UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2009

¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the ~~quarterly~~transition period ~~ended~~from ~~March~~_____ ~~31,~~to ~~2009~~_____.

¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from _____ to _____.

Commission file number 0-29687

Eagle Bancorp

(Exact name of small business issuer as specified in its charter)

United States	81-0531318
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

1400 Prospect Avenue, Helena, MT 59601

(Address of principal executive offices)

(406) 442-3080

(Issuer's telephone number)

Website address: www.americanfederalsavingsbank.com

~~Check~~Indicate by check mark whether the ~~issuer~~registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding ~~past~~ 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by a check mark whether the registrant has submitted electronically and posted on on its corporate ~~website~~Web site, if any, every ~~interactive~~Interactive ~~data~~Data ~~file~~File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ¨ o No o¨

Indicate by a check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer”,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	¨	Accelerated filer ¨
Non-accelerated filer	¨	Smaller reporting company x
(Do not check if smaller
reporting company)

Indicate by check mark whether the registrant is a shell company (defined in Rule 12b-2 of the Exchange Act). Yes o¨ No x

~~State the~~APPLICABLE ~~number~~ONLY ofTO ~~shares~~CORPORATE ~~outstanding of each of the issuer's classes of common equity, as of the latest practicable date:~~ISSUERS

~~Common~~Indicate the ~~stock,~~number ~~par~~of ~~value~~shares ~~$0.01~~outstanding ~~per~~of ~~share~~each 1of the issuer's classes of common equity,~~075,312~~ ~~shares~~as ~~outstanding~~of the latest practicable date:

AsCommon ofstock, ~~May 10~~par value $0.01 per share 1,074,507 ~~2009~~shares outstanding

As of November 10, 2009

EAGLE BANCORP AND SUBSIDIARY

TABLE OF CONTENTS

		~~PAGE~~		PAGE
PART I.	~~FINANCIAL INFORMATION~~		FINANCIAL INFORMATION
Item 1.	Financial Statements
	Item1.	Financial Statements
	Consolidated Statements of Financial Condition as of March 31, 2009 (unaudited) and June 30, 2008	1 and 2
			Consolidated Statements of Financial Condition as of September 30, 2009	1 and 2
	Consolidated Statements of Income for the three months ended March 31, 2009 and 2008 and the nine months ended March 31, 2009 and 2008 (unaudited)	3 and 4
			(unaudited) and June 30, 2009
	Consolidated Statements of Changes in Stockholders' Equity for the nine months ended March 31, 2009 and 2008 (unaudited)	5
			Consolidated Statements of Income for the three months ended September 30,	3 and 4
	Consolidated Statements of Cash Flows for the nine months ended March 31, 2009 and 2008 (unaudited)	6 and 7
			2009 and 2008 (unaudited)
	Notes to Consolidated Financial Statements	8 to 13
			Consolidated Statements of Changes in Stockholders' Equity for the three	5
Item 2.	Management's Discussion and Analysis of Financial Condition or Plan of Operations	14 to 18
			months ended September 30, 2009 and 2008 (unaudited)
Item 3.	Controls and Procedures	19
			Consolidated Statements of Cash Flows for the three months ended	6 and 7
PART II.	OTHER INFORMATION
			September 30, 2009 and 2008 (unaudited)
Item 1.	Legal Proceedings	20
		Notes to Consolidated Financial Statements		8 to 15
~~Item 2.~~	~~Unregistered~~Item ~~Sales of Equity Securities and Use of Proceeds~~2.	20Management's Discussion and Analysis of Financial Condition and Results of Operations		16 to 19
~~Item 3.~~	~~Defaults~~Item ~~Upon Senior Securities~~3.	20Quantitative and Qualitative Disclosures About Market Risk		20
~~Item 4.~~	~~Submission~~Item ~~of Matters to a Vote of Security-Holders~~4.	21Controls and Procedures		21
Item 5.	Other Information	21
PART II.		OTHER INFORMATION
Item 6.	Exhibits	21
	Item 1.	Legal Proceedings		22
Signatures		22
	Item 1A.		Risk Factors
Exhibit 31.1
	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		22
Exhibit 31.2
	Item 3.	Defaults Upon Senior Securities		22
Exhibit 32.1
	Item 4.	Submission of Matters to a Vote of Security Holders		23
	Item 5.	Other Information		23
	Item 6.	Exhibits		23
	Signatures			24
	Exhibit 31.1
	Exhibit 31.2
	Exhibit 32.1

EAGLE BANCORP AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(Dollars in Thousands, Except for Per Share Data)

	March 31,		June 30,
	September 30,		June 30,
	2009		~~2008~~2009
	(Unaudited)		(Audited)
ASSETS
Cash and due from banks	$	23,~~246~~687	$	32,~~541~~487
Federal funds sold		11,302		-
Interest-bearing deposits with banks		944		224
Interest-bearing deposits with banks		133		549
Federal funds sold		3,211		3,617
Total cash and cash equivalents		137,~~681~~842		46,~~090~~328
Investment securities SFAS 159, at market value		20		1,321
Securities available-for-sale, at market value		92,100		82,263
Investment securities available-for-sale, at market value		76,005		78,417
Securities held-to-maturity, at cost		265		375
Investment securities held-to-maturity, at cost		376		697
Preferred stock, at market value		108		25
Investment in nonconsolidated subsidiary		155		155
Federal Home Loan Bank stock, at cost		2,000		2,000
Federal Home Loan Bank stock, at cost		1,925		1,715
Investment in Eagle Bancorp Statutory Trust I		155		155
Mortgage loans held-for-sale		73,~~374~~494		75,~~370~~349
Loans receivable, net of deferred loan fees and allowance for loan losses of $399 at March 31, 2009 and $300 at June 30, 2008		172,637		168,149
Loans receivable, net of deferred loan fees and allowance for loan losses of $625 at September 30, 2009 and $525 at June 30, 2009		168,185		167,197
Accrued interest and dividends receivable		1,~~477~~540		1,~~426~~399
Mortgage servicing rights, net		12,~~881~~315		12,~~652~~208
Property and equipment, net		12,142		8,080
Premises and equipment, net		15,371		13,761
Cash surrender value of life insurance		6,~~449~~544		6,~~285~~496
Real estate acquired in settlement of loans, net of allowance for losses		-158		-
Other assets		~~1,262~~603		~~550~~2,153
Total assets	$	~~295~~300,~~384~~680	$	~~279~~289,~~907~~709

See accompanying notes to consolidated financial statements.

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EAGLE BANCORP AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (Continued)

(Dollars in Thousands, Except for Per Share Data)

	March 31,			June 30,
	September 30,			June 30,
	2009			~~2008~~2009
	(Unaudited)			(Audited)
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Liabilities:
Deposit accounts:
Noninterest bearing	$	1518,~~535~~902		$	1415,~~617~~002
Interest bearing		176,~~454~~178			~~164~~172,~~234~~197
Federal funds purchased		-			3,000
Total deposits		195,080			187,199
Advances from Federal Home Loan Bank and other borrowings		69,472			65,222
Accrued expenses and other liabilities		3,379			2,507
Long-term subordinated debentures		5,155			5,155
Federal funds purchased		-			-
Accrued expenses and other liabilities		2,497			2,045
FHLB advances and other borrowings		66,639			67,056
Total liabilities		269,113			254,273
Subordinated debentures		5,155			5,155
Stockholders' Equity:
Total liabilities		270,253			261,917
EQUITY
Preferred stock (no par value, 1,000,000 shares authorized, none issued or outstanding)		-			-
Common stock (par value $0.01 per share; 9,000,000 shares authorized; 1,223,572 shares issued; 1,075,312 and 1,076,072 outstanding at March 31, 2009 and June 30, 2008, respectively)		12			12
Common stock (par value $0.01 per share; 9,000,000 shares authorized; 1,223,572 shares issued; 1,074,507 and 1,075,312 shares outstanding at September 30, 2009 and June 30, 2009, respectively)		12			12
Additional paid-in capital		4,~~542~~589			4,~~487~~564
Unallocated common stock held by employee stock ownership plan ("ESOP")		(289	)		(5518	)
Treasury stock, at cost (148,260 and 147,500 shares at March 31, 2009 and
Treasury stock, at cost (149,065 and 148,260 shares at September 30, 2009 and June 30, 2009, respectively)		(5,056	)		(5,034	)
June 30, 2008, respectively		(5,034	)		(5,013	)
Retained earnings		29,583			28,850
Retained earnings		28,053			27,025
Accumulated other comprehensive gain (loss)		1,308			(582	)
Accumulated other comprehensive loss		(1,274	)		(822	)
Total equity		30,427			27,792
Total stockholders' equity		26,271			25,634
Total liabilities and equity	$	300,680		$	289,709
Total liabilities and stockholders' equity	$	295,384		$	279,907

See accompanying notes to consolidated financial statements.

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EAGLE BANCORP AND SUBSIDIARY

QUARTERLY CONSOLIDATED STATEMENTS OF INCOME

(Dollars in Thousands, Except for Per Share Data)

	Three Months Ended						~~Nine Months Ended~~
	March 31,						March 31,
	September 30,
	2009			2008			~~2009~~			~~2008~~
	(Unaudited)						~~(Unaudited)~~
Interest and Dividend Income:
Interest and fees on loans	$	2,~~862~~708		$	2,~~750~~837		$	~~8,654~~		$	~~8,169~~
Securities available-for-sale		959			692			2,899			2,118
Securities available for sale		1,004			963
Interest on deposits with banks		3			20			8			54
Securities held to maturity		4			5
Securities held-to-maturity		5			8			15			26
Interest on deposits with banks		8			4
FHLB dividends		(7-	)		47			5			9
Total interest and dividend income		3,~~822~~724			3,~~474~~816			~~11,581~~			~~10,376~~
Interest Expense:
Deposits		~~770~~611			~~1,096~~862			~~2,462~~			~~3,452~~
FHLB advances and other borrowings		667			468			1,980			1,378
FHLB advances & other borrowings		655			643
Subordinated debentures		75			75			~~225~~			~~225~~
Total interest expense		1,~~512~~341			1,~~639~~580			~~4,667~~			~~5,055~~
Net interest income		2,310			1,835			6,914			5,321
Net Interest Income		2,383			2,236
Loan loss provision		72135			-			~~106~~			-
Net interest income after loan loss provision		2,~~238~~248			12,~~835~~236			~~6,808~~			~~5,321~~
Noninterest income:
Demand deposit service charges		179			164			550			546
Service charges on deposit accounts		195			190
Net gain on sale of loans		~~849~~440			~~191~~183			~~1,270~~			~~547~~
Mortgage loan servicing fees		~~350~~185			~~136~~140			~~407~~			~~406~~
Net gain (loss) on sale of available-for-sale securities		-			72			57			72
Net gain on sale of available for sale securities		-			57
Net loss on securities SFAS 159		(17	)		(118	)		(1,303	)		(549	)
Net gain (loss) on preferred stock		84			(1,239	)
Other		~~165~~157			~~174~~165			~~485~~			~~450~~
Total noninterest income		1,~~526~~061			~~619~~(504	)		~~1,466~~			~~1,472~~

See accompanying notes to consolidated financial statements.

