------------------------------------------------------------------------------------------- |  | ---------------------- | 
|                                                                                                                                      |  | Common Stock           | 
|                                                                                                                                      |  |                        | 
|                                                                                                                                      |  | Shares                 | 
|                                                                                                                                      |  |                        | 
|Balance, December 31, 2002                                                                                                            |  | 3,027,461              | 
|Comprehensive income:                                                                                                                 |  |                        | 
|Net income                                                                                                                            |  |                        | 
|Changes in unrealized appreciation (depreciation) on securities available for sale, net of reclassification adjustment and tax
effect |  |                       | 
|Change in fair value of hedging derivative                                                                                            |  |                        | 
|                                                                                                                                      |  |                        | 
|Total comprehensive income                                                                                                            |  |                        | 
|Proceeds from common stock issued-net of issuance costs                                                                               |  | 918,373                | 
|Proceeds from exercise of stock options                                                                                               |  | 33,333                 | 
|Cash dividends declared - $.17 per share                                                                                              |  |                       | 
|                                                                                                                                      |  |                        | 
|Balance, March 31, 2003                                                                                                               |  | 3,979,167              | 
|                                                                                                                                      |  |                        | 

See notes to consolidated financial statements.



- 5 -



---

##### Table of Contents

RESOURCE BANKSHARES CORPORATIONCONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)



|                                                                              |  | Three months ended     |         
|----------------------------------------------------------------------------- |  | ---------------------- | --------
|                                                                              |  |                        |         
|                                                                              |  | March 31,2003          |         
|                                                                              |  |                        |         
|                                                                              |  | (Dollars in thousands) |         
|Operating activities:                                                         |  |                        |         
|Net income                                                                    |  | $                      | 2,203   
|Adjustments to reconcile to net cash provided (used) by operating activities: |  |                        |         
|Provision for losses on loans and other real estate owned                     |  |                        | 150     
|Depreciation and amortization                                                 |  |                        | 316     
|Amortization of investment securities premiums, net of discounts              |  |                        | (401    
|Gain on sale of loans or other real estate owned                              |  |                        |        
|Gain on sale of securities                                                    |  |                        | (62     
|Increase in cash surrender value of life insurance                            |  |                        | (132    
|Deferred loan origination fees, net of costs                                  |  |                        | 85      
|Funds advanced in settlement of mortgage loans originated                     |  |                        | (267,281
|Sales proceeds from funds advanced in settlement of mortgage loan             |  |                        | 297,069 
|Changes in:                                                                   |  |                        |         
|Interest receivable                                                           |  |                        | (177    
|Interest payable                                                              |  |                        | 50      
|Other assets                                                                  |  |                        | (2,778  
|Other liabilities                                                             |  |                        | 1,460   
|                                                                              |  |                        |         
|Net cash provided by operating activities                                     |  |                        | 30,502  
|                                                                              |  |                        |         
|Investing activities:                                                         |  |                        |         
|Proceeds from sales and maturities of available-for-sale securities           |  |                        | 144     
|Proceeds from maturities of held-to-maturity securities                       |  |                        | 25,847  
|Purchases of held-to-maturity securities                                      |  |                        | (42,174 
|Purchases of available-for-sale securities                                    |  |                        | (775    
|Loan originations, net of principal repayments                                |  |                        | (37,473 
|Purchases of premises, equipment and other assets                             |  |                        | (285    
|                                                                              |  |                        |         
|Net cash used by investing activities                                         |  |                        | (54,716 
|                                                                              |  |                        |         
|Financing activities:                                                         |  |                        |         
|Proceeds from exercise of stock options and warrants                          |  |                        | 100     
|Proceeds from sale of common stock, net of issuance costs                     |  |                        | 18,133  
|Payments to reacquire common stock                                            |  |                        |        
|Cash dividends                                                                |  |                        | (521    
|Proceeds of federal funds purchased                                           |  |                        | 14,054  
|Net proceeds on FHLB advances                                                 |  |                        | (9,000  
|Net decrease in demand deposits,                                              |  |                        |         
|NOW accounts and savings accounts                                             |  |                        | (3,979  
|Net (decrease)increase in certificates of deposit                             |  |                        | (588    
|                                                                              |  |                        |         
|Net cash provided by financing activities                                     |  |                        | 18,199  
|                                                                              |  |                        |         
|Decrease in cash and cash equivalents                                         |  |                        | (6,015  
|Cash and cash equivalents at beginning of period                              |  |                        | 13,399  
|                                                                              |  |                        |         
|Cash and cash equivalents at end of period                                    |  | $                      | 7,384   
|                                                                              |  |                        |         
|Supplemental schedules and disclosures of cash flow information:              |  |                        |         
|Cash paid for:                                                                |  |                        |         
|Interest on deposits and other borrowings                                     |  | $                      | 4,459   
|                                                                              |  |                        |         
|Supplemental schedule of non cash investing and financing activities          |  |                        |         
|Transfer of loans to real estate acquired through foreclosure                 |  | $                      | 75      
|                                                                              |  |                        |         

See notes to consolidated financial statements.



