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):
                                 August 18, 1997
                                 ---------------


                          HARBOR BANKSHARES CORPORATION
                          -----------------------------
             (Exact name of registrant as specified in its charter)



<TABLE>

       Maryland                     0-20990                      52-1786341
<S>    <C>                          <C>                          <C>       
(State of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)

</TABLE>


                             25 West Fayette Street
                            Baltimore, Maryland 21201
                            -------------------------
               (Address of principal executive offices) (Zip Code)



                                 (410) 528-1800
                                 --------------
                         (Registrant's telephone number)


<PAGE>


Item 4.  Changes in Registrant's Certifying Accountant.

         Harbor  Bankshares  Corporation (the "Company") has engaged the firm of
Coopers & Lybrand L.L.P.  as its new  independent  accountants.  The decision to
hire new  independent  accountants was recommended by the Audit Committee of the
Board of Directors of the Company on July 16, 1997 and approved by the Company's
Board of Directors on August 13, 1997.  Previously,  Ernst & Young LLP served as
the  independent  accountants  for the Company.  Coopers & Lybrand  L.L.P.  will
complete the audit for the fiscal year ended December 31, 1997.

         In  connection  with the audits of the two fiscal years ended  December
31, 1995 and 1996 and the  subsequent  interim  period  through August 13, 1997,
there were no  disagreements  with Ernst & Young LLP on any matter of accounting
principles or practices,  financial statement and disclosure,  or audit scope or
procedures, which disagreements if not resolved to their satisfaction would have
caused them to make  reference in  connection  with their opinion to the subject
matter of the disagreement.

         In accordance with Item  304(a)(1)(v) of Regulation S-K, during the two
most recent fiscal years and the subsequent  interim period, the Company has not
been advised by Ernst & Young LLP of any of the reportable events listed in Item
304(a)(1)(v)(A) through (D) and during such period the Company has not consulted
with Ernst & Young LLP regarding any matter  referenced  under Item 304(a)(2) of
Regulation S-K.

         The audit  reports of Ernst & Young LLP on the  consolidated  financial
statements  of the Company of and for the fiscal  years ended  December 31, 1995
and 1996, did not contain any adverse opinion or disclaimer of opinion, nor were
they  qualified  or modified  as to  uncertainty,  audit  scope,  or  accounting
principles.

         The  Company  has  requested  that Ernst & Young LLP  furnish it with a
letter,  addressed to the Securities and Exchange Commission (the "Commission"),
stating whether it agrees with the statements made by the Company in response to
this Item 4 and, if not, stating the respects in which it does not agree. A copy
of Ernst & Young  LLP's  letter to the  Commission  is attached as Exhibit 16 to
this Report on Form 8-K.

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

         (c)  Exhibits.

              16. Letter from Ernst & Young LLP dated August 18, 1997.


                                       1
<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 thereunto duly authorized.


Date:  August 18, 1997                             HARBOR BANKSHARES CORPORATION



                                                   By: /s/ Teodoro J. Hernandez
                                                   ----------------------------
                                                        Teodoro J. Hernandez
                                                        Treasurer



                                       2
<PAGE>
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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):
                                 August 18, 1997
                                 ---------------

                          HARBOR BANKSHARES CORPORATION
                          -----------------------------
             (Exact name of registrant as specified in its charter)

       Maryland                     0-20990                      52-1786341
(State of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)
25 West Fayette Street
                            Baltimore, Maryland 21201
                            -------------------------
               (Address of principal executive offices) (Zip Code)

                                 (410) 528-1800
                                 --------------
                         (Registrant's telephone number)
Item 4.  Changes in Registrant's Certifying Accountant.

         Harbor  Bankshares  Corporation (the "Company") has engaged the firm of
Coopers & Lybrand L.L.P.  as its new  independent  accountants.  The decision to
hire new  independent  accountants was recommended by the Audit Committee of the
Board of Directors of the Company on July 16, 1997 and approved by the Company's
Board of Directors on August 13, 1997.  Previously,  Ernst & Young LLP served as
the  independent  accountants  for the Company.  Coopers & Lybrand  L.L.P.  will
complete the audit for the fiscal year ended December 31, 1997.

         In  connection  with the audits of the two fiscal years ended  December
31, 1995 and 1996 and the  subsequent  interim  period  through August 13, 1997,
there were no  disagreements  with Ernst & Young LLP on any matter of accounting
principles or practices,  financial statement and disclosure,  or audit scope or
procedures, which disagreements if not resolved to their satisfaction would have
caused them to make  reference in  connection  with their opinion to the subject
matter of the disagreement.

         In accordance with Item  304(a)(1)(v) of Regulation S-K, during the two
most recent fiscal years and the subsequent  interim period, the Company has not
been advised by Ernst & Young LLP of any of the reportable events listed in Item
304(a)(1)(v)(A) through (D) and during such period the Company has not consulted
with Ernst & Young LLP regarding any matter  referenced  under Item 304(a)(2) of
Regulation S-K.

         The audit  reports of Ernst & Young LLP on the  consolidated  financial
statements  of the Company of and for the fiscal  years ended  December 31, 1995
and 1996, did not contain any adverse opinion or disclaimer of opinion, nor were
they  qualified  or modified  as to  uncertainty,  audit  scope,  or  accounting
principles.

         The  Company  has  requested  that Ernst & Young LLP  furnish it with a
letter,  addressed to the Securities and Exchange Commission (the "Commission"),
stating whether it agrees with the statements made by the Company in response to
this Item 4 and, if not, stating the respects in which it does not agree. A copy
of Ernst & Young  LLP's  letter to the  Commission  is attached as Exhibit 16 to
this Report on Form 8-K.

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

         (c)  Exhibits.

              16. Letter from Ernst & Young LLP dated August 18, 1997.

                                       1
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 thereunto duly authorized.

Date:  August 18, 1997                             HARBOR BANKSHARES CORPORATION

                                                   By: /s/ Teodoro J. Hernandez
                                                   ----------------------------
                                                        Teodoro J. Hernandez
                                                        Treasurer

                                       2