Sec Form 4 Filing - MIDDLETON MICHAEL L @ COMMUNITY FINANCIAL CORP /MD/ - 2014-02-11

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person MIDDLETON MICHAEL L 2. Issuer Name and Ticker or Trading Symbol COMMUNITY FINANCIAL CORP /MD/ [ TCFC.OB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chairman and CEO (Last) (First) (Middle) 3035 LEONARDTOWN ROAD 3. Date of Earliest Transaction (MM/DD/YY) 02/11/2014 (Street) WALDORF, MD20601 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 02/11/2014 S 20,000 D $ 20.5 130,096 ( 1 ) D Common Stock 42,593 I By ESOP Common Stock 5,025 I By IRA Common Stock 69,351 I By Spouse Common Stock 4,877 I By Spouse's IRA Common Stock 1,684 I Restricted Stock VIII ( 2 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Restricted Stock Unit III ( 3 ) ( 4 ) ( 4 ) Common Stock 2,105.263 2,105.263 D Restricted Stock Unit IV ( 5 ) ( 4 ) ( 4 ) Common Stock 2,105 2,105 D Stock Option (Right to Buy) $ 27.7 07/17/2007 07/17/2017 Common Stock 5,830 5,830 D Stock Option (Right to Buy) $ 22.29 12/19/2005 12/19/2015 Common Stock 6,036 6,036 D Stock Option (Right to Buy) $ 15.89 12/27/2004 12/27/2014 Common Stock 20,164 20,164 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other MIDDLETON MICHAEL L 3035 LEONARDTOWN ROAD WALDORF, MD20601 X Chairman and CEO Signatures /s/ Michael L. Middleton 02/12/2014 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Since the reporting person's last report, 421 shares of restricted stock have vested and are now held directly. ( 2 )Vests in 5 annual installments beginning on January 13, 2014, the date of the award. ( 3 )Each Restricted Stock Unit is the economic equivalent of one share of Tri-County Financial Corporation common stock at at price of $14.25 per share. ( 4 )The Restricted Stock Units will fully vest on the earlier of the second anniversary of the date of the grant, the reporting person's death or disability, or a change in control of Tri-County Financial Corporation. At such time, the reporting person will receive an amount of cash equal to the value of the shares granted. ( 5 )Each Restricted Stock Unit is the economic equivalent of one share of Tri-County Financial Corporation common stock at at price of $16.60 per share.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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