- 6 -



---

##### Table of Contents

RESOURCE BANKSHARES CORPORATION

Notes to Consolidated Financial StatementsMarch 31,
2003(UNAUDITED)(Dollars in thousands, except per share data)

Organization and Summary of Significant Accounting
Policies

(1)

GENERAL

Resource Bankshares Corporation, a Virginia Corporation (the Company), was incorporated under the laws of the Commonwealth of Virginia on February 4, 1998,
primarily to serve as a holding company for Resource Bank (the Bank).

The consolidated financial statements of the Company include the accounts
of its wholly owned subsidiary, Resource Bank and the Banks wholly owned subsidiaries, CW and Company of Virginia and Resource Service Corporation. All significant intercompany balances and transactions have been eliminated in
consolidation.

The accompanying unaudited financial statements have been prepared in accordance with the instructions to Form 10-Q, and therefore, do not
include all of the disclosures and notes required by generally accepted accounting principles. In the opinion of management, all adjustments of a normal recurring nature which are necessary for a fair presentation of the financial statements
included herein have been reflected in the financial statements. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year.

(2)

CASH AND CASH EQUIVALENTS

For purposes of reporting cash flows, cash and cash equivalents include cash and due from banks, interest-bearing deposits with banks, and federal funds sold.

(3)

ALLOWANCE FOR LOAN LOSSES

Changes in the allowance for loan losses are as follows:



|Balance as of January 1, 2003 |  | $ | 5,009 |  
|----------------------------- |  | - | ----- | -
|Provision for loan losses     |  |   | 150   |  
|Loans charged off             |  |   | (6    | )
|Recoveries                    |  |   |      |  
|                              |  |   |       |  
|Balance at March 31, 2003     |  | $ | 5,153 |  
|                              |  |   |       |  



- 7 -



---

##### Table of Contents

(4)

NET INCOME
PER SHARE

Basic EPS excludes dilution and is computed by dividing income available to common shareholders by the weighted-average number of shares
outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised, converted into common stock or resulted in the issuance of common stock that then shares
in the earnings of the entity. The weighted average number of basic shares outstanding for the three months ended March 31, 2003, and 2002 were 3,404,991 and 3,103,011, respectively. The diluted weighted average number of shares for the three months
ended March 31, 2003 and 2002 were 3,589,259 and 3,291,151, respectively.

(5)

COMPREHENSIVE INCOME

The components of other
comprehensive income and related tax effects for the three months ended March 31, 2003 and 2002 are as follows:





|                                                                                            |  | Three months ended |      
|------------------------------------------------------------------------------------------- |  | ------------------ | -----
|                                                                                            |  |                    |      
|                                                                                            |  | March 31,2003      |      
|                                                                                            |  |                    |      
|Unrealized holding gains(losses) arising during the period on available-for-sale securities |  | $                  | 335  
|Reclassification adjustment for gains realized in income                                    |  |                    | (62  
|                                                                                            |  |                    |      
|Net unrealized gains(losses)                                                                |  |                    | 273  
|Tax effect                                                                                  |  |                    | 93   
|                                                                                            |  |                    |      
|Net-of-tax amount                                                                           |  | $                  | 180  
|                                                                                            |  |                    |      
|Change in fair value of hedging derivatives                                                 |  |                    | ($464
|                                                                                            |  |                    |      

(6)

SUBSEQUENT EVENTS

In April 2003, the Board of
Directorsof the Company declared a $0.17 per common share dividend to shareholders of record as of April 15, 2003. The dividend was paid on April 29, 2003.

(7)

DERIVATIVE FINANCIAL INSTRUMENTS

Derivative financial instruments are components of the Companys risk management profile. The Company monitors its sensitivity to changes in interest rates and may
use derivative instruments to hedge this risk. In accordance with SFAS No. 133 all derivatives are recorded in the financial statements at fair value. At March 31, 2003 the Company has entered into a series of interest rate swaps with a total
notional value of $145 million to hedge certificate of deposit liabilities. These transactions are designated and qualify for fair value hedge accounting. Both the interest rate swap (included in other assets in the consolidated balance sheets) and
the certificates of deposit are recorded at fair value, with changes in fair value included in the statements of income as interest



- 8 -



---

##### Table of Contents

expense. No ineffectiveness was recognized during the quarter ended March 31, 2003 as the hedge relationship is considered to be 100% effective.

(8)

SEGMENT REPORTING

The Company has two reportable segments, its mortgage banking operations and its commercial banking and other banking operations. The mortgage banking segment originates
residential loans and subsequently sells them to investors. The commercial banking and other banking operations provide a broad range of lending and deposit services to individual and commercial customers, including such products as commercial and
construction loans, as well as other business financing arrangements. The Company does not have other reportable operating segments.

The accounting policies
of the segments are the same as those described in the summary of significant accounting policies. The chief operating decision maker of the Company evaluates performance based on profit or loss from operations before income taxes.

The Companys mortgage banking segment is a strategic business unit that offers different products and services. It is managed separately because the segment appeals
to different markets and, accordingly, requires different technology and marketing strategies.

The mortgage banking segments most significant
revenueand expense are non-interest income and non-interest expense, respectively. The Companys segments are reported below for the periods ended March 31, 2003 and March 31, 2002.

