Exhibit 10(xxiii)
-----------------

                               SIXTH AMENDMENT OF
                           MONROE BANCORP THRIFT PLAN
       (As Amended and Restated Generally Effective as of January 1, 2001)


WHEREAS, Monroe Bancorp (the "Corporation") maintains the Monroe Bancorp Thrift
Plan (As Amended and Restated Generally Effective as of January 1, 2001) (the
"Plan"); and

WHEREAS, the Internal Revenue Service has published final regulations related to
cash or deferred arrangements under Section 401(k) of the Internal Revenue Code
(the "Code") and matching contributions under Code Section 401(m) which are
effective for plan years beginning on or after January 1, 2006; and

WHEREAS, the amendments made to the Code by the Pension Protection Act of 2006
(the "Act") require a change to the vesting schedule under the Plan effective as
of January 1, 2007 with respect to participants who complete an hour of service
on or after January 1, 2007; and

WHEREAS, the Corporation has determined that the Plan should be amended to (i)
comply with the final regulations in order to maintain the qualified status of
the Plan, and (ii) comply with the vesting provisions of the Code as modified by
the Act effective as of January 1, 2007; and

WHEREAS, pursuant to the authority contained in Section 9.1 of the Plan, the
Corporation has reserved the right to amend the Plan by action of its Board of
Directors;

NOW, THEREFORE, pursuant to the power reserved to the Corporation under Section
9.1 of the Plan and delegated to the undersigned individuals, the Plan is hereby
amended, effective as of January 1, 2006, unless otherwise specified, in the
following particulars:

     1.   By changing the reference to "Section B-3" in the last sentence of
          Section 4.1 to refer to "Section B-2" and adding the phrase "or B-3,
          if applicable" to the end of that sentence.

     2.   By substituting the following for the first sentence of Section 4.2:

     "Subject to the conditions and limitations of this Article IV, Article V
     and Supplement B, as of each December 31st Accounting Date an Employer will
     contribute to the Trustee an amount designated as a `Matching Contribution'
     equal to 100% of the sum of each Participant's Compensation Deferral
     Contributions and Catch-Up Contributions up to 3% of the Participant's
     Total Compensation plus 50% of the sum of each Participant's Compensation
     Deferral Contributions which exceed 3% of the Participant's Total
     Compensation but which do not exceed 5% of the Participant's Total
     Compensation."

     3.   By substituting the following for the second sentence of Section 5.5:

     "The amount to be credited to each such Participant's Matching Contribution
     Account will be 100% of the sum of the Participant's Compensation Deferral
     Contributions and Catch-Up Contributions up to 3% of the Participant's
     Total Compensation plus 50% of the sum of the Participant's Compensation
     Deferral Contributions and Catch-Up Contributions which exceed 3% of the
     Participant's Total Compensation but which do not exceed 5% of the
     Participant's Total Compensation."

     4.   By substituting the following for the first paragraph of Section 6.3,
          effective January 1, 2007:


                                       1
<PAGE>

     "If a Participant's employment with all of the Affiliates terminates prior
     to his satisfying the requirements of Section 6.1 and for a reason other
     than his death, the Participant will be entitled to receive the entire
     amount in his Compensation Deferral Contribution Account, his Matching
     Contribution Account, his ESOP Transfer Account and his Rollover Account
     distributable in accordance with this Article VI. The Participant will also
     be entitled to receive the `Vested Percentage' of his Profit Sharing
     Contribution Account distributable in accordance with this Article VI. The
     Vested Percentage of the Profit Sharing Contribution Account of a
     Participant who does not complete one Hour of Service on or after January
     1, 2007 will be determined in accordance with the following schedule based
     on his Years of Service (as defined below) at his termination date:

                                            Vested           Forfeited
                  Years of Service        Percentage         Percentage
                  ----------------        ----------         ----------
                  Less than 5                 0%                100%
                  5 or more                  100%                0%

     The Vested Percentage of the Profit Sharing Contribution Account of a
     Participant who completes an Hour of Service on or after January 1, 2007
     will be determined in accordance with the following schedule based on his
     Years of Service at his termination date:

                                            Vested           Forfeited
                  Years of Service        Percentage         Percentage
                  ----------------        ----------         ----------
                  Less than 3                 0%                100%
                  3 or more                  100%                0%"

     5.   By substituting the following for subsection 6.3(a)(i):

     "(i) Had no vested right to any amount in his Account (other than his
     Rollover Account or ESOP Transfer Account) prior to the Separation Period;
     and"

     6.   By adding the phrase "for the calendar year in which excess
          Compensation Deferrals were made and for the period beginning on the
          first day of the next Plan Year and ending on the date of the
          distribution of the excess Compensation Deferrals" to the end of the
          parenthetical in the last sentence of subsection B-2(a).

     7.   By adding the phrase "and for the period beginning on the first day of
          the next Plan Year and ending on the date of the distribution of the
          Excess Deferrals" to the end of the parenthetical in the penultimate
          sentence of subsection B-2(b).

     8.   By adding the phrase "and for the period beginning on the first day of
          the next Plan Year and ending on the date of the distribution of
          excess" to the end of the fifth sentence of the last paragraph of
          Section B-3.

     9.   By adding the following paragraph to the end of Section B-3:

     "This Section B-3 will only apply to the Plan Years beginning prior to
     January 1, 2006 in which the provisions of Section B-8 were not applicable
     and in any Plan Year in which there are Participants in the Plan who do not
     meet the age and service conditions of Section 2.1(b) and the Committee
     disaggregates the Plan when calculating the Actual Deferral Percentage for
     Participants who have not satisfied the conditions to be eligible for
     Matching Contributions, provided the disaggregated `plans' meet the
     requirements of Code Section 410(b)."


