Item 1.02 Termination of a Material Definitive Agreement.

On October 26, 2012, the Board of Directors of Annapolis Bancorp, Inc. (the "Company") terminated the Company's 2007 Employee Stock Purchase Plan (the "Plan") effective October 31, 2012. Under the terms of the Plan, the eligible employees entitled to purchase common stock of the Company at a price equal to 95% of the fair market value of the shares on the date of purchase. The Plan was intended to qualify as an "employee stock purchase plan" within the meaning of
Section 423 of the Internal Revenue Code.

The foregoing description does not purport to be a complete description of the rights and obligations of the Company or the participants under the Plan. The above description is qualified in its entirety by reference to the Plan, a copy of which included in the Company's Definitive Proxy Statement for the 2007 annual meeting, filed with the Securities and Exchange Commission on April 13, 2007.

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