Selected Financial Information



|                                                    |  | Commercial andOther Operations |        | Mortgage BankingOperations |   | Total  |  
|--------------------------------------------------- |  | ------------------------------ | ------ | -------------------------- | - | ------ | -
|                                                    |  |                                |        |                            |   |        |  
|Three Months Ended March 31, 2003:                  |  |                                |        |                            |   |        |  
|Net interest income after provision for loan losses |  | $                              | 4,975  |                            | $ |       |  
|Noninterest income                                  |  |                                | 658    |                            |   | 6,556  |  
|Noninterest expense                                 |  |                                | (3,352 | )                          |   | (5,713 | )
|                                                    |  |                                |        |                            |   |        |  
|Net income before income taxes                      |  | $                              | 2,281  |                            | $ | 843    |  
|                                                    |  |                                |        |                            |   |        |  
|Three Months Ended March 31, 2002:                  |  |                                |        |                            |   |        |  
|Net interest income after provision for loan losses |  | $                              | 3,118  |                            | $ |       |  
|Noninterest income                                  |  |                                | 1,104  |                            |   | 3,991  |  
|Noninterest expense                                 |  |                                | (2,536 | )                          |   | (3,880 | )
|                                                    |  |                                |        |                            |   |        |  
|Net income before income taxes                      |  | $                              | 1,686  |                            | $ | 111    |  
|                                                    |  |                                |        |                            |   |        |  

- 9 -



---

##### Table of Contents

Segment Assets

|               |  | Commercial andOther Operations |         | Mortgage BankingOperations |   | Total | 
|-------------- |  | ------------------------------ | ------- | -------------------------- | - | ----- | 
|               |  |                                |         |                            |   |       | 
|March 31, 2003 |  | $                              | 734,900 |                            | $ | 2,209 | 
|               |  |                                |         |                            |   |       | 
|March 31, 2002 |  | $                              | 588,148 |                            | $ | 1,809 | 
|               |  |                                |         |                            |   |       | 

(9)

STOCK TRANSACTIONS

In February 2003, the
Company raised net proceeds of approximately $18.1 million through the sale of 918,373 shares of common stock in a public offering, at a price of $21.50 per share before underwriting discounts.

- 10 -



---

##### Table of Contents

Item 2.

Managements Discussion and Analysis of Financial Condition and Results of Operations(Dollars in thousands, except per share data)

Resource Bankshares Corporation, a Virginia Corporation (the Company), was incorporated under the laws of the Commonwealth of Virginia on February 4, 1998, primarily to serve as a holding company for
Resource Bank (the Bank).

In addition to historical information, the following discussion contains forward looking statements that are subject to
risks and uncertainties that could cause the Companys actual results to differ materially from those anticipated. These forward looking statements include, but are not limited to, the effect of increasing interest rates on the Companys
profitability and the adequacy of the Companys allowance for future loan losses. Several factors, including the local and national economy and the demand for residential mortgage loans may adversely affect the Companys ability to achieve
the expected results. Readers are cautioned not to place undue reliance on these forward looking statements, which reflect managements analysis only as of the date of this report.

Total assets at March 31, 2003 were $737,109, up 3.1% from $715,167 at December 31, 2002, reflecting growth in securities and loans. The Company purchased $42,949 of securities during the first three months of 2003, net
loans increased by $37,163, and funds advanced in settlement of mortgage loans decreased by $29,787 during the same period. The principal components of the Companys assets at the end of the period were $147,293 in securities, $7,384 in cash
and cash equivalents, $81,326 in funds advanced in settlement of mortgage loans and $464,898 in net loans. The Companys lending activities are a principal source of income.

Total liabilities at March 31, 2003 were $685,485, up from $683,000 at December 31, 2002, with the increase represented by $5,054 (3.7%) growth in borrowed funds offset by a decrease of $4,104 (.8%) in deposits.
Non-interest bearing demand deposits decreased $1,296 or 5.3%, and interest bearing deposits decreased by $2,808 or .6%. The Companys deposits are provided by individuals and businesses located within the communities served as well as the
national market.

Total stockholders equity at March 31, 2003 was $51,624, compared to $32,167 at December 31, 2002. This increase was primarily
attributable to net proceeds of approximately $18.1 million received by the Company as a result of a public offering and sale of common stock in the first quarter of 2003. Additionally, the Company had net income of $2,203 for the three months ended
March 31, 2003 compared with net income of $1,278 for the comparable period in 2002, an increase of 72.4%. This increase is attributable to the growth in interest bearing assets, increases in mortgage banking income, and a significant decrease in
the Companys cost of funds.

Profitability as measured by the Companys return on average assets (ROA) was 1.24% and .91% for the three months
ended March 31, 2003, and 2002, respectively. A key indicator of performance, the return on average equity (ROE) was 22.88% and 17.98% for the three months ended March 31, 2003 and 2002, respectively.

Net interest income represents a principal source of earnings for the Company. The first component is the loan portfolio. Making sound loans that will increase the Companys net interest margin
is the first priority of management. The second component is gathering core deposits to match and fund the loan production. The Company also utilizes national markets to generate deposits and Federal Home Loan Bank (FHLB) advances to
fund loan growth either for asset and liability management purposes or for a less expensive source of funds.

