COMMUNITY BANKSHARES OF MARYLAND INC
15-15D, 1999-01-22
STATE COMMERCIAL BANKS
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                       SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549

                                     FORM 15

Certification  and Notice of Termination of Registration  under Section 12(g) of
the Securities  Exchange Act of 1934 or Suspension of Duty to File Reports Under
Sections 13 and 15(d) of the Securities Exchange Act of 1934.

                                               Commission File Number: 333-62061


                     Community Bankshares of Maryland, Inc.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


                 16410 Heritage Boulevard, Bowie, Maryland 20716
- --------------------------------------------------------------------------------
  (Address, including ZIP code, and telephone number, including area code, of
                   registrant's principal executive offices)


                         Common Stock, $10.00 par value
- --------------------------------------------------------------------------------
         (Title of all other classes of securities covered by this Form)


         Please  place an X in the box(es) to  designate  the  appropriate  rule
provision(s) relied upon to terminate or suspend the duty to file reports:

     Rule 12g-4(a)(1)(i)    [ ]              Rule 12h-3(b)(1)(ii)    [ ]
     Rule 12g-4(a)(1)(ii)   [ ]              Rule 12h-3(b)(2)(i)     [ ]
     Rule 12g-4(a)(2)(i)    [ ]              Rule 12h-3(b)(2)(ii)    [ ]
     Rule 12g-4(a)(2)(ii)   [ ]              Rule 15d-6              [X]
     Rule 12h-3(b)(1)(i)    [X]

     Approximate  number of holders of record as of the  certification or notice
date: 173

     The  Company's  registration  statement  on Form SB-2 became  effective  on
October  27,  1998.   Following   termination  of  the  offering  to  which  the
registration   statement   related  on  December  31,  1998,   the  Company  had
approximately  173 shareholders of record.  At January 1, 1998, the beginning of
the Company's  fiscal year, the Company had  approximately  50  shareholders  of
record.  The Company has not filed any reports  pursuant to Section  15(d),  the
first such  required  report being the annual report on Form 10-KSB for the year
ended December 31, 1998. The Company requests the  Commission's  approval of the
suspension of its obligations to report pursuant to Section 15(d) as the benefit
to investors of the Company's  reporting  under the Exchange Act is far exceeded
by the operational burden and expense of preparing and filing such reports.  The
Company's  of common  stock is not  traded on any  exchange  or other  organized
market,  and no market  makers  offer to make a market in the  Company's  stock.
Trading has  historically  been  infrequent,  and it is unlikely  that an active
market in the Company's  stock will  develop.  The Company plans to continue its
practice of distributing its audited  financial  statements to all shareholders,
virtually  all of whom are resident in the  Company's  primary  market area.  If
required to file reports  through 1999, it is probable that the Company would be
eligible for  suspension  of its  obligation to file reports under Section 15(d)
after  December  31,  1999,  as it is  improbable  that the Company will have in
excess of 500  shareholders  at December  31,  1999,  or be required to register
under  Section 12 of the Exchange  Act. In light of the  foregoing,  the Company
does not believe  that there is any public  benefit to  investors  in having the
Company  divert  substantial  human and financial  resources  from its principal
effort.

                                   Page 1 of 2
<PAGE>


     Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,
Community Bankshares of Maryland,  Inc. has caused this certificate/notice to be
signed on its behalf by the undersigned duly authorized person.



DATE: January 22, 1999                        BY: /s/ William V. Meyers        
                                                  -----------------------------
                                                  William V. Meyers, Chairman



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