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EAGLE BANCORP AND SUBSIDIARY

QUARTERLY CONSOLIDATED STATEMENTS OF INCOME (Continued)

(Dollars in Thousands, Except for Per Share Data)

	Three Months Ended					~~Nine Months Ended~~
	March 31,					March 31,
	September 30,
	2009		2008			~~2009~~		~~2008~~
	(Unaudited)					~~(Unaudited)~~
Noninterest expense:
Salaries and employee benefits		1,~~110~~099		~~998~~1,046			~~3,302~~		~~2,952~~
Occupancy expenses		172		136			457		401
Occupancy expense		156		149
Furniture and equipment depreciation		7863		6967			~~210~~		~~210~~
In-house computer expense		~~104~~88		73			~~278~~		~~220~~
Advertising expense		74		52			268		185
Advertising		106		91
Amortization of mtg servicing fees		241		83			378		224
Amortization of mortgage servicing rights		126		71
Federal insurance premiums		5465		57			70		15
Postage		3138		2333			~~109~~		79
Legal, accounting, and examination fees		6075		48			~~173~~		~~169~~
Consulting fees		2057		3943			82		72
ATM processing		17		1314			45		40
Other		~~290~~213		~~222~~207			~~784~~		~~649~~
Total noninterest expense		2,~~251~~103		1,~~761~~849			~~6,156~~		~~5,216~~
Income before provision for income taxes		1,~~513~~206		~~693~~(117	)		~~2,118~~		~~1,577~~
Provision for income taxes		~~454~~362		~~155~~(17	)		~~635~~		~~356~~
Net income	$	~~1,059~~844	$	~~538~~(100	)	$	~~1,483~~	$	~~1,221~~
Basic earnings per share	$	0.99	$	0.50		$	1.39	$	1.14
Basic earnings per common share	$	0.79	$	(0.09	)
Diluted earnings per share	$	0.87	$	0.44		$	1.22	$	1.01
Diluted earnings per common share	$	0.69	$	(0.08	)
Weighted average shares outstanding (basic eps)		1,~~071~~072,~~098~~899		1,~~070~~069,~~070~~211			~~1,070,087~~		~~1,071,124~~
Weighted average shares outstanding (diluted eps)		1,~~219~~221,~~358~~658		1,~~214~~217,~~762~~058			~~1,218,209~~		~~1,213,610~~

See accompanying notes to consolidated financial statements.

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EAGLE BANCORP AND SUBSIDIARY

~~CONSOLIDATED~~QUARTERLY CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

For the ~~Nine~~Three Months Ended ~~March~~September 3130, 2009 and 2008 ~~(Unaudited)~~

(Dollars in Thousands, Except for Per Share Data)

																ACCUMULATED
					ADDITIONAL		UNALLOCATED									OTHER
	PREFERRED		COMMON		PAID-IN		ESOP			TREASURY			RETAINED			COMPREHENSIVE
	STOCK		STOCK		CAPITAL		SHARES			STOCK			EARNINGS			INCOME(LOSS)			TOTAL
Balance, June 30, 2007	$	-	$	12	$	4,387	$	(92	)	$	(4,759	)	$	25,448		$	(908	)	$	24,088
Balance, June 30, 2008	$	-	$	12	$	4,487	$	(55	)	$	(5,013	)	$	27,025		$	(822	)	$	25,634
FAS 159 Adjustment														(117	)
Net income		-		-		-		-						(100	)		-			(100	)
Net income		-		-		-		-			-			1,221			-			1,221
Other comprehensive income		-		-		-		-						-			(1,134	)		(1,134	)
Other comprehensive income		-		-		-		-			-			-			1,007			1,007
Total comprehensive income		-		-		-		-						-			-			(1,234	)
Total comprehensive income		-		-		-		-			-			-			-			2,228
Dividends paid ($0.255 per share)														(109	)					(109	)
Dividends paid ($.72 per share)		-		-		-		-			-			(312	)		-			(312	)
Treasury stock purchased (760 shares @ $27.00)											(21	)								(21	)
Treasury stock purchased (1,250 shares @ $33.00; 3,285 shares @ $32.75; 1,000 shares @ $27.25; 750 shares @ $28.25)		-		-		-		-			(198	)		-			-			(198	)
FASB ASC 715 adjustment		-		-		-		-			-			(129	)					(129	)
ESOP shares allocated or committed to be released for allocation (3,450 shares)		-		-		77		28			-			-			-			105
ESOP shares allocated or committed to be released for allocation (1,150 shares)						21		9												30
Balance, March 31, 2008	$	-	$	12	$	4,464	$	(64	)	$	(4,957	)	$	26,240		$	99		$	25,794
Balance, September 30, 2008	$	-	$	12	$	4,508	$	(46	)	$	(5,034	)	$	26,687		$	(1,956	)	$	24,171
Balance, June 30, 2009	$	-	$	12	$	4,564	$	(18	)	$	(5,034	)	$	28,850		$	(582	)	$	27,792
Net income		-		-		-		-						844			-			844
Other comprehensive income		-		-		-		-						-			1,890			1,890
Total comprehensive income		-		-		-		-						-			-			2,734
Dividends paid ($0.26 per share)														(111	)					(111	)
Treasury stock purchased (805 shares @ $28.25)											(22	)								(22	)
ESOP shares allocated or committed to be released for allocation (1,150 shares)						25		9												34
Balance, September 30, 2009	$	-	$	12	$	4,589	$	(9	)	$	(5,056	)	$	29,583		$	1,308		$	30,427

Balance, June 30, 2008	$	-	$	12	$	4,487	$	(55	)	$	(5,013	)	$	27,025		$	(822	)	$	25,634
Net income		-		-		-		-			-			1,483			-			1,483
Other comprehensive income		-		-		-		-			-			-			(452	)		(452	)
Total comprehensive income		-		-		-		-			-			-			-			1,031
Dividends paid ($.255 per share)		-		-		-		-			-			(326	)		-			(326	)
Treasury stock purchased (750 shares @ $27.00)		-		-		-		-			(21	)		-			-			(21	)
EITF No. 06-4 & 06-10														(129	)					(129	)
ESOP shares allocated or committed to be released for allocation (1,150 shares)		-		-		55		27			-			-			-			82
Balance, March 31, 2009	$	-	$	12	$	4,542	$	(28	)	$	(5,034	)	$	28,053		$	(1,274	)	$	26,271

See accompanying notes to consolidated financial statements.

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EAGLE BANCORP AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in Thousands, Except for Per Share Data)

	Nine Months Ended
	Three months ended
	March 31,
	September 30,
	2009			2008
	(Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	~~1,483~~844		$	~~1,221~~(100	)
Adjustments to reconcile net income to net cash from operating activities:
Adjustments to reconcile net income to net cash from operating activities
Provision for loan losses		~~106~~135			-
Provision for mortgage servicing rights valuation losses		47			-
Depreciation		122			112
Depreciation		359			342
Net amortization of marketable securities premium and discounts		38			50
Net amortization of marketable securities premium and discounts		120			167
Amortization of capitalized mortgage servicing rights		126			71
Amortization of capitalized mortgage servicing rights		378			224
Gain on sale of loans		(440	)		(183	)
Gain on sale of loans		(1,270	)		(546	)
Net realized (gain) loss on sale of available-for-sale securities		-			(57	)
Net realized (gain) loss on sale of available-for-sale securities		(57	)		(72	)
Increase in cash surrender value of life insurance		(48	)		(60	)
Increase in cash surrender value of life insurance		(163	)		(162	)
Loss (Gain) investment securities, Preferred Stock		(84	)		1,239
Loss on sale of property and equipment		-			3
Loss in investment securities, SFAS 159		1,303			549
Change in assets and liabilities:
(Increase) decrease in assets:
Accrued interest and dividends receivable		(50141	)		(8467	)
Loans held-for-sale		(42,290	)		~~247~~280
Other assets		~~(713~~1,556	)		~~235~~(552	)
Increase (decrease) in liabilities:
Accrued expenses and other liabilities		~~595~~98			~~(147~~1,038	)
Net cash provided by operating activities		(24,~~134~~496	)		1,~~977~~771
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of securities:
Investment securities available-for-sale		(109,~~849~~174	)		(268,~~363~~152	)
Proceeds from maturities, calls and principal payments:
Investment securities held-to-maturity		~~321~~110			~~210~~308
Investment securities available-for-sale		82,~~446~~003			103,~~395~~649
FHLB stock purchased		(210	)		-
FHLB Stock purchased		-			(166	)
Proceeds from sales of investment securities available-for-sale		~~4,062~~-			4,~~852~~062
Net increase in loans receivable, excludes transfers to real estate acquired in settlement of loans		(3,932	)		(6,797	)
Net increase in loan receivable, excludes transfers to real estate acquired in settlement of loans		(1,519	)		(5,057	)
Purchase of property and equipment		(41,~~421~~732	)		(~~974~~1,128	)
Purchase of bank owned life insurance		-			(300	)
Net cash used in investing activities		(10,312	)		(6,484	)
Proceeds from sale of equipment		-			9
Net cash used in investing activities		(6,583	)		(18,968	)

See accompanying notes to consolidated financial statements.

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EAGLE BANCORP AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(Dollars in Thousands, Except for Per Share Data)

	Nine Months Ended
	Three months ended
	March 31,
	September 30,
	2009			2008
	(Unaudited)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net (decrease) increase in checking and savings accounts	$	$13,137		$	$(508	)
Net increase in checking and savings accounts	$	7,880		$	4,244
Net decrease in federal funds		~~(3,000~~-	)		(3,~~800~~000	)
Payments on FHLB advances and other borrowings		(6,750	)		(7,700	)
Payments on FHLB advances		(417	)		(5,917	)
FHLB advances and other borrowings		11,000			33,700
FHLB advances		-			9,613
Purchase of treasury stock		(21	)		(197	)
Purchase of Treasury Stock		(22	)		(21	)
Dividends paid		(~~326~~111	)		(~~312~~109	)
Net cash provided by financing activities		147,~~040~~330			214,~~183~~810
Net increase in cash and cash equivalents		9,591			4,192
Net increase in cash		1,514			97
CASH AND CASH EQUIVALENTS, beginning of period		46,~~090~~328			34,~~069~~090
CASH AND CASH EQUIVALENTS, end of period	$	137,~~681~~842		$	74,~~261~~187
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid during the period for interest	$	41,~~670~~340		$	51,~~005~~562
Cash paid during the period for income taxes	$	~~1,353~~-		$	~~660~~321
NON-CASH INVESTING ACTIVITIES:
Increase in market value of securities available-for-sale	$	1,043		$	(857	)
(Increase) decrease in market value of securities available-for-sale	$	(2,705	)	$	1,587
Mortgage servicing rights capitalized	$	~~654~~234		$	~~236~~80

See accompanying notes to consolidated financial statements.

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EAGLE BANCORP AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 1. BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements have been prepared in accordance with instructions for Form 10-Q. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. However, such information reflects all adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for a fair presentation of results for the unaudited interim periods.

The results of operations for the three ~~and nine~~ month ~~periods~~period ended ~~March~~September 3130, 2009 ~~are~~ are not necessarily indicative of the results to be expected for the fiscal year ending June 30, ~~2009~~2010 or any other period. The unaudited consolidated financial statements and notes presented herein should be read in conjunction with the audited consolidated financial statements and related notes thereto included in Eagle’s Annual Report on Form 10-~~KSB~~K for the ~~fiscal~~ year ended June 30, ~~2008~~2009.

The Company evaluated subsequent events for potential recognition and/or disclosure through November 12, 2009, the date the consolidated financial statements were issued.