Net interest income on a tax equivalent basis,
before provision for loan losses, increased to $5,222 for the

- 11 -



---

##### Table of Contents

three months ended March 31, 2003 versus $3,283 for the same period in 2002, an increase of 59.1%. Average interest earning assets increased $139,054 from
March 31, 2002 to the current period while average interest bearing liabilities increased $123,110 during the same comparative period. The yield on average interest earning assets decreased 40 basis points to 5.9% at March 31, 2003 as compared to
6.3% at March 31, 2002. The rate on interest bearing liabilities decreased 108 basis points to 2.9% at March 31, 2003 as compared to 4.0% at March 31, 2002.

- 12 -



---

##### Table of Contents

Average Balances, Income and Expenses, Yields and Rates

The following table
sets forth average balances of total interest earning assets and total interest bearing liabilities for the periods indicated, showing the average distribution of assets, liabilities, stockholders equity and the related income, expense and
corresponding weighted average yields and costs.



|                                            |  | Three months endedMarch 31, 2003 |         | Three months endedMarch 31, 2002 |  
|------------------------------------------- |  | -------------------------------- | ------- | -------------------------------- | -
|                                            |  |                                  |         |                                  |  
|                                            |  | AverageBalance(1)                |         | Interest                         |  
|                                            |  |                                  |         |                                  |  
|                                            |  | (Dollars in thousands)           |        
|                                            |  |                                  |        
|                                            |  |                                  |         |                                  |  
|Assets                                      |  |                                  |         |                                  |  
|Interest-earning assets:                    |  |                                  |         |                                  |  
|Securities (3)                              |  | $                                | 133,091 |                                  | $
|Loans (4)                                   |  |                                  | 444,318 |                                  |  
|Interest-bearing deposits                   |  |                                  | 6,390   |                                  |  
|Other interest-earning assets (5)           |  |                                  | 87,028  |                                  |  
|                                            |  |                                  |         |                                  |  
|Total interest-earning assets               |  |                                  | 670,827 |                                  |  
|Noninterest earning assets:                 |  |                                  |         |                                  |  
|Cash and due from banks                     |  |                                  | 13,802  |                                  |  
|Premises and equipment                      |  |                                  | 10,295  |                                  |  
|Other assets                                |  |                                  | 21,737  |                                  |  
|Less: Allowance for loan losses             |  |                                  | (5,043  | )                                |  
|                                            |  |                                  |         |                                  |  
|Total noninterest earning assets            |  |                                  | 40,791  |                                  |  
|                                            |  |                                  |         |                                  |  
|Total assets                                |  | $                                | 711,618 |                                  |  
|                                            |  |                                  |         |                                  |  
|                                            |  |                                  |         |                                  |  
|Liabilities and Stockholders Equity        |  |                                  |         |                                  |  
|Interest-bearing liabilities:               |  |                                  |         |                                  |  
|Interest-bearing deposits:                  |  |                                  |         |                                  |  
|Demand/Money Market Accounts                |  | $                                | 61,029  |                                  | $
|Savings                                     |  |                                  | 3,954   |                                  |  
|Certificates of deposit                     |  |                                  | 430,422 |                                  |  
|                                            |  |                                  |         |                                  |  
|Total interest-bearing deposits             |  |                                  | 495,405 |                                  |  
|FHLB advances and other borrowings          |  |                                  | 117,382 |                                  |  
|Capital debt securities                     |  |                                  | 16,200  |                                  |  
|                                            |  |                                  |         |                                  |  
|Total interest-bearing liabilities          |  |                                  | 628,987 |                                  |  
|                                            |  |                                  |         |                                  |  
|Noninterest-bearing liabilities:            |  |                                  |         |                                  |  
|Demand deposits                             |  |                                  | 34,176  |                                  |  
|Other liabilities                           |  |                                  | 9,942   |                                  |  
|                                            |  |                                  |         |                                  |  
|Total noninterest-bearing liabilities       |  |                                  | 44,118  |                                  |  
|Stockholders equity                        |  |                                  | 38,513  |                                  |  
|                                            |  |                                  |         |                                  |  
|Total liabilities and stockholders equity  |  | $                                | 711,618 |                                  |  
|                                            |  |                                  |         |                                  |  
|Interest rate spread (6)                    |  |                                  |         |                                  |  
|Net interest income/net interest margin (7) |  |                                  |         |                                  | $

(1)

Average balances are computed on daily balances and Management believes such balances are representative of the operations of the Company.

(2)

Yield and rate percentages are all computed through the
annualization of interest income and expenses versus the average balances of their respective accounts.

(3)

Tax equivalent basis. The tax equivalent adjustment to net interest income was $95 and $127 for the three months ended March 31, 2002 and 2001, respectively.

(4)

Non-accrual loans are included in the average loan balances, and
income on such loans is recognized on a cash basis.

(5)

Consists of funds advanced in settlement of loans.

(6)

Interest spread is the average yield earned on earning assets, less the average rate incurred on interest bearing liabilities.

(7)

Net interest margin is net interest income annualized, expressed as a percentage of average earning assets.

