FCNB CORP
8-K, 2000-12-07
STATE COMMERCIAL BANKS
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

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

Date of Report (Date of earliest event reported): December 1, 2000


                                    FCNB CORP
             (Exact name of registrant as specified in its charter)


                Maryland                                52-1479635
     (State or other jurisdiction of        (I.R.S. Employer Identification No.)
     incorporation or organization)


  7200 FCNB Court, Frederick, Maryland                    21703
(Address of principal executive offices)                (Zip Code)


        Registrant's telephone number, including area code: (301)662-2191



<PAGE>



Item 4. Changes in Registrant's Certifying Accountant.
------------------------------------------------------

         On December 1, 2000,  Keller Bruner & Company,  LLP ("Keller  Bruner"),
the independent certified public accountants which audited FCNB Corp's financial
statements for the year ended  December 31, 1999,  advised FCNB Corp that it had
merged into  McGladrey & Pullen,  LLP and that Keller  Bruner would no longer be
the auditor for FCNB Corp.

         Keller Bruner's report on FCNB Corp's financial statements for the year
ended  December  31, 1999 did not contain an adverse  opinion or  disclaimer  of
opinion,  and were not  modified as to  uncertainty,  audit scope or  accounting
principles.

         During the period  January 1, 1998 to December 31, 1999 and through the
date on which they were merged,  there were no disagreements  with Keller Bruner
on any  matter  of  accounting  principles  or  practices,  financial  statement
disclosure, audit scope or procedure which, if not resolved to its satisfaction,
would have caused it to make reference to such  disagreement  in connection with
its report.

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

(a) Exhibits:

Exhibit No.                         Description
-----------                         -----------
16                                  Letter of Keller Bruner & Company, LLC


                                   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.



                                           FCNB CORP

                                           By:   /s/ A. Patrick Linton
                                               ---------------------------------
                                               A. Patrick Linton, President


Dated: December 7, 2000



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