NOTE 2. INVESTMENT SECURITIES

Investment securities are summarized as follows:

(Dollars in thousands)

	March 31, 2009 (Unaudited)							June 30, 2008 (Audited)
	September 30, 2009							June 30, 2009
	AMORTIZED COST		GROSS UNREALIZED GAINS/(LOSSES)			FAIR VALUE		AMORTIZED COST		GROSS UNREALIZED GAINS/(LOSSES)			FAIR VALUE
	(Unaudited)							(Audited)
			GROSS							GROSS
	AMORTIZED		UNREALIZED			FAIR		AMORTIZED		UNREALIZED			FAIR
	COST		GAINS/LOSSES			VALUE		COST		GAINS/LOSSES			VALUE
Available-for-sale:
U.S. government and agency obligations	$	14,~~122~~919	$	511		$	14,~~127~~930	$	23,~~242~~893	$	(1011	)	$	23,~~232~~882
Municipal obligations		2433,~~973~~354		~~(746~~682	)		2434,~~227~~036		2229,~~790~~747		(~~600~~854	)		2228,~~190~~893
Corporate obligations		119,~~732~~944		~~(1,490~~93	)		10,~~242~~037		129,~~811~~963		(89470	)		129,~~722~~493
Mortgage-backed securities		87,~~823~~737		~~154~~248			87,~~977~~985		138,~~135~~287		~~(119~~157	)		138,~~016~~444
Collateralized mortgage obligations		3134,~~266~~341		~~166~~771			3135,~~432~~112		2831,~~580~~274		~~(356~~277	)		2831,~~224~~551
Common stock		-		-			-		82		(49	)		33
Total	$	90,295	$	1,805		$	92,100	$	83,164	$	(901	)	$	82,263
Corporate preferred stock		-		-			-		-		-			-
Total	$	77,916	$	(1,911	)	$	76,005	$	79,640	$	(1,223	)	$	78,417
Held-to-maturity:
Municipal obligations	$	~~375~~265	$	106		$	~~385~~271	$	~~675~~375	$	119		$	~~686~~384
Mortgage-backed securities		1		-			1		22		-			22
Total	$	265	$	6		$	271	$	375	$	9		$	384
Total	$	376	$	10		$	386	$	697	$	11		$	708
Securities at fair value option:
Securities SFAS 159:
Preferred stock	$	2,000	$	(1,892	)	$	108	$	2,000	$	(1,975	)	$	25
Preferred stock	$	2,000	$	1,980		$	20	$	2,000	$	619		$	1,321
Total	$	2,000	$	(1,892	)	$	108	$	2,000	$	(1,975	)	$	25
Total	$	2,000	$	1,980		$	20	$	2,000	$	619		$	1,321

Beginning July 1, 2007 the Company elected to account for its preferred stock under SFAS No. 159 Fair Value Option for Financial Assets and Financial Liabilities, which allows an entity the irrevocable option to elect fair value for the initial and subsequent measurement for certain financial assets and liabilities on a contract-~~by-contract basis. Subsequent changes in fair value of these~~ assets are recognized in earnings when incurred. The market value of preferred stock was $20 and $1,321 at March 31, 2009 and June 30, 2008, respectively, resulting in a loss in value of $17 and 1,303 for the three and nine month periods ended March 31, 2009, respectively, and is included in noninterest income.8-

- 8 -

EAGLE BANCORP AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 3. LOANS RECEIVABLE

Loans receivable consist of the following:

	March 31,			June 30,
	September 30,			June 30,
	2009			~~2008~~2009
	(Unaudited)			(Audited)
	(Dollars in Thousands)
	(In thousands)
First mortgage loans:
Residential mortgage (1-4 family)	$	8376,~~273~~711		$	8679,~~751~~216
Commercial real estate		3638,~~117~~761			2836,~~197~~713
Real estate construction		46,~~828~~119			74,~~317~~642
Other loans:
Home equity		28,~~252~~836			28,~~034~~676
Consumer		1211,~~923~~074			1110,~~558~~835
Commercial		7,~~571~~244			67,~~502~~541
Total		~~172~~168,~~964~~745			~~168~~167,~~359~~623
Less: Allowance for loan losses		(~~399~~625	)		(~~300~~525	)
Add: Deferred loan fees, net		72			90
Add: Deferred loan expenses		65			99
Total	$	~~172~~168,~~637~~185		$	~~168~~167,~~149~~197

Loans ~~net~~, net of related allowance for loan losses, on which the accrual of interest has ~~been~~ been discontinued were $21,~~737~~251,000 and $0990,000 at ~~March~~September 3130, 2009 and June 30, ~~2008~~2009, respectively. Classified ~~assets~~loans, including other real estate owned, totaled $1,~~154~~948,000 and $~~106~~1,614,000 at ~~March~~September 3130, 2009 and June 30, ~~2008~~ 2009, respectively.

The following is a summary of changes in the allowance for loan losses:

		Nine Months Ended			Year Ended
		Three months			Three months			Twelve months
		March 31,			June 30,
		ended			ended			ended
		2009			2008
		September 30,			September 30,			June 30,
		(Unaudited)			(Audited)
		2009			2008			2009
	(Dollars in Thousands)
		(Unaudited)			(Unaudited)			(Audited)
Balance, beginning of period		$	300		$	518
		(In thousands)
Provision charged to operations			106			(175	)
Balance, beginning of period		$	525		$	300		$	300
Charge-offs			(16	)		(54	)
Reclassification to repossessed property reserve			-			(3	)		-
Recoveries			9			11
Provision charged to operations			135			-			257
Balance, end of period		$	399		$	300
Charge-offs			(36	)		-			(47	)
Recoveries			1			3			15
Balance, end of period		$	625		$	300		$	525

- 9 9-

EAGLE BANCORP AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 4. DEPOSITS

Deposits are summarized as follows (dollars in thousands):

		March 31,		June 30,
		September 30,		June 30,
		2009		~~2008~~2009
		(Unaudited)		(Audited)
	(Dollars in Thousands)
		(In thousands)
Noninterest checking		$	1518,~~535~~902	$	1415,~~617~~002
Interest-bearing checking			34,~~670~~784		3032,~~720~~664
Passbook			24,839		23,906
Statement savings			26,979		26,445
Money market			26,~~571~~730		2526,~~275~~886
Time certificates of deposit			9087,~~374~~685		8486,~~333~~202
Total		$	~~191~~195,~~989~~080	$	~~178~~187,~~851~~199

NOTE 5. EARNINGS PER SHARE

Basic earnings per share for the three months ended ~~March~~September 3130, 2009 is computed ~~using~~ ~~1,071,098 weighted average shares outstanding. Earnings per share for the nine months ended March 31, 2009 is computed~~ using 1,~~070~~072,~~087~~899 weighted average shares outstanding. Basic earnings per share for the three months ended ~~March~~September 3130, 2008 is computed using 1,~~070~~069,~~070~~211 weighted average shares outstanding. ~~Earnings per share for the nine months ended March 31, 2008 is computed using 1,071,124.~~ Diluted earnings per share is computed using the treasury stock method by adjusting the number of shares outstanding by the shares purchased. The weighted average shares outstanding for the diluted earnings per share calculations are 1,~~219~~221,~~358~~658 for the three months ended ~~March~~September 3130, 2009 and 1,~~214~~217,~~762~~058 for the three months ended ~~March~~September 3130, ~~2008. The~~ ~~weighted average shares outstanding for diluted earnings per share calculations are 1,218,209 for the nine months ended March 31, 2009 and 1,213,610 for the nine months ended March 31,~~ 2008.

NOTE 6. DIVIDENDS AND STOCK REPURCHASE PROGRAM

~~This~~For the fiscal year ended June 30, 2009, Eagle has paid ~~three~~a ~~dividends~~dividend of $0.~~255~~26 per share on August 2228, ~~2008,~~ ~~November 21, 2008, and February 20,~~ 2009. AEagle declared a dividend of $0.~~255~~ 26 per share ~~was declared~~ on October ~~April 16~~22, 2009, ~~payable~~to ~~May~~be 22paid December 4, 2009 to stockholders of record on November ~~May 1~~13, 2009. Eagle Financial MHC, Eagle’s mutual holding company, has waived the receipt of dividends on its 648,493 shares.

At ~~their~~its regular meeting of January 17, 2008, the Company’s Board of Directors ~~announced~~also announced a stock repurchase program for up to 28,750 shares. This ~~represented~~ represented approximately 6.7% of the outstanding common stock held by the public. The repurchased shares will be held as treasury stock and will be held for general corporate purposes and/or issuance pursuant to Eagle’s benefit plans. 4As of November 10,~~510~~ 2009, 5,315 shares have been purchased under this program.

~~NOTE~~- ~~7. FAIR VALUE DISCLOSURES~~10-

SFAS 157 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability. The price in the principal (or most advantageous) market used to measure the fair value of the asset or liability shall not be adjusted for transaction costs. An orderly transaction is a transaction that assumes exposure to the market for a period prior to the measurement date to allow for marketing activities that are usual and customary for transactions involving such assets and liabilities; it is not a forced transaction. Market participants are buyers and sellers in the principal market that are (i) independent, (ii) knowledgeable, (iii) able to transact and (iv) willing to transact.

- 10 -

EAGLE BANCORP AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 7. FAIR ~~VALUE~~ ~~DISCLOSURES -~~VALUE ~~continued~~DISCLOSURES

~~SFAS 157~~Financial ~~requires~~Accounting ~~the~~Standards ~~use~~Board of(“FASB”) ~~valuation~~Accounting ~~techniques~~Standards ~~that~~Codification ~~are~~(“ASC”) 820 ~~consistent~~defines ~~with~~fair ~~the~~value ~~market approach,~~as the ~~income~~price ~~approach~~that ~~and/or~~would ~~the~~be ~~cost~~received ~~approach.~~to ~~The~~sell ~~market~~an ~~approach~~asset ~~uses~~or ~~prices~~paid ~~and~~to ~~other~~transfer ~~relevant~~a ~~information~~liability ~~generated~~in byan ~~market~~orderly ~~transactions~~transaction ~~involving~~between market ~~identical~~participants. orFASB ~~comparable~~ASC ~~assets~~825 ~~and~~allows ~~liabilities.~~the ~~The~~Company ~~income~~to ~~approach~~elect ~~uses valuation techniques~~ to ~~convert~~apply ~~future~~fair ~~amounts,~~value accounting ~~such~~for asdesignated ~~cash~~instruments ~~flows or earnings,~~ to aimprove ~~single~~financial ~~present~~reporting ~~amount~~and mitigate onvolatility ain ~~discounted~~reported ~~basis~~earnings. A ~~The~~fair ~~cost~~value ~~approach is based on~~measurement ~~the~~assumes ~~amount~~ that ~~currently~~the ~~would~~transaction ~~be required~~ to ~~replace~~sell the ~~service~~asset ~~capacity~~or ~~of an~~transfer ~~asset~~the ~~(replacement~~liability ~~costs).~~occurs in ~~Valuation~~the ~~techniques~~principal ~~should~~market befor ~~consistently applied.~~the ~~Inputs~~asset toor ~~valuation~~liability ~~techniques~~or, ~~refer~~in to the ~~assumptions~~absence ~~that~~of ~~market~~a ~~participants~~principal ~~would~~market, ~~use~~the inmost ~~pricing~~advantageous market for the asset or liability. ~~Inputs may be~~The ~~observable,~~price ~~meaning~~in ~~those~~the ~~that~~principal ~~reflect~~(or ~~the~~most ~~assumptions~~advantageous) market ~~participants~~used ~~would use~~to inmeasure ~~pricing~~the fair value of the asset or liability ~~developed~~shall ~~based~~not onbe ~~market~~adjusted ~~data~~for ~~obtained from~~transaction ~~independent~~costs. ~~sources,~~An orderly ortransaction ~~unobservable,~~is ~~meaning~~a ~~those~~transaction that ~~reflect~~assumes ~~the reporting~~exposure ~~entity’s~~to ~~own assumptions about~~ the ~~assumptions~~ market ~~participants~~for a ~~would~~period ~~use~~prior into ~~pricing~~ the ~~asset~~measurement ordate ~~liability~~to ~~developed~~allow ~~based~~for onmarketing ~~the~~activities ~~best~~that are ~~information~~usual ~~available~~and incustomary ~~the~~for ~~circumstances.~~transactions Ininvolving ~~that~~such ~~regard,~~assets ~~SFAS~~and ~~157~~liabilities; ~~establishes~~it ais ~~fair~~not ~~value~~a ~~hierarchy~~forced ~~for~~transaction. ~~valuation~~Market ~~inputs~~participants ~~that~~are ~~gives~~buyers ~~the~~and ~~highest~~sellers ~~priority~~in tothe ~~quoted~~principal ~~prices~~market inthat ~~active~~are ~~markets~~(i) independent, ~~for~~(ii) ~~identical~~knowledgeable, (iii) able ~~assets~~to ortransact ~~liabilities~~ and ~~the lowest~~(iv) willing ~~priority~~ to ~~unobservable inputs~~transact. ~~The fair value hierarchy is as follows:~~

•FASB ~~Level~~ASC 820 1requires ~~Inputs~~the –use ~~Unadjusted~~of ~~quoted~~valuation techniques that are consistent with the market approach, the income approach and/or the cost approach. The market approach uses prices inand ~~active~~other ~~markets~~relevant ~~for~~information generated by market transactions involving identical or comparable assets orand liabilities. The income approach uses valuation techniques to convert future amounts, such as cash flows or earnings, to a single present amount on a discounted basis. The cost approach is based on the amount that currently would be required to replace the service capacity of an asset (replacement costs). Valuation techniques should be consistently applied. Inputs to valuation techniques refer to the assumptions that market participants would use in pricing the asset or liability. Inputs may be observable, meaning those that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from independent sources, or unobservable, meaning those that reflect the reporting entity’s ~~has~~own assumptions about the ~~ability~~assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. In that regard, FASB ASC 820 establishes a fair value hierarchy for valuation inputs that gives the highest priority to ~~access~~quoted atprices in active markets for identical assets or liabilities and the ~~measurement~~lowest ~~date~~priority to unobservable inputs. The fair value hierarchy is as follows:

•· Level 21 Inputs –- ~~Inputs~~Unadjusted ~~other than~~ quoted prices ~~included~~ in ~~Level 1 that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in~~ active markets, ~~quoted prices~~ for identical ~~or similar~~ assets or liabilities ~~in markets~~ that ~~are~~the ~~not~~reporting ~~active,~~entity ~~inputs~~has ~~other~~the ~~than~~ability ~~quoted~~to ~~prices~~access ~~that~~at ~~are observable for~~ the ~~asset~~measurement or liability (for example, interest rates, volatilities, prepayment speeds, loss severities, credit risks and default rates) or inputs that are derived principally from or corroborated by observable market data by correlation or other meansdate.