- 13 -



---

##### Table of Contents

Non-interest income increased from $5,095 for the three months ended March 31, 2002 to $7,214 for the same period in 2003. This increase
was primarily attributable to increased activity in the Companys mortgage banking operations. For the three months ended March 31, 2003, mortgage banking income increased by 64.3% or $2,565 to $6,556 versus the same period of 2002. Mortgage
banking made a significant contribution to the Companys results in the first three months of 2003. Because of the uncertainty of future loan origination volume and the future level of interest rates, there can be no assurance that the Company
will realize the same level of mortgage banking income in future periods. The decrease in the gain on sale of assets of $348 was due to no loan sales during the three months ended March 31, 2003. The gain on sale of securities decreased by $174,
while other non-interest income increased by $76.

For the three months ended March 31, 2003, the Companys non-interest expense totaled $9,065 or 41.3%
higher than the same period in 2002. This increase was primarily attributable to increased activity in the mortgage banking operations The largest component of non-interest expense, salaries and employee benefits, which represents 67.6% of total
non-interest expense, increased 43.9% to $6,132 for the three months ended March 31, 2003 over the same period in 2002, and was primarily attributed to the aforementioned mortgage banking activities. Occupancy expense increased by 21.7% to $522,
depreciation and equipment maintenance increased by 8.4% to $543, marketing and business development increased 55.3% to $236, and outside computer services increased by 12.8% to $255 for the three months ended March 31, 2003 over the same period in
2002.

In establishing the allowance for loan losses, management considers a number of factors, including loan asset quality, related collateral and economic
conditions prevailing during the loans repayment. In its loan policies, management emphasizes the borrowers ability to service the debt, the borrowers general creditworthiness and the quality of collateral. Loans are generally
placed in nonaccrual status when the collection of principal and interest is 90 days or more past due, unless the obligation is both well-secured and in the process of collection.

While the Company believes it has sufficient allowance for its existing portfolio, there can be no assurances that an additional allowance for losses on existing loans may not be necessary in the future, particularly if
the economy worsens. The allowance for loan losses as a percentage of period-end loans was 1.1% and 1.0% at March 31, 2003 and 2002, respectively. The provisions for loan losses were $150 and $70 for the three months ended March 31, 2003 and 2002,
respectively.





-
14 -



---

##### Table of Contents

Non Performing Assets

The following table presents the Companys
nonperforming assets for the periods set forth below.



|                                                          |  | March 312003           |         | December 312002 |  
|--------------------------------------------------------- |  | ---------------------- | ------- | --------------- | -
|                                                          |  |                        |         |                 |  
|                                                          |  | (Dollars in thousands) |        
|                                                          |  |                        |         |                 |  
|Non accrual loans                                         |  | $                      | 450     |                 | $
|Other real estate                                         |  |                        | 75      |                 |  
|Loans 90 days or more past due and stillaccruing interest |  |                        | 157     |                 |  
|                                                          |  |                        |         |                 |  
|Total non performing assets                               |  | $                      | 682     |                 | $
|                                                          |  |                        |         |                 |  
|Total assets                                              |  | $                      | 737,109 |                 | $
|                                                          |  |                        |         |                 |  
|Total non performing assets to total assets               |  |                        | 0.09    | %               |  
|                                                          |  |                        |         |                 |  



- 15 -



---

##### Table of Contents

Summary of Loan Loss Experience

The following table presents the
Companys loan loss experience and selected loan loss ratios for the three months ended March 31, 2003 and 2002.



|                                                                            |  | Three months endedMarch 31 |        
|--------------------------------------------------------------------------- |  | -------------------------- | -------
|                                                                            |  |                            |        
|                                                                            |  | 2003                       |        
|                                                                            |  |                            |        
|                                                                            |  | (Dollars in thousands)     |        
|                                                                            |  |                            |        
|Balance of allowance for loan losses at beginning of year                   |  | $                          | 5,009  
|Loans charged-off:                                                          |  |                            |        
|Commercial                                                                  |  |                            |       
|Installment                                                                 |  |                            |       
|Real Estate                                                                 |  |                            |       
|Credit Cards and Other Consumer                                             |  |                            | (6     
|                                                                            |  |                            |        
|Total loans charged-off                                                     |  |                            | (6     
|                                                                            |  |                            |        
|Recoveries of loans previously charged off:                                 |  |                            |        
|Commercial                                                                  |  |                            |       
|Installment                                                                 |  |                            |       
|Real Estate                                                                 |  |                            |       
|Credit Cards and Other Consumer                                             |  |                            |       
|                                                                            |  |                            |        
|Total recoveries                                                            |  |                            |       
|                                                                            |  |                            |        
|Net loan (charge-offs) recoveries                                           |  |                            | (6     
|Additions to allowance charged to expense                                   |  |                            | 150    
|                                                                            |  |                            |        
|Balance at end of period                                                    |  | $                          | 5,153  
|                                                                            |  |                            |        
|Average loans                                                               |  | $                          | 444,318
|Loans at end of period                                                      |  | $                          | 470,051
|Selected Loan Loss Ratios:                                                  |  |                            |        
|Net charge-offs (recoveries) during the period to average loans             |  |                            | 0.001  
|Provision for loan losses to average loans                                  |  |                            | 0.03   
|Provision for loan losses to net charge-offs (recoveries) during the period |  |                            | 3000   
|Allowance for loan losses to loans at end of period                         |  |                            | 1.10   
|Non-performing assets at end of period                                      |  | $                          | 682    
|Non-performing assets to total loans at end of period                       |  |                            | 0.14   
|Allowance for loan losses to non-performing assets at end of period         |  |                            | 756    