                                       2
<PAGE>

     10.  By deleting the text of Section B-4 and inserting in lieu thereof the
          word "[RESERVED]."

     11.  By deleting the text of Section B-5 and inserting in lieu thereof the
          word "[RESERVED]."

     12.  By changing the reference to "Supplement A" in the first sentence of
          Section B-6 to refer to "Supplement B."

     13.  By substituting the following for the second sentence of the newly
          redesignated Section B-7:

     "All plans (within the meaning of Treasury Regulation Section 1.410(b)-7(a)
     and (b) after application of the mandatory disaggregation rules and
     permissive aggregation rules of those regulations) maintained by an
     Employer (under which compensation deferrals are made) that are treated as
     one plan for purposes of Code Sections 401(a)(4) and 410(b) and which use
     the safe harbor method to satisfy the nondiscrimination requirements of
     Code Sections 401(k) and 401(m) will be treated as one plan in accordance
     with Treasury Regulation Section 1.401(k)-1(b)(4) or 1.401(m)-1(b)(4) and
     such plans that are treated as one plan for purposes of Code Section
     401(a)(4) or 410(b) and which use the actual deferral percentage test or
     actual contribution percentage test to satisfy the nondiscrimination
     requirements of Code Sections 401(k) and 401(m) will be treated as one plan
     in accordance with Treasury Regulation Section 1.401(k)-1(b)(4) or
     1.401(m)-1(b)(4)."

     14.  By substituting the following for Section B-8.

     "Section B-8 Safe Harbor Provisions. The Plan is treated as satisfying the
     Actual Deferral Percentage test under Code Section 401(k)(3)(A)(ii) and
     Treasury Regulation Section 1.401(k)-2(a) for the Plan Year, if the
     following conditions are met:

     (a) For the entire Plan Year the Employer contributes to the Plan a safe
     harbor Matching Contribution which is allocated and credited to the
     Matching Contribution Accounts of all Participants in the amount provided
     for in Section 5.5;

     (b) Safe harbor Matching Contributions contributed on behalf of
     Participants are nonforfeitable within the meaning of Treasury Regulation
     Section 1.401(k)-1(c);

     (c) Safe harbor Matching Contributions contributed on behalf of
     Participants are subject to the withdrawal restrictions of Code Section
     401(k)(2)(B) and Treasury Regulation Section 1.401(k)-1(d); and

     (d) Each Participant for the Plan Year receives a written notice that
     satisfies the following requirements:

          (i) The notice is sufficiently accurate and comprehensive to inform
          the Participant of the Participant's rights and obligations under the
          Plan;

          (ii) The notice is written in a manner calculated to be understood by
          the average Participant; and

          (iii) At least 30 days (and no more than 90 days) before the beginning
          of each Plan Year (or prior to a Participant's Entry Date, if later),
          the notice is given to Participants for that Plan Year specifically
          stating that the Employer will make a safe harbor Matching
          Contribution for the Plan Year.


                                       3
<PAGE>

     For purposes of subsection (d), the notice is considered sufficiently
     accurate and comprehensive if the notice accurately describes (i) the safe
     harbor Matching Contribution formula including the fully vested nature of
     such contributions, (ii) any other contributions under the Plan and the
     conditions under which such contributions are made, (iii) the type and
     amount of compensation that may be deferred under the Plan, (iv) how to
     elect to make Compensation Deferral Contributions and Catch Up
     Contributions under the Plan, (v) the periods available under the Plan for
     making Compensation Deferral Contributions and Catch Up Contributions, (vi)
     withdrawal and vesting provisions applicable to all contributions under the
     Plan and (vii) contact information for Participants to obtain additional
     information about the Plan. The Plan will satisfy the content requirement
     for the notice without providing the information in (ii) and (iii) above
     provided that the notice cross-references relevant portions of a summary
     plan description previously or currently provided to the Participant.

     The Committee has determined to use the rules of Code Section 410(b)(4)(B)
     to treat the Plan as separate plans for purposes of the coverage
     requirements of Code Section 410(b) and will apply the safe harbor
     requirements of this Section to the `plan' covering Participants who have
     met the age and service requirements of subsection 2.1(b) and will apply
     the rules of Section B-3 to the `plan' covering Participants who have not
     met the age and service requirements of subsection 2.1(b).

     The Plan is treated as satisfying the Contribution Percentage test under
     Code Section 401(m)(2) and Treasury Regulation Section 1.401(m)-2(a) with
     respect to Matching Contributions for the Plan Year if the Employer makes a
     safe harbor Matching Contribution described in Section 4.2 to the Plan for
     that Plan Year and meets the notice requirement of subsection (d) above."

     15.  By inserting the word "directly" immediately preceding "rolled" and by
          deleting the words "or 403(b) plan or a Roth Individual Retirement
          Account" from the first sentence of Section F-7.

     16.  By deleting the words "Roth 403(b) account" from Section F-8.


IN WITNESS WHEREOF, the Corporation has caused this Sixth Amendment to be
executed on its behalf this 22nd day of February, 2007, but effective as of
January 1, 2006 unless otherwise indicated.

                                              MONROE BANCORP


                                              By:  /s/ Mark D. Bradford
                                                   ------------------------

                                              Title: President and CEO
                                                     ----------------------
ATTEST:


By: /s/ R. Scott Walters
    -----------------------

Title: Secretary
       --------------------




                                       4