•· Level 32 Inputs –- ~~Significant~~Inputs ~~unobservable~~other ~~inputs~~than ~~that~~quoted ~~reflect~~prices anincluded ~~entity’s~~in ~~own~~Level ~~assumptions~~1 that ~~market~~are ~~participants~~observable ~~would~~for ~~use~~the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in ~~pricing~~active ~~the~~markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (for example, interest rates, volatilities, prepayment speeds, loss severities, credit risks and default rates) or inputs that are derived principally from or corroborated by observable market data by correlation or other means.

Level 3 Inputs - Significant unobservable inputs that reflect an entity’s own assumptions that market participants would use in pricing the assets or liabilities.

A description of the valuation methodologies used for assets and liabilities measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy, is set forth below.

In general, fair value is based upon quoted market prices, where available. If such quoted market prices are not available, fair value is based upon internally developed models that primarily use, as inputs, observable market-based parameters. Valuation adjustments may be made to ensure that financial instruments are recorded at fair value.

While management believes the Company’s valuation methodologies are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date.

Investment Securities Available for Sale – Securities classified as available for sale are reported at fair value utilizing Level 1 and Level 2 inputs. For these securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U. S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayments speeds, credit information and the bond’s terms and conditions, among other things.

~~Preferred Stock~~ - ~~SFAS 159 – Freddie Mac and Fannie Mae preferred stock are reported at~~ fair value utilizing Level 1 and Level 2 inputs. For these securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U. S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayments speeds, credit information and the bond’s terms and conditions, among other things.11-

EAGLE BANCORP AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Preferred Stock – Fair Value Option – The Company elected in July 2007 to apply the fair value option to its investment in Freddie Mac and Fannie Mae preferred stock. Freddie Mac and Fannie Mae preferred stock are reported at fair value utilizing Level 2 inputs. For these securities, because there is no active or liquid trading market, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U. S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayments speeds, credit information and the terms and conditions of the stock, among other things.

Loans Held for Sale – These loans are reported at the lower of cost or fair value. Fair value is determined based on expected proceeds based on sales contracts and commitments and are considered Level 2 inputs.

Impaired Loans – Impaired loans are reported at the fair value of the underlying collateral if repayment is expected solely from the collateral. Collateral values are estimated using Level 3 inputs based on internally customized discounting criteria.

-Mortgage Servicing 11Rights – Fair values are estimated by stratifying the mortgage -servicing portfolio into groups of loans with similar financial characteristics, such as loan type, interest rate, and expected maturity and are considered Level 2 inputs. The Company obtains market survey data estimates and bid quotations from secondary market investors who regularly purchase mortgage servicing rights. Assumptions regarding loan payoffs are determined using historical information on segmented loan categories for nonspecific borrowers.

The following table summarizes financial assets and financial liabilities measured at fair value on a recurring basis as of September 30, 2009, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value (dollars in thousands):

	Level 1	Level 2		Level 3	Total Fair
	Inputs	Inputs		Inputs	Value
	(In thousands)

Investment securities available-for-sale	$	$	92,100	$	$	92,100
Preferred stock			108			108
Loans held-for-sale			3,494			3,494

Certain financial assets and financial liabilities are measured at fair value on a nonrecurring basis; that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment). The following table summarizes financial assets and financial liabilities measured at fair value on a nonrecurring basis as of September 30, 2009, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value (dollars in thousands):

	Level 1	Level 2		Level 3		Total Fair
	Inputs	Inputs		Inputs		Value
	(In thousands)

Impaired loans	$	$		$	3	$	3
Mortgage servicing rights			2,315				2,315

As of September 30, 2009, certain impaired loans were remeasured and reported at fair value through a specific valuation allowance allocation of the allowance for loan losses based upon the fair value of the underlying collateral. Impaired loans with a carrying value of $3,175 were reduced by specific valuation allowance allocations totaling $30,469 to a total reported fair value of $3,175 based on collateral valuations utilizing Level 3 valuation inputs.

As of September 30, 2009, mortgage servicing rights were remeasured and reported at fair value through a valuation allowance based upon the fair value of the calculated servicing rights. Servicing rights with a carrying value of $2,315,000 were reduced by the valuation allowance totaling $0 to a total reported fair value of $2,315,000 based on collateral valuations utilizing Level 2 valuation inputs.

- 12-

EAGLE BANCORP AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

~~NOTE~~Repossessed 7assets, which are recorded at the lower of cost or market value, are measured for impairment by comparing the carrying value with the current fair value of the assets. ~~FAIR~~ Repossessed assets, including other real estate ~~VALUE~~owned, had ~~DISCLOSURES~~a -carrying amount of $163,000, as of September 30, ~~continued~~2009.

~~Mortgage~~Those ~~Servicing~~financial ~~Rights~~instruments –not ~~Fair~~subject ~~values~~to ~~are~~the ~~estimated~~initial byimplementation ~~stratifying~~of ~~the~~FASB ~~mortgage~~ASC 820 ~~servicing~~are ~~portfolio~~required ~~into~~under ~~groups~~FASB ofASC ~~loans~~825 ~~with~~to ~~similar~~have ~~financial~~their ~~characteristics~~fair value disclosed, both assets ~~such~~and asliabilities ~~loan~~recognized ~~type,~~and ~~interest~~not ~~rate~~recognized in the statement of financial position, ~~and~~for ~~expected~~which ~~maturity~~it is practicable to estimate fair value. ~~The Company~~Below ~~obtains~~is a table that summarizes the fair market ~~survey~~values ~~data~~of ~~estimates~~all financial instruments of the Company at September 30, 2009, and ~~bid~~June ~~quotations~~30, ~~from~~2009, ~~secondary~~followed ~~market~~by methods and ~~investors~~assumptions ~~who~~that ~~regularly~~were ~~purchase~~used ~~mortgage~~by ~~servicing rights. Assumptions~~the ~~regarding~~Company ~~loan~~in ~~payoffs~~estimating ~~are~~the ~~determined~~fair ~~using~~value of the ~~historical~~classes ~~information~~of onfinancial ~~segmented~~instruments ~~loan~~not ~~categories~~covered ~~for~~by ~~nonspecific borrowers~~FASB ASC 820.

The ~~following~~estimated ~~table~~fair ~~summarizes~~value amounts of financial ~~assets~~instruments ~~and~~have ~~financial~~been ~~liabilities~~determined ~~measured~~by atthe ~~fair~~Company ~~value~~using onavailable amarket ~~recurring~~information ~~basis~~and asappropriate ofvaluation methodologies. However, ~~March~~considerable ~~31,~~judgment ~~2009,~~is ~~segregated~~required byto interpret data to develop the ~~level~~ estimates of fair value. Accordingly, the estimates ~~valuation~~presented ~~inputs~~herein ~~within~~are not necessarily indicative of the ~~fair~~amounts ~~value~~the Company ~~hierarchy~~could ~~utilized~~realize toin ~~measure~~a ~~fair~~current market exchange. The use of ~~value~~different ~~(dollars~~market inassumptions ~~thousands):~~and/or estimation methodologies may have a material effect on the estimated fair value amounts.

	Level 1		Level 2			Level 3	Total Fair
		September 30,						June 30,
	Inputs		Inputs			Inputs	Value
		2009						2009
Investment securities available-for-sale	$		$	76,005		$	$
		(Unaudited)						(Audited)
Preferred stock - SFAS 159				20
					Estimated					Estimated
Loans held-for-sale				7,374
		Carrying			Fair			Carrying		Fair
(Dollars in Thousands)		Amount			Value			Amount		Value
		(In thousands)
Financial Assets:
Cash and cash equivalents		$	7,842		$	7,842		$	6,328	$	6,328
Securities held-to-maturity			265			271			375		384
FHLB stock			2,000			2,000			2,000		2,000
Loans receivable, net			168,185			173,540			167,197		172,408
Cash value of life insurance			6,544			6,544			6,496		6,496
Financial Liabilities:
Deposits			107,395			107,395			100,997		100,997
Time certificates of deposit			87,685			89,575			86,202		88,284
Advances from the FHLB & other borrowings			66,639			70,542			67,056		70,524
Subordinated debentures			5,155			3,718			5,155		3,899

~~Certain~~The ~~financial~~following ~~assets~~methods and ~~financial~~assumptions ~~liabilities~~were ~~are~~used ~~measured~~by ~~at fair value on a nonrecurring basis; that is,~~ the ~~instruments~~Company ~~are not measured at fair value on an ongoing basis but are subject to fair value adjustments~~ in ~~certain circumstances~~estimating ~~(for example, when there is evidence of~~the ~~impairment). The following table summarizes financial assets and financial liabilities measured at~~ fair value ~~on a nonrecurring basis as~~ of ~~March 31,~~ ~~2009, segregated by~~ the ~~level~~following classes of ~~the~~financial ~~valuation inputs within the fair value hierarchy utilized to measure fair value (dollars in thousands):~~instruments.

	Level 1	Level 2		Level 3	Total Fair
	Inputs	Inputs		Inputs	Value
Impaired loans	$	$	-	$	$
Mortgage servicing rights			1,881

Cash and interest-bearing accounts – The carrying amounts approximate fair value due to the relatively short period of time between the origination of these instruments and their expected realization.

AsStock ~~of March~~in ~~31,~~the ~~2009,~~FHLB ~~certain~~–The ~~impaired loans were remeasured and reported at~~ fair value ~~through a specific valuation allowance allocation~~ of ~~the~~stock ~~allowance~~in ~~for possible loan losses based upon~~ the ~~fair~~FHLB ~~value~~approximates ofredemption ~~the underlying collateral. Impaired loans with a carrying~~ value ~~of $40 were reduced by specific valuation allowance allocations totaling $40 to a total reported fair value of $0 based on collateral valuations utilizing Level 3 valuation inputs~~.