- 16 -



---

##### Table of Contents

Interest Rate Sensitivity and Liquidity

Management
evaluates interest sensitivity through the use of an asset/liability management reporting gap model on a quarterly basis and then formulates strategies regarding asset generation and pricing, funding sources and pricing, and off-balance sheet
commitments in order to decrease sensitivity risk. These strategies are based on managements outlook regarding interest rate movements, the state of the regional and national economies and other financial and business risk factors. In
addition, the Company establishes prices for deposits and loans based on local market conditions and manages its securities portfolio under policies that take interest risk into account.

Liquidity represents the institutions ability to meet present and future financial obligations. Liquid assets include cash, interest bearing deposits with banks, federal funds sold, investments and loans maturing
within one year. The Companys funding requirements are supplied from a range of traditional sources, including various types of demand deposits, money market accounts, certificates of deposit and short-term borrowings. Federal Home Loan Bank
(FHLB) advances are utilized as funding sources by the Company. At March 31, 2003, there was $96,000 in FHLB advances outstanding. The Company has a warehouse line of credit collateralized by first mortgage loans amounting to $75,000,
which expires April 17, 2004. The Company has no reason to believe this arrangement will not be renewed. The Bank had no outstanding warehouse advances at March 31, 2003 and 2002, respectively.

The Company purchased Federal Funds from correspondent institutions in the amount of $28,401 and $9,608 at March 31, 2003 and 2002, respectively. The Company has lines of credit with various
correspondent banks totaling $42,348.

Management seeks to ensure adequate liquidity to fund loans and meet the Companys financial requirements and
opportunities. To provide liquidity for current, ongoing and unanticipated needs, the Company maintains short-term interest bearing certificates of deposits, federal funds sold, and a portfolio of debt securities. The Company also structures and
monitors the flow of funds from debt securities and from maturing loans. Securities are generally purchased to provide a source of liquidity. Unrealized holding gains and losses for available-for-sale securities are excluded from earnings and
reported as a net amount in a separate component of stockholders equity until realized. Securities are composed of governmental or quasi-governmental agencies, municipal bonds, preferred stocks and bonds of corporations with investment grade
ratings.

The Companys financial position at March 31, 2003 reflects liquidity and capital levels that management believes are currently adequate to fund
anticipated future business expansion. Capital ratios are in excess of required regulatory minimums for a well capitalized institution. The assessment of capital adequacy depends on a number of factors such as asset quality, liquidity, earnings
performance, and changing competitive conditions and economic forces. The adequacy of the Companys capital is reviewed by management on an ongoing basis. Management seeks to maintain a capital structure that will assure an adequate level of
capital to support anticipated asset growth and to absorb potential losses.



- 17 -



---

##### Table of Contents

The following table presents the amounts of the Companys interest sensitive assets and liabilities that mature or reprice in the
periods indicated.



|                                                      |  | March 31, 2003Maturing or Repricing |        
|----------------------------------------------------- |  | ----------------------------------- | -------
|                                                      |  |                                     |        
|                                                      |  | Within3 months                      |        
|                                                      |  |                                     |        
|                                                      |  | (Dollars in thousands)              |        
|                                                      |  |                                     |        
|Interest-Earning Assets:                              |  |                                     |        
|Investment securities                                 |  | $                                   | 24,511 
|Loans                                                 |  |                                     | 319,229
|Interest bearing deposits                             |  |                                     | 179    
|Other interest-earning assets                         |  |                                     | 81,326 
|                                                      |  |                                     |        
|Total interest-earning assets                         |  |                                     | 425,245
|                                                      |  |                                     |        
|                                                      |  |                                     |        
|Interest-Bearing Liabilities:                         |  |                                     |        
|Deposits                                              |  |                                     |        
|Demand and savings (1)                                |  |                                     | 40,693 
|Time deposits, $100,000 and over                      |  |                                     | 1,036  
|Other time deposits                                   |  |                                     | 207,404
|Other interest-bearing liabilities                    |  |                                     | 28,401 
|Capital debt securities                               |  |                                     | 8,000  
|                                                      |  |                                     |        
|Total interest-earning liabilities                    |  |                                     | 285,534
|                                                      |  |                                     |        
|                                                      |  |                                     |        
|Period Gap                                            |  | $                                   | 139,711
|                                                      |  |                                     |        
|                                                      |  |                                     |        
|Cumulative Gap                                        |  |                                     | 139,711
|                                                      |  |                                     |        
|                                                      |  |                                     |        
|Ratio cumulative gap to total interest-earning assets |  |                                     | 19.99  
|                                                      |  |                                     |        
|                                                      |  |                                     |        

(1) Management has determined that interest checking, money market (except those generated by e
banking) and savings accounts are not sensitive to changes in related market rates and, therefore, have been placed in the 1-5 years category.

