EAGLE BANCORP INC
8-K, 2000-01-24
STATE COMMERCIAL BANKS
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                       SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549



                                   FORM 8-KSB

                                 CURRENT REPORT



     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


        Date of Report (Date of earliest event reported):January 20, 2000


                               Eagle Bancorp, Inc
             (Exact name of registrant as specified in its charter)


           Maryland                           0-25923                52-2061461
 (State or other jurisdiction          (Commission file number)    (IRS Employer
       of incorporation)                                               Number)


                 7815 Woodmont Avenue, Bethesda, Maryland 20814
               (Address of Principal Executive Offices) (Zip Code)


       Registrant's telephone number, including area code: (301) 986-1800




<PAGE>


Item 5.  Other Matters

         On January 20, 2000, the Board of directors  declared a 25% stock split
in the form of a stock dividend (the  "dividend")  payable on March 31, 2000, to
holders of record on March 17,  2000.  No  fractional  shares  will be issued in
connection with the dividend.  A copy of the press release  announcing the stock
dividend  is  included  as exhibit 99 to this  report,  and is  incorporated  by
reference herein and made a part hereof.

Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits

(a)  Financial Statements of Business Acquired.  Not applicable.

(b)  Pro Forma Financial Information.  Not Applicable.

(c)  Exhibits. (99) Press Release dated January 20, 2000



<PAGE>


                                   Signatures


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

                                             EAGLE BANCORP, INC.


                                             By: /s/ Ronald D. Paul
                                                 -------------------------------
                                                 Ronald D. Paul, President

Dated:  January 21, 2000







                                                                      Exhibit 99


PRESS RELEASE                                        EAGLE BANCORP INC.
FOR IMMEDIATE RELEASE                                CONTACT:
                                                     Thomas D. Murphy
January 21, 2000                                     (301) 347-3737

                                                     AGENCY CONTACT:
                                                     Jon Enten
                                                     Enten & Associates
                                                     (301) 468-4984




                   EAGLE BANCORP, INC. DECLARES STOCK DIVIDEND

BETHESDA,  MD. The Board of Directors  of Eagle  Bancorp,  Inc.,  on January 19,
2000, announced a 25% stock dividend.  The dividend is payable on March 31, 2000
to holders  of record as of March 17,  2000.  Eagle  Bancorp's  common  stock is
traded on the Nasdaq  SmallCap  Market.  The trading  symbol is EGBN.  There are
presently 1,650,000 shares of Eagle Bancorp common stock outstanding.

Eagle Bancorp,  Inc. is the holding company for EagleBank.  EagleBank  commenced
operations in July, 1998 and has experienced  rapid growth during the past year.
It presently has four offices in Montgomery  County,  Maryland.  At December 31,
1999, the end of EagleBank's first full year of operations,  Bancorp assets were
in excess of $113 million.




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