AsLoans ~~of March~~receivable ~~31,~~– ~~2009, mortgage servicing rights were remeasured and reported at fair~~Fair ~~value~~values ~~through~~are aestimated ~~valuation~~by ~~allowance~~stratifying ~~based~~the ~~upon~~loan ~~the~~portfolio ~~fair~~into ~~value~~groups of ~~the~~loans ~~calculated~~with ~~servicing~~similar ~~rights~~financial characteristics. Loans ~~Servicing~~are ~~rights~~segregated ~~with~~by atype ~~carrying~~such as ~~value~~real ofestate, $1commercial,~~928~~ ~~were~~and ~~reduced by~~consumer, ~~the~~with ~~valuation~~each ~~allowance~~category ~~totaling~~further ~~$47 to a total reported fair value of $1,881~~segmented ~~based~~into onfixed ~~collateral~~and ~~valuations~~adjustable ~~utilizing~~rate ~~Level~~interest ~~2 valuation inputs~~terms.

-For mortgage 12loans, the Company uses the secondary market rates in effect for loans -that have similar characteristics. The fair value of other fixed rate loans is calculated by discounting scheduled cash flows through the anticipated maturities adjusted for prepayment estimates. Adjustable interest rate loans are assumed to approximate fair value because they generally reprice within the short term.

Fair values are adjusted for credit risk based on assessment of risk identified with specific loans, and risk adjustments on the remaining portfolio based on credit loss experience.

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EAGLE BANCORP AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Assumptions regarding credit risk are determined based on management’s judgment using specific borrower information, internal credit quality analysis, and historical information on segmented loan categories for non-specific borrowers.

Cash surrender value of life insurance – The carrying amount for cash surrender value of life insurance approximates fair value as policies are recorded at redemption value.

Deposits and time certificates of deposit – The fair value of deposits with no stated maturity, such as checking, passbook, and money market, is equal to the amount payable on demand. The fair value of time certificates of deposit is based on the discounted value of contractual cash flows. The discount rate is estimated using the rates currently offered for deposits of similar maturities.

Advances from the FHLB & Subordinated Debentures – The fair value of the Company’s advances and debentures are estimated using discounted cash flow analysis based on the interest rate that would be effective September 30, 2009 and June 30, 2009, respectively if the borrowings repriced according to their stated terms.

NOTE 8. RECENTLY ISSUED PRONOUNCEMENTS

~~In June 2006,~~GAAP ~~the~~Codification ~~Financial~~– ~~Accounting Standards Board (FASB) issued~~On ~~Interpretation No.~~July 481, ~~“Accounting~~2009, ~~for~~the ~~Uncertainty~~FASB’s inGAAP ~~Income~~Codification ~~Taxes~~became –effective ~~an Interpretation~~as ofthe ~~FASB~~sole authoritative ~~Statement~~source ~~No. 109~~of ~~(FIN 48)~~GAAP.” ~~The interpretation~~This ~~prescribes~~codification areorganizes ~~recognition~~current GAAP ~~threshold and measurement attribute~~ for ~~financial~~ ~~statement~~non-governmental ~~recognition~~entities ~~and~~into ~~measurement of~~ a ~~tax~~topical ~~position~~index ~~taken or expected~~ to befacilitate ~~taken in a tax return. Benefits from tax positions~~accounting ~~must~~research beand ~~recognized~~to inprovide ~~the~~users ~~financial~~additional ~~statements~~assurance ~~only when it is more likely than not~~ that ~~the~~they ~~tax~~have ~~position~~referenced ~~will be sustained upon examination by the appropriate~~all ~~taxing~~related ~~authority~~literature ~~that~~pertaining ~~would~~to ~~have~~a ~~full~~given ~~knowledge of all relevant information~~topic. AExisting ~~tax~~GAAP ~~position~~prior to ~~that~~the ~~meets~~Codification ~~the~~was ~~more-likely-than-~~not ~~recognition~~ ~~threshold~~altered isin ~~measured at~~ the ~~largest~~compilation ~~amount~~ of ~~benefit~~the ~~that is~~GAAP ~~greater than fifty percent likely of being realized upon ultimate settlement~~Codification. ~~Tax~~The ~~positions~~GAAP ~~that~~Codification ~~previously~~encompasses ~~failed~~all toFASB ~~meet the~~Statements ~~more-likely-than-not~~of ~~recognition~~Financial ~~threshold~~Accounting ~~must~~Standards, beEmerging ~~recognized~~Issues inTask ~~the~~Force ~~first subsequent~~statements, ~~financial reporting period in which that threshold is~~FASB ~~met. Previously~~Staff ~~recognized~~Positions, ~~tax~~FASB ~~positions~~Interpretations, ~~that~~FASB noDerivative ~~longer~~Implementation ~~meet the~~Guides, ~~more-likely-than-not~~American ~~recognition~~Institute ~~threshold~~of ~~must~~Certified bePublic ~~derecognized~~Accountants inStatement ~~the~~of ~~first~~Positions, ~~subsequent~~Accounting ~~financial~~Principles ~~reporting~~Board ~~period~~Opinions inand ~~which~~Accounting ~~that~~Research ~~threshold~~Bulletins ~~is no longer~~along ~~met. FIN~~with ~~48 also provides guidance on~~ the ~~accounting~~remaining ~~for~~body ~~and disclosure~~ of ~~unrecognized~~GAAP ~~tax benefits, interest and penalties. The new interpretation was~~ effective ~~for~~as ~~the~~of ~~Bank January~~June 130, ~~2007~~2009. ~~The~~Financial ~~implementation~~Statements ofissued ~~the~~for ~~provisions~~all ofinterim ~~the~~and ~~new~~annual ~~interpretation~~periods ~~did~~ending ~~not~~after ~~have~~September 15, a2009, ~~significant~~will ~~impact~~need onto ~~the~~reference ~~Bank’s~~accounting ~~consolidated financial position~~guidance orembodied ~~results of operations. The Bank files income tax returns~~ in the U.Codification S.as ~~federal jurisdiction~~opposed ~~and is no longer subject~~ to U.referencing S.the ~~federal income tax examinations~~previously byauthoritative ~~tax authorities for years before 2005~~pronouncements.

In December 2007, the FASB issued ~~SFAS~~ASC ~~No.~~810 ~~160, Noncontrolling Interests in Consolidated Financial Statements—an amendment of ARB No. 51 (“SFAS 160”). SFAS 160 (a) amends ARB 51~~ to establish accounting and reporting standards for the noncontrolling interest in a subsidiary and the deconsolidation of a subsidiary; (b) changes the way the consolidated income statement is presented; (c) establishes a single method of accounting for changes in a parent’s ownership interest in a subsidiary that do not result in deconsolidation; (d) requires that a parent recognize a gain or loss in net income when a subsidiary is deconsolidated; and (e) requires expanded disclosures in the consolidated financial statements that clearly identify and distinguish between the interests of the parent’s owners and the interests of the noncontrolling owners of a subsidiary. The accounting provisions of ~~SFAS~~ASC ~~160~~810 must be applied prospectively, but the presentation and disclosure requirements must be applied retrospectively to provide comparability in the financial statements. Early adoption is prohibited. ~~SFAS~~ASC ~~160~~810 is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2008. The Company is in the process of determining the impact of adopting this new accounting principle on its consolidated financial position, results of operations and cash flows

~~In December~~The ~~2007, the~~ FASB recently issued ~~SFAS~~ASC ~~No.~~805 ~~141(R),~~that ~~Business Combinations—a replacement of FASB No. 141 (“SFAS 141(R)”). SFAS 141(R)~~ requires (a) a company to recognize the assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree at fair value as of the acquisition date; and (b) an acquirer in preacquisition periods to expense all acquisition-related costs, among various other modifications toincluded ~~SFAS~~in NoASC 805. ~~141.~~ ~~SFAS~~ASC ~~141(R)~~805 requires that any adjustments to an acquired entity’s deferred tax asset and liability balance that occur after the measurement period be recorded as a component of income tax expense. This accounting treatment is required for business combinations consummated before the effective date ofASC ~~SFAS~~805 ~~No. 141~~(~~R) (~~non-prospective), otherwise ~~SFAS~~ASC ~~141(R)~~805 must be applied prospectively. The presentation and disclosure requirements must be applied retrospectively to provide comparability in the financial statements. Early adoption is prohibited. ~~SFAS~~ASC ~~141(R)~~805 is effective for fiscal years, and ~~interim~~ interim periods within those fiscal years, beginning on or after December 15, 2008. The impact of this standard is dependent upon the level of future acquisitions.

~~In March 2008, the~~ FASB ~~issued SFAS No. 161, Disclosures about Derivative~~ASC ~~Instruments~~815-10 ~~and Hedging Activities, an Amendment of FASB Statement No. 133 (“SFAS 161”). SFAS 161~~ requires companies to provide qualitative disclosures about the objectives and strategies for using derivatives, quantitative data about the fair value of gains and losses on derivative contracts, and details of credit-risk-related contingent features in their hedged positions. The statement also requires companies to disclose more information about the location and amounts of derivative instruments in financial statements; how derivatives and related hedges are accounted for ~~under SFAS 133, Accounting for Derivative Instruments~~ and ~~Hedging Activities; and~~ how the hedges affect ~~the~~ the entity’s financial position, financial performance and cash flows. ~~SFAS~~FASB ~~161~~ASC 815-10 is effective for periods beginning after November 15, 2008. The Company will comply with the disclosure provisions of ~~SFAS~~FASB ~~161~~ASC 815-10 to the extent it has entered into derivative ~~transactions~~ transactions in the year of adoption.

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EAGLE BANCORP AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

On November 14, 2008, the Securities and Exchange Commission (“SEC”) issued its long-anticipated proposed International Financial Reporting Standards (“IFRS”) roadmap outlining milestones that, if achieved, could lead to mandatory transition to IFRS for U.S. domestic registrants starting in 2014. IFRS is a comprehensive series of accounting standards published by the International Accounting Standards Board (IASB). Under the proposed roadmap, the Company could be required through its parent company to prepare financial statements in accordance with IFRS, and the SEC will make a determination in 2011 regarding the mandatory adoption of IFRS for U.S. domestic registrants. Management is currently assessing the impact that this potential change would have on the Company’s consolidated financial statements, and will continue to monitor the development of the potential implementation of IFRS.

- 13 15-

EAGLE BANCORP AND SUBSIDIARY

MANAGEMENT’S DISCUSSION AND ANALYSIS OROF ~~PLAN~~FINANCIAL OFCONDITION ~~OPERATION~~AND RESULTS OF OPERATIONS

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Note Regarding Forward-Looking Statements

This report contains certain “forward-looking statements.” about Eagle ~~Bancorp~~ Bancorp (“Eagle” or the “Company”) ~~desires~~for towhich ~~take~~it ~~advantage~~claims the protection of the “safe harbor” provisions of the Private Securities Litigation Reform Act of ~~1995 and is~~ ~~including this statement for the express purpose of availing itself of the protections of the safe harbor with respect to all such forward-looking statements~~1995. These forward-looking statements, which are included in Management’s Discussion and Analysis, ~~describe~~and elsewhere in this report, describe future plans or strategies and include Eagle’s expectations of future financial results. The words “believe,” “expect,” “anticipate,” “estimate,” “project,” and similar expressions are intended to identify forward-looking statements but are not the exclusive means of identifying such statements. Eagle’s ability to predict results or the effect of future plans or strategies or qualitative or quantitative changes based on market risk is inherently uncertain. Factors which could affect actual results include, but are not limited to ~~include~~ (i) change in general market interest rates, (ii) ~~general~~the length and severity of current difficulties in the ~~economic~~national ~~conditions,~~and local economies and the effects of federal and state government efforts to address those difficulties; (iii) ~~local~~fluctuations ~~economic~~in ~~conditions~~asset prices including, but not limited to, stocks, bonds and real estate; (iv) legislative/regulatory changes, (v) monetary and fiscal policies of the U.S. Treasury and Federal Reserve, (vi) changes in the quality or composition of Eagle’s loan and investment portfolios, (vii) demand for loan products, (viii) deposit flows, (ix) competition, and (x) demand for financial services in Eagle’s markets. These factors should be considered in evaluating the forward-looking statements. You are cautioned not to place undue reliance on these forward-looking statements which speak only as of their dates. The Company undertakes no obligation to update any forward-looking statements in this report.