The capital
adequacy standards are based on an established minimum for Tier 1 Risk-Based Capital, Risk-Based Capital and the Tier 1 Leverage Ratio. The following table summarizes regulatory capital ratios for the Company and Resource Bank at March 31,
2003.



|                  |  | Required Ratio |   | ResourceBankshares |   | ResourceBank |  
|----------------- |  | -------------- | - | ------------------ | - | ------------ | -
|                  |  |                |   |                    |   |              |  
|Tier 1 risk-based |  | 4.00           | % | 12.95              | % | 10.36        | %
|Total risk-based  |  | 8.00           | % | 13.94              | % | 11.36        | %
|Tier 1 leverage   |  | 4.00 to 5.00   | % | 9.47               | % | 7.65         | %

The Company
and the Bank are in full compliance with all relevant regulatory capital requirements and are categorized by regulatory authorities as well capitalized.



- 18
-



---

##### Table of Contents

The effect of changing prices on financial institutions is typically different from other industries as the Companys assets and
liabilities are monetary in nature. Interest rates are significantly impacted by inflation, but neither the timing nor the magnitude of the changes are directly related to price level indices. Impacts of inflation on interest rates, loan demand and
deposits are reflected in the Companys financial statements. Management believes that the mortgage banking operations provide somewhat of a natural interest rate hedge. The Company is in an asset sensitive position in the short term. When
interest rates decline, the Companys earnings will be negatively impacted but the mortgage operations volume should increase. The reverse should occur in rising interest rate markets.

Critical Accounting Policies

The accounting principles followed by the Company and the methods of applying these
principles conform with generally accepted accounting principles and to general practices within the banking industry. The most critical accounting policies require managements judgment to ascertain the valuation of assets, liabilities,
commitments and contingencies. These policies require the use of subjective and complex estimates, assumptions and judgments, which are based on information available as of the date of the financial statements, that are important to the portrayal of
the Companys financial condition and results. Accordingly, as this information changes, the financial statements could reflect different estimates, assumptions and judgments. Certain policies inherently have a greater reliance on the use of
estimates, assumptions and judgments and as such have a greater possibility of producing results that could be materially different than originally reported.

The allowance for loan losses is established and maintained at levels deemed adequate by management to cover losses inherent in the loan portfolio, based upon evaluation of the risks in the portfolio and changes in the nature and volume of
loan activity. Estimates for loan losses are determined by analyzing historical loan losses, current trends in delinquencies and charge-offs, the opinions of regulators, changes in the size and composition of the loan portfolio. The Company also
considers the impact of economic events, the outcome of which are uncertain. While management uses the best information available in establishing the allowance, future adjustments may be necessary if economic conditions differ substantially from the
assumptions used in making valuations, or if required by regulators based upon information available to them at the time of their examinations. Although management believes that the allowance for loan losses is adequate and properly recorded in the
financial statements, differing economic conditions or alternate methods of estimation could result in materially different amounts of loan losses.

As part
of the Companys funding strategy, derivative financial instruments are used to reduce exposure to changes in interest rates and market prices for financial instruments. All of these derivative financial instruments are interest rate swaps,
which are designated as hedges for financial reporting purposes. The application of the hedge accounting policy requires judgment in the assessment of hedge effectiveness, and measurement of changes in the fair value of hedged items. Management
believes that the techniques for addressing these judgmental areas are in accordance with generally accepted accounting principles and in line with industry practices in assessing hedge effectiveness. However, if in the future the derivative
financial instruments in use no longer qualify for hedge accounting treatment and, consequently, the change in fair value of hedged items could not be recognized in earnings, the impact on consolidated results of operations and reported earnings
could be significant. Management believes hedge effectiveness is evaluated properly in preparation of the Companys financial statements. All of the derivative financial instruments used have active markets and indications of fair value can be
readily obtained.

The estimation of fair value is significant to a number of assets, including funds advanced in settlement of mortgage loans, available for
sale investment securities, and other real estate owned, as well as assets and liabilities associated with derivative financial instruments. These are all recorded at either fair value or at the lower of cost or fair value. Fair values can be
volatile and may be influenced by a number of factors, including market interest rates, prepayment speeds, discount rates and market conditions, among others. Since these factors can change significantly and rapidly, fair values are difficult to
predict and are subject to material changes, which could impact the Companys financial condition.



- 19
-



---

##### Table of Contents

Availability of Budgets and Related Financial Information

On an ongoing basis, the Companys management prepares and updates one year and five year forward looking budgets and financial plans. This information is prepared by management for the purpose of assessing current business, economic and
monetary conditions and the likely impact of those conditions on the Companys future business, results of operations and financial condition. These budgets and financial plans are used by management to assist with decisions related to, among
other matters, asset and liability management, capital resource allocation and loan loss projections. Upon prior request, this budgetary and financial information is available for review by any current or potential shareholder.

Any current or potential shareholder that obtains this information from the Company should be aware that the budgetary and financial data necessarily includes certain projections
with respect to the potential future financial performance of the Company. The assumptions and estimates underlying the projections are inherently uncertain and, though considered reasonable by the Company, are subject to significant business,
economic and competitive uncertainties and contingencies, all of which are difficult to predict and many of which are beyond the control of the Company. Accordingly, there can be no assurance that the projected results will be realized. The
Companys actual results in the future will vary from the projected results, and those variations may be material. In addition, management is not under any obligation to update its budgets and financial plans, even in the event the assumptions
or estimates underlying the information are shown to be in error.

