8-K

                       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): May 7, 1999


                        Annapolis National Bancorp, Inc.
                        --------------------------------

             (Exact name of registrant as specified in its charter)


             Maryland                    000-22961                521648903
             --------                    ---------                ---------
  (State or other Jurisdiction      (Commission File No.)      (I.R.S. Employer 
          of Incorporation)                                  Identification No.)

             180 Admiral Cochrane Drive Suite 300,                   21401
             --------------------------------------                  -----
                      Annapolis, Maryland                          (Zip Code)
                      -------------------
            (Address of principal executive offices)



       Registrant's telephone number, including area code: (410) 224-4455


                                 Not Applicable
          ------------------------------------------------------------
          (Former name or former address, if changed since last report)





Item 5.        Other Events.

               On May 7, 1999, the Registrant announced that it had accepted the
resignation of John W. Marhefka, Jr., as Chief Executive Officer, Vice President
and Director of the Company and President, Chief Executive Officer and Director
of the Company's wholly-owned subsidiary, Annapolis National Bank. The
Registrant also announced that Richard M. Lerner, Chairman of the Board of
Directors of the Bank and a member of the Board of the Company and Bank since
1989, was appointed, on an interim basis, Chief Executive Officer of the Company
and President and Chief Executive Officer of the Bank. A press release regarding
the announcement is attached as Exhibit 99.






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

               (c) Exhibits

                      Exhibit 99.  Press Release



                                   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.





Date:  May 10, 1999                            Annapolis National Bancorp, Inc.

                                         By:  /s/ Richard M. Lerner   
                                              ---------------------------------
                                                  Richard M. Lerner,
                                                 Chief Executive Officer


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EX-99

        EXHIBIT 99.

                        ANNAPOLIS NATIONAL BANCORP, INC.
                          ANNOUNCES RESIGNATION OF CEO

        May 7, 1999 -- Annapolis National Bancorp, Inc.'s (NASDAQ: ANNB) Board
of Directors today announced that it had accepted the resignation of John W.
Marhefka, Jr., as Chief Executive Officer, Vice President and Director of the
Company and President, Chief Executive Officer and Director of the Company's
wholly-owned subsidiary, Annapolis National Bank, effective immediately. The
Company stated that Mr. Marhefka had resigned due to philosophical differences
with the Board of Directors.

        The Company also announced that Richard M. Lerner, Chairman of the Board
of Directors and a member of the Board since 1989, was appointed, on an interim
basis, Chief Executive Officer of the Company and President and Chief Executive
Officer of the Bank. Stanley H. Katsef will continue to serve as the Vice
Chairman of the Board of Directors of both the Company and Bank on a full time
basis, and all of the other executive officers of the Company and Bank will
continue in their current capacities.

        Mr. Lerner emphasized that "Annapolis National Bancorp's ongoing
commitment to its customers and shareholders will continue."

        Annapolis National Bank operates as a full service commercial bank from
its headquarters in Annapolis, and its four branches located in Anne Arundel
County, Maryland and one branch located on Kent Island in Queen Anne's County,
Maryland.

        Questions regarding this press release should be directed to Stanley H.
Katsef, Vice Chairman of the Board of Directors or Russell J. Grimes, Jr.,
Senior Vice President and Chief Financial Officer at 410-224-4455.



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