Overview

The Company’s primary activity is its ownership of its wholly owned subsidiary, American Federal Savings Bank (the “Bank”). The Bank is a federally chartered savings bank, engaging in typical banking activities: acquiring deposits from local markets and investing in loans and investment securities. The Bank’s primary component of earnings is its net interest margin (also called spread or margin), the difference between interest income and interest expense. The net interest margin is managed by management (through the pricing of its products and by the types of products offered and kept in portfolio), and is affected by moves in interest rates. Noninterest income in the form of fee income and gain on sale of loans adds to the Bank’s income.

The Bank has a strong mortgage lending focus, with the majority of its loans in single-family residential mortgages. This has ~~led~~enabled tothe ~~successfully~~Bank to ~~marketing~~successfully market home equity loans ~~to its customers~~, as well as a wide range of shorter ~~term~~ term consumer loans for various personal needs (automobiles, recreational vehicles, etc.). In recent years the Bank has also focused on adding ~~commercial~~ commercial loans to its portfolio, both real estate and non-real estate. The purpose of this diversification is to mitigate the Bank’s dependence on the mortgage market, as well as to improve its ability to manage ~~its~~ its spread. The Bank’s management recognizes ~~the~~that ~~need~~fee ~~for~~income ~~sources~~will ofalso ~~fee~~enable ~~income~~the Bank to ~~complement~~be ~~its~~less ~~margin,~~dependent on specialized lending and the Bank now maintains a significant loan serviced portfolio, which provides a steady source of fee income. The gain on sale of loans also provides significant fee income in periods of high mortgage loan origination volumes. Fee income is also supplemented with fees generated from the Bank’s deposit accounts. The Bank has a high percentage of non-maturity deposits, such as checking accounts and savings accounts, which allows management flexibility in managing its spread. Non-maturity deposits do not automatically reprice as interest rates rise, as do certificates of of deposit.

~~Recently,~~For the past three years, management’s focus has been on improving the Bank’s core earnings. Core earnings can be described as income before taxes, with the exclusion of gain on sale of loans and adjustments to the market value of the Bank’s loan serviced portfolio. Management believes that the Bank will need to continue to focus on increasing net interest margin, other areas of fee income, and control operating expenses to achieve earnings growth going forward. Management’s strategy of growing the bank’s loan portfolio and deposit base is expected to help achieve these goals: loans typically earn higher rates of return than investments; a larger deposit base will yield higher fee income; increasing the asset base will reduce the relative impact of fixed operating costs. The biggest challenge to ~~the~~ management’s strategy is funding the growth of the Bank’s balance sheet in an ~~efficient~~ efficient manner. Deposit growth will be difficult to maintain due to significant competition and higher cost wholesale funding (which is usually more expensive than retail deposits) will likely be needed to supplement it. As did many financial institutions, the Bank invested in certain securities that were impacted by the current financial crisis. Specifically, in the first quarter of the 2008 fiscal year, the Company elected to apply FASB ASC 825 to certain preferred stock issued by Freddie Mac and Fannie Mae. FASB ASC 825 election had a significant impact on earnings in the first quarter of the 2009 fiscal year, resulting in an earnings charge for that period of $1.24 million.

~~Financial~~The level ~~Condition~~and movement of interest rates impacts the Bank’s earnings as well. The Federal Reserve’s Federal Open Market Committee (FOMC) did not change the federal funds target rate during the quarter ended September 30, 2009. As such it ended at 0.25%.

~~Comparisons~~- ~~of results in this section are between the nine months ended March 31, 2009 and June 30, 2008.~~16-

Total assets increased by $15.48 million, or 5.53%, to $295.38 million at March 31, 2009, from $279.91 million at June 30, 2008. Total liabilities increased by $14.84 million to $269.11 million at March 31, 2009, from $254.27 million at June 30, 2008. Total equity increased $638,000 to $26.27 million at March 31, 2009 from $25.63 million at June 30, 2008.

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EAGLE BANCORP AND SUBSIDIARY

MANAGEMENT’S DISCUSSION AND ANALYSIS OROF ~~PLAN~~FINANCIAL OFCONDITION ~~OPERATION~~AND RESULTS OF OPERATIONS

~~Financial~~Comparison of Financial Condition -at ~~continued~~September 30, 2009 and June 30, 2009

~~Net loans~~Total ~~receivable~~assets increased by $410.4997 million, or 23.6779%, to $~~172~~300.6468 million at ~~March 31,~~September 30, 2009, from $~~168~~289.1571 million at June 30, ~~2008~~2009. ~~Commercial~~Total ~~real estate~~liabilities ~~and~~increased ~~land loans showed the largest increase of $7.92 million in the nine month period. Residential mortgages and real estate construction both decreased~~ by $38.4534 million ~~and $2.49 million, respectively (see Note 3~~ to ~~the financial statements on page 9 for more details). Total loan originations were~~ $~~136~~270.6925 million ~~for~~at ~~the~~September ~~nine months ended March 31~~30, 2009, ~~with~~from ~~single family mortgages accounting for~~ $96261.0992 million ofat ~~the total. Home~~June ~~equity and commercial real estate and land loan originations totaled $12.13 million and $18.40 million~~30, ~~respectively, for the same period~~2009. ~~Construction~~Total ~~loan~~equity ~~originations~~increased ~~(including those for commercial real estate and land development loans) totaled~~ $2.4964 million~~. Consumer~~ ~~loan originations totaled $4.95 million. Loans held for sale remained at $7.37 million for both periods. Investment securities available-for-sale (AFS) decreased $2.41 million, or 3.08%,~~ to $7630.0143 million at ~~March~~September 3130, 2009, from $7827.4279 million at June 30, ~~2008. Mortgage backed securities decreased $4.04 million,~~ ~~which was the largest decrease in the investment category~~2009.

~~Deposits~~Loans receivable increased $~~13.14 million~~988,000, or 70.3559%, to $~~191~~168.9919 million at ~~March~~September 3130, 2009 from $~~178~~167.8520 million at June 30, ~~2008~~2009. ~~Time~~Commercial ~~certificates~~real ~~of deposit~~estate ~~accounts had~~loans was the loan category with the largest increase, ~~followed~~$2.05 bymillion, ~~interest-bearing~~while residential ~~checking~~mortgage loans decreased $2.51 ~~Noninterest~~million. Real ~~checking,~~estate ~~money~~construction ~~market~~loans ~~accounts,~~also ~~and~~increased ~~savings~~$1.48 ~~accounts~~million. Most ~~also~~other ~~increased~~loan categories ~~(see~~showed ~~Note~~modest 4changes. Total toloan ~~the~~originations were $43.07 ~~financial~~million ~~statements~~for onthe ~~page~~three 10months ended September 30, 2009, with single family mortgages accounting for ~~more~~$29.02 ~~details)~~million of the total. ~~Advances~~Home equity and ~~other borrowings~~construction ~~increased~~loan originations totaled $4.2517 million and $2.5 million, torespectively, for the same period. Commercial real estate and land loan originations totaled $693.47 million. Loans ~~from~~held-for-sale decreased to $653.2249 million at September 30, 2009, from $5.35 million at June 30, 2009.

~~The~~Deposits ~~increase~~grew in$7.88 ~~total~~million, ~~equity~~or ~~was~~4.21%, ~~attributable~~ to ~~earnings~~$195.08 ~~for~~million ~~the~~at ~~nine~~September ~~months~~30, of2009 from $1187.4820 million ~~offset~~at byJune an30, ~~increase~~2009. Growth in ~~other~~certificates ~~comprehensive~~of ~~loss~~deposit and ofnon-interest ~~$452~~checking,~~000~~ ~~(due~~interest-bearing checking accounts, and savings accounts contributed to anthe increase in ~~net~~deposits. ~~unrealized~~Money ~~loss~~market onaccounts ~~securities~~declined slightly. Advances ~~available-for-sale),~~from ~~and~~the ~~by purchases~~Federal ofHome ~~treasury~~Loan ~~stock~~Bank ~~and~~of ~~the~~Seattle (“FHLB”) ~~payment~~and ofother ~~three~~borrowings ~~quarterly~~decreased $417,000, or 0.~~255~~62%, ~~per~~to ~~share~~$66.64 million at ~~regular~~September ~~cash~~30, ~~dividends~~2009 from $67.06 million at June 30, 2009.

~~Results~~The increase in total equity was the result of ~~Operations~~net income of $844,000 for the ~~Three~~three months ~~Months~~ended ~~Ended~~September ~~March 31~~30, 2009 and ~~2008~~an increase in other comprehensive income of $1.89 million (mainly due to an increase in net unrealized gain on securities available-for-sale), offset by dividends paid, consisting of a $0.26 per share regular cash dividend, and treasury stock purchases.

~~Net~~Results ~~Income. Eagle’s~~of ~~net~~Operations ~~income~~ for the ~~quarter~~Three ~~ended~~Months ~~March~~Ended ~~31, 2009~~September ~~was $1.06 million and $538~~30,~~000~~ ~~for~~2009 ~~the three months ended March 31, 2008. The increase of $521,000, or 96.84%, was due to increases in noninterest income of $907,000~~ and ~~net interest income of $475,000, offset by an~~ increase in noninterest expense of $490,000 and provision for loan losses of $72,000. Also, Eagle’s tax provision was $299,000 higher in the current quarter. Basic earnings per share were $0.99 for the current period, compared to $0.50 for the previous year’s period.2008

Net ~~Interest~~ Income. ~~Net~~Eagle’s ~~interest~~net income ~~increased~~was $~~475~~844,000 for the ~~current~~three months ~~quarter~~ended September 30, 2009. ~~Total~~Because ~~interest~~of its election to apply FASB ASC 825, Eagle had a net loss of $100,000 for the three months ended September 30, 2008, stemming primarily from a loss in value of Freddie Mac and ~~dividend~~Fannie ~~income~~Mae preferred ~~increased~~stock investments for which the FASB ASC 825 election was applied. The return to profitability in the first quarter of the 2010 fiscal year reflected the Company’s traditional core earnings and relatively small recovery in value in the Company’s holdings of Fannie Mae and Freddie Mac preferred stock of $~~348~~84,000. While the Company continues to hold these securities, ~~while~~other value adjustments may occur in future periods under FASB ASC ~~interest~~825. Eagle’s ~~expense~~tax ~~decreased~~provision was $~~127~~379,000 higher in the current quarter. Basic earnings per share were $0.79 for the current period, compared to a negative ($0.09) for the previous year’s period.

~~Interest~~Net ~~and Dividend~~Interest Income. ~~Total~~Net interest ~~and dividend~~ income ~~was $3.82 million for the quarter ended March 31, 2009, compared to $3.47 million for the quarter ended March 31, 2008, representing an increase of $348,000, or 10.02%. Interest and fees on loans~~ increased to $2.86383 million for ~~the~~ ~~three~~the ~~months~~quarter ended ~~March~~September 3130, 2009, from $2.75236 million for the ~~same~~quarter ~~period~~ ended ~~March~~September 3130, 2008. This increase of $~~112~~147,000, ~~or 4.07%,~~ was ~~due primarily to~~ the ~~increase~~result inof ~~the average balances on loans. Average~~a ~~balances~~decrease ~~for~~in ~~loans~~interest ~~receivable,~~expense ~~net,~~of ~~increased for the quarter ended March 31, 2009 to~~ $~~180.58 million~~239,000 ~~compared~~partially tooffset ~~$166.52~~by ~~million~~a ~~for~~decrease ~~the previous~~in ~~year. This~~interest ~~represents~~and andividend ~~increase~~income of $~~14.06 million~~92, ~~or 8~~000.~~44%. The average interest rate on loans decreased by 27 basis points, from 6.61% to 6.34%.~~

Interest and Dividend Income. Total interest and dividend income was $3.724 million for the quarter ended September 30, 2009, compared to $3.816 million for the quarter ended September 30, 2008, representing a decrease of $92,000, or 2.41%. Interest and fees on loans decreased to $2.708 million for the three months ended September 30, 2009 from $2.837 million for the same period ended September 30, 2008. This decrease of $129,000, or 4.55%, was due to the decrease in the average balances of loans receivable for the quarter ended September 30, 2009. Average balances for loans receivable, net, for the quarter ended September 30, 2009 were $171.26 million, compared to $174.37 million for the previous year. This represents a decrease of $3.11 million, or 1.78%. The average interest rate earned on loans receivable decreased by 18 basis points, from 6.50% at September 30, 2008 to 6.32% at September 30, 2009. Interest and dividends on investment securities available-for-sale (AFS) increased to $~~959,000~~1.00 million for the quarter ended ~~March~~September 3130, 2009 from $~~692~~963,000 for the same quarter ~~last~~ last year. Average balances on investments increased to $7684.35 98 million for the quarter ended ~~March~~September 3130, 2009, compared to $6179.0500 million for the ~~quarter~~ quarter ended ~~March~~September 3130, 2008. The average interest rate earned on investments ~~increased~~decreased to 54.0674% from 4.5991%~~, or 47 basis points~~.