Item 3.

Quantitative and Qualitative Disclosures about Market Risk

Market Risk Management

The Companys primary market risk exposure is interest rate risk. Fluctuations in interest rates will impact both the level of interest income and interest expense and the market value of the
Companys interest earning assets and interest bearing liabilities. There were no known material changes in the Companys reported information and market risk management strategy, as stated in the Companys 2002 annual report, during
the first three months of 2003.

Item 4.

Controls and Procedures

(a)

Within the 90-day period prior to the date of this report, the Company carried out an evaluation, under the supervision and with the participation of the Companys management, including the Companys Chief Executive Officer and
Chief Financial Officer, of the effectiveness of the design and operation of the Companys disclosure controls and procedures pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as amended (the Exchange Act). Based upon
that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Companys disclosure controls and procedures are effective in timely alerting them to material information relating to the Company (including its
consolidated subsidiaries) required to be included in the Companys Exchange Act filings.

(b)

There have been no significant changes in the Companys internal controls or in other factors which could significantly affect its internal
controls subsequent to the date the Company carried out its evaluation.



- 20 -



---

##### Table of Contents

PART II

OTHER
INFORMATION

Item 1.

Legal Proceedings

Information regarding a lawsuit filed against Resource Bank in March 2002 under the Telephone Consumer Protection
Act is contained in the Companys 10-K/A for the fiscal year ended December 31, 2002.

Item 4.

Submission of Matters to a Vote of Security Holders

None

Item 6.

Exhibits And Reports on Form 8-K

99.1 Certification under Sarbanes-Oxley Act of 2002.



- 21 -



---

##### Table of Contents

SIGNATURES

In accordance with the
requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

RESOURCE
BANKSHARES CORPORATION



| |  |  |  |                                                           
| |  |  |  | ----------------------------------------------------------
| |  |  |  | /s/ LAWRENCEN.SMITH                                       
| |  |  |  |                                                           
| |  |  |  | Lawrence N. SmithChief Executive OfficerDate: May 13, 2003



| |  |  |  |                                                                                       
| |  |  |  | --------------------------------------------------------------------------------------
| |  |  |  | /s/ ELEANORJ.WHITEHURST                                                               
| |  |  |  |                                                                                       
| |  |  |  | Eleanor J. WhitehurstSenior Vice President & Chief Financial OfficerDate: May 13,
2003



- 22 -



---

##### Table of Contents

CERTIFICATIONS

I, Lawrence N. Smith, Chief Executive
Officer, certify that:

1.

I have reviewed this
quarterly report on Form 10-Q of Resource Bankshares Corporation;

2.

Based on my knowledge, this quarterly 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 quarterly report;

3.

Based on my knowledge, the financial statements, and other financial information included in this quarterly 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 quarterly 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) for the registrant and we have:

a)

designed such disclosure controls and procedures to ensure that material information relating to the registrant,
including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

b)

evaluated the effectiveness of the registrants
disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the Evaluation Date); and

c)

presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures
based on our evaluation as of the Evaluation Date;

5.

The registrants other certifying officers and I have disclosed, based on our most recent evaluation, 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 in the design or operation of internal controls which could adversely affect the registrants ability to record, process, summarize and report financial data and have identified for the registrants auditors any material
weaknesses in internal controls; and

b)

any
fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal controls; and

6.

The registrants other certifying officers and I have indicated in this quarterly report whether or not there were
significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and
material weaknesses.



|                     |  |  |                     |                  
|-------------------- |  |  | ------------------- | -----------------
|Date:   May 13, 2003 |  |  | /s/ LAWRENCEN.SMITH
|                     |  |  |                    
|                     |  |  |                     | Lawrence N. Smith



- 23 -



---

##### Table of Contents

I, Eleanor J. Whitehurst, Chief Financial Officer, certify that:

1.

I have reviewed this quarterly report on Form 10-Q of Resource Bankshares Corporation;

2.

Based on my knowledge, this quarterly 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
quarterly report;

3.

Based on my knowledge, the
financial statements, and other financial information included in this quarterly 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 quarterly 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) for the registrant and we have:

a)

designed such disclosure controls and procedures to ensure
that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

b)

evaluated the effectiveness of the registrants
disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the Evaluation Date); and

c)

presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures
based on our evaluation as of the Evaluation Date;

5.

The registrants other certifying officers and I have disclosed, based on our most recent evaluation, 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 in the design or operation of internal controls which could adversely affect the registrants ability to record, process, summarize and report financial data and have identified for the registrants auditors any material
weaknesses in internal controls; and

b)

any
fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal controls; and

6.

The registrants other certifying officers and I have indicated in this quarterly report whether or not there were
significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and
material weaknesses.



|                     |  |  |                         |                      
|-------------------- |  |  | ----------------------- | ---------------------
|Date:   May 13, 2003 |  |  | /s/ ELEANORJ.WHITEHURST
|                     |  |  |                        
|                     |  |  |                         | Eleanor J. Whitehurst



- 24 -