Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On December 16, 2008, the Board of Directors of Bar Harbor Bankshares (the "Company") approved an amendment and restatement of the Bylaws of the Company, revising Section 2.1 to read as follows:

"Sec 2.1 Classes and number of shares authorized. The Company's Articles of Incorporation set forth the classes of shares and series of shares within a class, and the number of shares of each class and series that the Company is authorized to issue."

Previously, Section 2.1 of the Bylaws listed the authorized shares of the Company, which was unnecessarily duplicative of the Articles of Incorporation, which sets forth the authorized capital stock for the Company. The Bylaws of Bar Harbor Bankshares, as amended and restated effective December 16, 2008, are attached as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 8.01. Other Events.

On December 17, 2008, Bar Harbor Bankshares announced by press release that it has received approval for approximately $18.75 million in new capital under the U.S. Department of the Treasury's Capital Purchase Program. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.