~~Interest~~- Expense. Total interest expense decreased to $1.51 million for the quarter ended March 31, 2009, from $1.64 million for the quarter ended March 31, 2008, a decrease of $127,000, or 7.75%. Interest on deposits decreased $326,000 or 29.74%. This decrease was due to decreases in average rates paid, as average balances increased. The average rate paid on deposits decreased to 1.79% for the three months ended March 31, 2009 down from 2.69% for the same quarter last year. The average deposit balance increased to $171.76 million for the three months ended March 31, 2009 from $162.84 million for the three months ended March 31, 2008. Certificates of deposit had a significant decrease in average rates paid. Its average rate decreased from 4.24% down to 2.93%, a reduction of 131 basis points, while rates on savings and money market accounts had considerable decreases of 15 and 91 basis points, respectively. Interest on advances and other borrowings increased $199,000 or 42.52%. A significant increase in the average balance of borrowings, resulted in an increase in interest paid on borrowings to $667,000 in the current quarter compared to $468,000 in the previous year’s quarter. The average rate on borrowings, however, decreased from 4.79% for the quarter ended March 31, 2008 to 4.06% for the quarter ended March 31, 2009.17-

- 15 -

EAGLE BANCORP AND SUBSIDIARY

MANAGEMENT’S DISCUSSION AND ANALYSIS OROF ~~PLAN~~FINANCIAL OFCONDITION ~~OPERATION~~AND RESULTS OF OPERATIONS

~~Results~~Interest Expense. Total interest expense decreased to $1.341 million for the quarter ended September 30, 2009, from $1.580 million for the quarter ended September 30, 2008, a decrease of ~~Operations~~$239,000, or 15.13%. Interest on deposits decreased to $611,000 for the ~~Three~~quarter ~~Months~~ended ~~Ended~~September ~~March~~30, 312009, from $862,000 for the quarter ended September 30, 2008. This decrease of $251,000, or 29.12%, was the result of a decrease in average rates paid on deposit accounts from 2.09% at September 30, 2008, to 1.40% at September 30, 2009. All types of deposit products showed decreases in average rates paid. Average balances in interest-bearing deposit accounts increased to $174.80 million for the quarter ended September 30, 2009, compared to $165.16 million for the same quarter in the previous year. The increase in the average balance of FHLB and other borrowings resulted in an increase in interest paid on borrowings to $655,000 in the current quarter compared to $643,000 in the previous year’s quarter. The average rate paid on borrowings decreased from 4.21% for the quarter ended September 30, 2008 -to 4.13% for the ~~continued~~quarter ended September 30, 2009. The average rate paid on all liabilities decreased 52 basis points from the quarter ended September 30, 2008 to the quarter ended September 30, 2009.

Provision for Loan Losses. Provisions for loan losses are charged to earnings to maintain the total allowance for loan losses at a level considered adequate by Eagle’s subsidiary, the Bank, to provide for probable loan losses based on prior loss experience, volume and type of lending conducted by the Bank, ~~past~~national ~~due~~and local ~~loans~~economic ~~in portfolio~~conditions, and ~~local~~past ~~and~~due ~~national~~loans ~~economies~~in portfolio. The Bank’s policies require the review of assets on a quarterly basis. The Bank classifies loans as well as other assets if warranted. While the Bank believes it uses the best information available to make a determination with respect to the allowance for loan losses, it recognizes that future adjustments may be necessary. A provision of $72135,000 ~~provision~~was made for loan losses ~~was made~~ for the quarter ended ~~March~~September 3130, 2009, and ~~while~~ none ~~was~~in ~~made for~~ the quarter ended ~~March 31~~September 30, 2008. This is a reflection of the continued strong asset quality of the Bank’s loan portfolio, as non-performing loan ratios continue to be below peer averages. Total classified assets increased from $~~106,000~~1.61 atmillion at June 30, ~~2008~~ 2009 to $1.1595 million at ~~March~~September 3130, 2009. ~~The~~At quarter end, the Bank had ~~currently~~$158,000 ~~has~~in noother ~~foreclosed~~ real estate owned and $5,000 in repossessed property.

Noninterest Income. Total noninterest income increased to $1.53061 million for the quarter ended ~~March 31,~~September 30, 2009, from a negative $~~619~~504,000 for the quarter ended ~~March~~September 3130, 2008. As noted above, anthe ~~increase~~loss offor the three months ended September ~~$907~~30,~~000~~ or2008 ~~146.53%. This~~stemmed ~~was~~ primarily ~~due~~from toa ~~increases~~loss in ~~gain~~value onof Freddie Mac and Fannie Mae ~~sale~~preferred ofstock ~~loans~~investments offor ~~$658,000,~~which ~~and~~the ~~$214,000~~FASB inASC ~~mortgage~~825 ~~loan~~election ~~servicing~~was ~~fees~~applied. ~~The~~Income ~~mortgage~~from ~~loan~~the ~~servicing~~sale ~~fee~~of ~~includes~~loans anincreased ~~adjustment~~to of$440,000 from $~~192~~183,000 due to ~~the~~$17.62 ~~mortgage~~million ~~servicing~~more ~~rights~~in ~~valuation~~mortgage ~~allowance~~loan tosales ~~reflect~~in anthe current period ~~increase~~versus last year’s period and a relatively small recovery in value ~~during~~in the Company’s ~~quarter~~holdings ~~ended~~of ~~March~~Fannie ~~31,~~Mae ~~2009~~and Freddie Mac preferred stock.

Noninterest Expense. Noninterest expense increased by $~~490~~254,000, or 2713.8374%, to $2.25103 million for the quarter ended ~~March~~September 3130, 2009, from $1.76849 million ~~for~~ for the quarter ended ~~March~~September 3130, 2008. This increase was primarily due to ~~increases~~ inan ~~amortization~~increase ofin ~~mortgage~~FDIC ~~servicing~~insurance ~~rights~~premiums of $~~158~~58,000, ~~salaries~~ and ~~benefits~~ ofan ~~$112,000, occupancy expense of $36,000 and in-house computer expense of $31,000. The~~ increase in ~~amortization of mortgage servicing rights~~ ~~is due to a higher rate of loan prepayments compared to the prior period’s quarter resulting in a higher amount of mortgage servicing rights written off for prepaid or refinanced loans. The~~ salaries and employee benefits ~~increase was~~of ~~due to a slightly larger staff~~$53, ~~merit raises and other inflationary items~~000. ~~The occupancy and in-house computer expenses increase was partly due to the costs associated with the establishment of a new branch in Helena in January 2009.~~ Other expense categories showed minor changes.

Income Tax Expense/Benefit. Eagle’s income tax expense was $~~454~~362,000 for ~~the~~ the quarter ended ~~March~~September 3130, 2009, compared to a benefit of $~~155~~17,000 for the quarter ended ~~March 31~~September 30, 2008. The effective tax rate for the quarter ended ~~March~~September 3130, 2009 was 30.0002% and was 2214.3753% for the quarter ended September ~~March 31~~30, 2008.

Results of Operations for the Nine Months Ended March 31, 2009 and 2008

Net Income. Eagle’s net income was $1.48 million and $1.22 million for the nine months ended March 31, 2009 and 2008, respectively. The increase of $262,000, or 21.46%, was due to an increase in net interest income of $1.59 million, offset by an increase in noninterest expense of $940,000, a decrease in noninterest income of $6,000, and an increase in provision for loan loss of $106,000. Eagle’s tax provision was $279,000 higher in the current nine month period. Basic earnings per share were $1.39 and $1.14 for the nine month periods ended March 31, 2009 and 2008, respectively.

Net Interest Income. Net interest income increased to $5.32 million for the nine months ended March 31, 2008 from $5.01 million for the nine months ended March 31, 2007. This increase of $309,000 was the result of an increase in interest income of $1.02 million, partially offset by an increase in interest expense of $711,000.

Interest and Dividend Income. Total interest and dividend income was $11.58 million for the nine months ended March 31, 2009, compared to $10.38 million for the same period ended March 31, 2008, an increase of $1.21 million, or 11.61%. Interest and fees on loans increased to $8.65 million for 2009 from $8.17 million for 2008. This increase of $485,000, or 5.94%, was due primarily to an increase in the average balances for loans receivable, net, for the nine months ended March 31, 2009. Average balances for loans receivable, net, for this period were $178.43 million, compared to $164.45 million for the previous year’s period. This is an increase of $13.98 million, or 8.50%. The average interest rate earned on loans receivable decreased by 16 basis points, to 6.46%. Interest and dividends on securities available-for-sale (AFS) increased to $2.90 million for the nine months ended March 31, 2009 from $2.12 million for the nine months ended March 31, 2008. Interest on securities held-to-maturity (HTM) decreased to $15,000 from $26,000. Average balances on investment securities increased to $78.30 million for the nine months ended March 31, 2009 compared to $63.40 million for the same period ended March 31, 2008. The average interest rate earned on investments increased 46 basis points, to 4.97% from 4.51%.

- 16 -

EAGLE BANCORP AND SUBSIDIARY

MANAGEMENT DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Results of Operations for the Nine Months Ended March 31, 2009 and 2008 - continued

Interest Expense. Total interest expense decreased to $4.67 million for the nine months ended March 31, 2009 from $5.06 million for the nine months ended March 31, 2008, a decrease of $388,000 million, or 7.68%. Interest on deposits decreased to $2.46 million for the nine months ended March 31, 2009 from $3.45 million for the nine months ended March 31, 2008. This decrease of $990,000, or 28.68%, was the result of a decrease in average rates paid on deposit accounts accompanied by a modest increase in average balances in deposit accounts. Average rates paid on deposits decreased 86 basis points from 2008 to 2009. Average rates paid on certificates of deposit, money market accounts, and savings accounts all decreased, while interest bearing checking accounts rates increased, due to a change in checking account product offerings. Average balances in interest-bearing deposits increased to $168.27 million for the nine month period ended March 31, 2009 compared to $163.97 million for the same period in the previous year. Interest paid on borrowings increased to $2.21 million for the nine months ended March 31, 2009 from $1.60 million for the same period ended March 31, 2008. The increase was due to increases in the average balances of borrowings from $43.79 million in 2008 to $72.77 million in 2008. The average rate paid on borrowings decreased 87 basis points from 2008 to 2009.

Provision for Loan Losses. Provisions for loan losses are charged to earnings to maintain the total allowance for loan losses at a level considered adequate by the Bank, to provide for probable loan losses based on prior loss experience, volume and type of lending conducted by the Bank, available peer group information, and past due loans in portfolio. The Bank’s policies require the review of assets on a quarterly basis. The Bank classifies loans as well as other assets if warranted. While the Bank believes it uses the best information available to make a determination with respect to the allowance for loan losses, it recognizes that future adjustments may be necessary. Provision for loan losses for the nine month period ended March 31, 2009 was $106,000 and zero for the nine month periods ended March 31, 2008. Total classified assets increased from $106,000 at June 30, 2008 to $1.15 million at March 31, 2009. The Bank currently has no foreclosed real estate.

