SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): JULY 15, 2004
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Sandy Spring Bancorp, Inc.
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(Exact name of registrant as specified in its charter)
Maryland 0-19065 52-1532952
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(State or other jurisdiction (Commission file (IRS Employer
of incorporation) number) Identification Number)
17801 Georgia Avenue, Olney, Maryland 20832
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (301) 774-6400
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
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(a) Exhibit 99 - News Release dated July 15, 2004.
ITEM 9. REGULATION FD DISCLOSURE.
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ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
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The news release of Sandy Spring Bancorp, Inc. dated July 15, 2004, included as
Exhibit 99 is furnished to the Securities and Exchange Commission under both
Item 9 and Item 12 of this Form 8-K.
Non-GAAP Financial Measure. Exhibit 99 includes disclosure and discussion of a
traditional efficiency ratio that is a non-GAAP financial measure as defined in
Commission Regulation G and Item 10 of Commission Regulation S-K. The issuer has
for many years used this traditional efficiency ratio as a measure of operating
expense control and efficiency of operations. Management believes that this
traditional ratio better focuses attention on the operating performance of the
issuer over time than does a GAAP based ratio, and is highly useful in comparing
period-to-period operating performance of the Company's core business
operations. It is used by management as part of its assessment of its
performance in managing noninterest expenses. However this measure is
supplemental, and is not a substitute for an analysis of performance measures
based on GAAP. Exhibit 99 also includes disclosure and discussion of the
GAAP-based efficiency ratio and the differences between the two ratios. The
traditional efficiency ratio used by the issuer may not be comparable to GAAP or
non-GAAP efficiency ratios reported by other financial institutions.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
SANDY SPRING BANCORP, INC.
By: HUNTER R. HOLLAR
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Hunter R. Hollar
President and
Chief Executive Officer
Dated: July 15, 2004