UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549





FORM 10-Q/A

(Amendment No. 1)







|x | QUARTERLY REPORT UNDER SECTION 13 0R 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ----------------------------------------------------------------------------------

For Quarterly Period Ended: March 31, 2010

OR



| ̈ | TRANSITION REPORT UNDER SECTIONS 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ------------------------------------------------------------------------------------

Commission File Number: 001-34565





MONARCH
FINANCIAL HOLDINGS, INC.

(Exact name of registrant as specified in its charter)







|                                                               |  |                                                          |  |                                     
|-------------------------------------------------------------- |  | -------------------------------------------------------- |  | ------------------------------------
|VIRGINIA                                                       |  | 6022                                                     |  | 20-4985388                          
|(State of other jurisdiction of
Incorporation or organization) |  | (Primary Standard Industrial Classification Code Number) |  | (I.R.S. Employer Identification No.)

1435 Crossways Blvd.

Chesapeake, Virginia 23320

(757) 389-5111

(Name, address, including zip code, and telephone number,
including area code, of agent for service)

1101 Executive Blvd.

Chesapeake, Virginia 23320

(Former name, former address and former fiscal year, if changed since last report)





Indicate by
check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to
filed such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No   ̈

Indicate by check mark whether the registrant has submitted electronically and
posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files).    Yes   ̈    No   ̈

Indicate by check mark whether the registrant is a large accelerated filer, and accelerated filer, or a non-accelerated filer, or a
smaller reporting company. See definition of large accelerated filer, and accelerated filer, and smaller reporting company in Rule 12b-2 of the Exchange Act.



|                        |  |   |  |                           |  |  
|----------------------- |  | - |  | ------------------------- |  | -
|Large accelerated filer |  |  ̈ |  | Accelerated filer         |  |  ̈
|                        |  |   | 
|Non-accelerated filer   |  |  ̈ |  | Smaller reporting company |  | x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange
Act).    Yes   ̈    No  x

The number of shares of common stock outstanding as of May 10, 2010 was 5,875,034.

EXPLANATORY NOTE

This Amendment No. 1 to the Monarch Financial Holdings, Inc. Quarterly Report on Form 10-Q for the quarter ended March 31,
2010, is being filed solely to correct certain statements made within Item 4 regarding our Financial Reporting controls. We are not amending any other part of the original Form 10-Q filed on May 11, 2010.

Except as described above, the remainder of the Form 10-Q is unchanged and does not reflect events

occurring after the original filing of the Form 10-Q with the SEC on May 11, 2010.









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|ITEM 4. | CONTROLS AND PROCEDURES
|------- | -----------------------

We maintain a system of internal controls and procedures designed to provide reasonable assurance as to the reliability of our published
financial statements and other disclosures included in this report. As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including the Companys
Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-14. Based upon that evaluation, the Companys Chief Executive
Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective in timely alerting them to material information relating to us (including our consolidated subsidiaries) required to be included in periodic SEC
filings. There have been no significant changes in our internal controls or in other factors that could significantly affect internal controls subsequent to the date we carried out our evaluation.



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Item 6. Exhibits



|                                                                                                                                                                                                                                                                                                                                                                                                         
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit 4.8  2006 Equity Incentive Plan* Exhibit 11  Refer to EPS calculation in the Notes to Financial Statements* Exhibit 31.1
 Certification of CEO pursuant to Rule 13a-14(a) Exhibit 31.2  Certification of Principal Financial Officer pursuant to Rule
13a-14(a) Exhibit 32.1  Certification of CEO and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of
2002
|                                                                                                                                                                                                                                                                                                                                                                                                         
|*Previously filed                                                                                                                                                                                                                                                                                                                                                                                        

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.



|                                                   |  |  |  |                        
|-------------------------------------------------- |  |  |  | -----------------------
|MONARCH FINANCIAL HOLDINGS, INC.                   |  | 
|                                                   |  | 
|/s/ Brad E. Schwartz                               |  |  |  |                        
|Brad E. Schwartz                                   |  |  |  | Date: December 15, 2010
|Chief Executive Officer                            |  |  |  |                        
|                                                   |  | 
|/s/ Lynette P. Harris.                             |  |  |  |                        
|Lynette P. Harris                                  |  |  |  | Date: December 15, 2010
|Executive Vice President & Chief Financial Officer |  | 



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