Noninterest Income. Total noninterest income remained the same at $1.47 million for both nine months ended March 31, 2009, and 2008. Net gain on sale of loans increased by $723,000 which was offset by an increase in net loss on SFAS 159 securities of $754,000 and was principally attributable to losses on Fannie Mae and Freddie Mac preferred stock in the first quarter. The other items in noninterest income had minor changes. The net gain on sale of loans increased due a significant increase in loans sold on the secondary market compared to the prior period. The increase in sales was the result of a significant increase in mortgage loan orginations experienced during the period resulting from the very low rates currently available on mortgage loans. 1-4 family mortgage loan originations increased from $40.42 million for the nine month period ended March 31, 2008 to $96.09 million for the nine month period ended March 31, 2009, an increase of $55.67 million, or 137.73%.

Noninterest Expense. Noninterest expense increased by $940,000, or 18.02%, to $6.16 million for the nine months ended March 31, 2009, from $5.22 million for the nine months ended March 31, 2008. This increase was primarily due to increases in salaries and employee benefits of $350,000, occupancy expense of $56,000, in-house computer expense of $58,000, advertising of $83,000, amortization of mortgage servicing rights of $154,000, and federal insurance premiums of $55,000. The increase in salaries and benefits was due to a slightly larger staff, increases in incentive pay, normal raises and other inflationary items such as health insurance premiums. The increase in occupancy expenses was due to the new branch in Helena area repair and maintenance items. The increase in in-house computer expense was due to opening a new branch in Helena and other inflationary increases. The increase in advertising was the result of a new checking account product promotion and a direct market mailing campaign. The increase in amortization of mortgage servicing rights was due to a higher rate of loan prepayments compared to the prior period (resulting in a higher amount of mortgage servicing rights written off on loans that were prepaid or refinanced). Other categories of noninterest expense showed modest increases.

Income Tax Expense. Eagle’s income tax expense was $635,000 for the nine months ended March 31, 2009, compared to $356,000 for the nine months ended March 31, 2008. The effective tax rate for the nine months ended March 31, 2009 was 29.98% and was 22.57% for the nine months ended March 31, 2008.

Liquidity, Interest Rate Sensitivity and Capital Resources

The Company’s subsidiary, ~~American Federal Savings Bank (~~the Bank), is required to maintain minimum levels of liquid assets as defined by the Office of Thrift Supervision (OTS) regulations. The OTS has eliminated the statutory requirement based upon a percentage of deposits and short-term borrowings. The OTS states that the liquidity requirement is retained for safety and soundness purposes, and that appropriate levels of liquidity will depend upon the types of activities in which the company engages. For internal reporting purposes, the Bank uses ~~the~~policy ~~previous~~minimums ~~regulatory~~of ~~definitions~~1.0%, and 8.0% for “basic surplus” ofand ~~liquidity~~“basic surplus with FHLB” as internally defined. ~~The~~In ~~Bank’s~~general, ~~average~~the “basic ~~liquidity~~surplus” is a calculation of the ratio ~~was~~of ~~9.22%~~unencumbered short-term assets reduced by estimated percentages of CD maturities and 9other deposits that may leave the Bank in the next 90 days divided by total assets.~~08%~~ “Basic ~~for~~surplus with FHLB” adds to “basic surplus” the ~~months~~additional ~~ended~~borrowing ~~March~~capacity ~~31,~~the Bank ~~2009~~has ~~and~~with ~~March~~the 31FHLB. The Bank exceeded those minimum ratios as of both September 30, 2009 and 2008~~, respectively~~.

The Bank’s primary sources of funds are deposits, repayment of loans and mortgage-backed 17securities, maturities of investments, funds provided from operations, and advances from the FHLB. Scheduled repayments of loans and mortgage-backed securities and maturities of investment securities are generally predictable. However, other sources of funds, such as deposit flows and loan prepayments, can be greatly influenced by the general level of interest rates, economic conditions and competition. The Bank uses liquidity resources principally to fund existing and future loan commitments. It also uses them to fund maturing certificates of deposit, demand deposit withdrawals and to invest in other loans and investments, maintain liquidity, and meet operating expenses.

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EAGLE BANCORP AND SUBSIDIARY

MANAGEMENT’S DISCUSSION AND ANALYSIS OROF ~~PLAN~~FINANCIAL OFCONDITION ~~OPERATION~~AND RESULTS OF OPERATIONS

Liquidity, Interest Rate Sensitivity and Capital Resources - continued

The Bank’s primary sources of funds are deposits, repayment of loans and mortgage-backed securities, maturities of investments, funds provided from operations, and advances from the Federal Home Loan Bank of Seattle and other borrowings. Scheduled repayments of loans and mortgage-backed securities and maturities of investment securities are generally predictable. However, other sources of funds, such as deposit flows and loan prepayments, can be greatly influenced by the general level of interest rates, economic conditions and competition. The Bank uses liquidity resources principally to fund existing and future loan commitments. It also uses them to fund maturing certificates of deposit, demand deposit withdrawals and to invest in other loans and investments, maintain liquidity, and meet operating expenses.

Liquidity may be adversely affected by unexpected deposit outflows, higher interest rates paid by competitors, and similar matters. Management monitors projected liquidity needs and determines the level desirable, based in part on commitments to make loans and management’s assessment of the bank’s ability to generate funds.

At ~~December~~ 31June 30, ~~2008~~2009 (the most recent report available), the Bank’s measure of ~~sensitivity~~ sensitivity to interest rate movements, as measured by the OTS, ~~improved~~slightly worsened from ~~the~~ the previous quarter. The Bank’s capital ratio as measured by the OTS ~~increased~~decreased ~~slightly~~from ~~during~~ the ~~same~~previous ~~period~~quarter. The Bank’s strong capital position mitigates its interest rate risk exposure. The Bank is well ~~within~~ within the guidelines set forth by the Board of Directors for interest rate risk sensitivity.

As of ~~March~~September 3130, 2009, the Bank’s regulatory capital was in excess of all ~~applicable~~ applicable regulatory requirements. At ~~March~~September 3130, 2009, the Bank’s tangible, core, and risk-based capital ratios amounted to 9.0845%, 9.~~08%~~45, and 13.1472%, respectively, compared to regulatory requirements of 1.5%, 3.0%, and 8.0%, respectively. See the following table (~~amounts~~dollars in thousands):

	At September 30, 2009
	(Unaudited)
	At March 31, 2009
	Dollar		% of
			For Capital
	Amount		Assets
			Adequacy
	Dollar		Purposes
	Amount		% of Assets
Tangible capital:
Capital level	$	2627,~~415~~677		9.0845	%
Requirement		4,~~365~~391		1.50
Excess	$	2223,~~050~~286		7.5895	%
Core capital:
Capital level	$	2627,~~415~~677		9.0845	%
Requirement		8,~~730~~782		3.00
Excess	$	1718,~~685~~895		6.0845	%
Risk-based capital:
Capital level	$	2628,~~774~~272		13.1472	%
Requirement		16,~~296~~487		8.00
Excess	$	1011,~~478~~785		5.1472	%

Impact of Inflation and Changing Prices

Our financial statements and the accompanying notes have been prepared in accordance with ~~accounting principles~~ generally accepted inaccounting ~~the United States of America~~principles, which require the measurement of financial position and operating results in terms of historical dollars without considering the change in the relative purchasing power of money over time and due to inflation. The impact of inflation is reflected in the increased cost of our operations. Interest rates have a greater impact on our performance than do the general levels of inflation. Interest rates do not necessarily move in the same direction or to the same extent as the prices of goods and services.

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EAGLE BANCORP AND SUBSIDIARY

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Item 3. Quantitative and Qualitative Disclosures About Market Risk

This item has been omitted based on Eagle’s status as a smaller reporting company.

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EAGLE BANCORP AND SUBSIDIARY

CONTROLS AND PROCEDURES

~~Based on~~Item ~~their evaluation, the Company’s Chief Executive Officer, Peter J~~4. Controls ~~Johnson,~~ and ~~Chief~~ Financial Officer, Clint J. Morrison, have concluded the Company’s disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) are effective as of March 31, 2009 to ensure that information required to be disclosed in the reports that the Company files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. During the last fiscal quarter, there have been no significant changes in the Company’s internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.Procedures

-Based 19on -their evaluation, the Company’s Chief Executive Officer, Peter J. Johnson, and Chief Financial Officer, Clint J. Morrison, have concluded the Company’s disclosure controls and procedures are effective as of September 30, 2009 to ensure that information required to be disclosed in the reports that the Company files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. During the last fiscal quarter, there have been no changes in the Company’s internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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EAGLE BANCORP AND SUBSIDIARY

Part II - OTHER INFORMATION

Item 1.

Legal Proceedings.

Neither the Company nor the Bank is involved in any pending legal proceeding other than non-material legal proceedings occurring in the ordinary course of business.

Item 2 1A. ~~Unregistered~~ ~~Sales~~Risk ~~of Equity Securities Use of Proceeds~~Factors.

c)This ~~Small~~item ~~Business~~has ~~Issuer~~been ~~Purchases~~omitted ofbased ~~Equity~~on ~~Securities~~Eagle’s status as a smaller reporting company.

~~The Company~~Item ~~publicly announced a stock repurchase program on January 17, 2008~~2. ~~The Company~~Unregistered ~~was~~Sales ~~authorized to acquire up to 28,750 shares~~ of ~~common~~Equity ~~stock~~Securities ~~with~~and ~~the price~~Use ~~subject to market conditions. No expiration date was set for the repurchase program. As~~ of ~~March 31, 2009, 4,510 shares have been repurchased under this plan~~Proceeds. ~~The Company made no purchases during the three month period ended March 31, 2009.~~

The following table summarizes the Company’s purchase of its common stock for the three months ended September 30, 2009.

(a)

(b)

(c)

(d)

Total Number

Maximum

of Shares

Number of

Purchased

Shares that

Total

as Part of

May Yet Be

Number of

Average

Publicly

Purchased

Price Paid

Announced Plans

Under the Plans

Period

Purchased*

Per Share

or Programs

July 1, 2009 through

None

N/A

24,240

July 31, 2009

August 1, 2009 though

805

28.25

805

23,435

August 31, 2009

September 1, 2009 through

None

N/A

23,435

September 30, 2009

Total

805

28.25

805

23,435

*The Company publicly announced a stock repurchase program on January 17, 2008. The Company was authorized to acquire up to 28,750 shares of common stock with the price subject to market conditions. No expiration date was set for the repurchase program. As of September 30, 2009, 5,315 shares had been repurchased under this plan.

Item 3.

Defaults Upon Senior Securities.

Not applicable.

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EAGLE BANCORP AND SUBSIDIARY

Part II - OTHER INFORMATION (~~Continued~~CONTINUED)

Item 4.

Submission of Matters to a Vote of Security Holders.

Not applicable

Item 5.

Other Information.

None.

Item 6.

Exhibits.

31.1 Certification by Peter J. Johnson, Chief Executive Officer, pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 (a) of the Sarbanes-Oxley Act of 2002.

31.2 Certification by Clint J. Morrison, Chief Financial Officer, pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 (a) of the Sarbanes-Oxley Act of 2002.

32.1 Certification by Peter J. Johnson, Chief Executive Officer, and Clint J. Morrison, Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

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EAGLE BANCORP AND SUBSIDIARY

SIGNATURES

InPursuant ~~accordance~~to ~~with~~ 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~~ duly authorized.

	EAGLE BANCORP
Date: May 12, 2009	By:	/s/ Peter J. Johnson
Date: November 12, 2009	By:	/s/ Peter J. Johnson
		Peter J. Johnson
		President/CEO
Date: May 12, 2009	By:	/s/ Clint J. Morrison
Date: November 12, 2009	By:	/s/ Clint J. Morrison
		Clint J. Morrison
		Senior Vice President/CFO

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Filing Compare · EAGLE BANCORP/MT