UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No.   )^*

F & M BANK CORP.

(Name of Issuer)

COMMON STOCK, PAR VALUE $5.00 PER SHARE

(Title of Class of Securities)

30237P106

(CUSIP Number)

NEIL W. HAYSLETT, F & M BANK CORP.

205 SOUTH MAIN STREET, TIMBERVILLE. VIRGINIA 22853, 540-896-8941

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

DECEMBER 29, 2006

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. o

Note:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See Rule 13d-7 for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Act”), or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP 30237P106

SCHEDULE 13D

Page 2 of 7 Pages

1

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Larry A. Caplinger

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a) o

(b) o

Not Applicable

3

SEC USE ONLY

4

SOURCE OF FUNDS (See Instructions)

SC and PF

5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

o

Not Applicable

6

CITIZENSHIP OR PLACE OF ORGANIZATION

U.S.A.

NUMBER OF

SHARES

7

SOLE VOTING POWER

7,500

BENEFICIALLY

8

SHARED VOTING POWER

113,383

OWNED BY EACH

REPORTING

9

SOLE DISPOSITIVE POWER

7,500

PERSON WITH

10

SHARED DISPOSITIVE POWER

113,383

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

120,883

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

o

Not Applicable

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

5.1

14

TYPE OF REPORTING PERSON (See Instructions)

IN

(A)

Larry A. Caplinger

(B)

3910 Krystal Lane, Broadway, Virginia 22815.

(C)

Mr. Caplinger is Senior Vice President and Senior Loan Officer of the Issuer’s subsidiary bank, Farmers & Merchants Bank (the “Bank”). He is also Corporate Secretary for the Issuer.

(D)

During the last five years, Mr. Caplinger has not been convicted in a criminal proceeding, excluding traffic violations or similar misdemeanors.

(E)

During the last five years, Mr. Caplinger has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction that resulted in his being subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

(F)

Mr. Caplinger is a citizen of the U.S.A.

(A)

The acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer, except as otherwise disclosed herein;

(B)

An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries;

(C)

A sale or transfer of a material amount of assets of the Issuer or of any of its subsidiaries;

(D)

Any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board;

(E)

Any material change in the present capitalization or dividend policy of the Issuer;

(F)

Any other material change in the Issuer’s business or corporate structure;

(G)

Changes in the Issuer’s charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person;

(H)

Causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association;

(I)

A class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934, as amended; or

(J)

Any action similar to any of those enumerated above.

(A)

The aggregate number and percentage of Common Stock beneficially owned by Mr. Caplinger are 120,883 shares and 5.1%, respectively.

(B)

Mr. Caplinger has the sole power to vote or to direct the vote and the sole power to dispose or to direct the disposition of 7,500 shares identified pursuant to Item 5(A).  Mr. Caplinger owns directly 2,256 shares, owns jointly with his spouse 4,944 shares and owns indirectly 300 shares, as custodian,

(C)

There were no transactions in Common Stock during the past 60 days by Mr. Caplinger.

(D)

Mr. Caplinger is a trustee of the ESOP.  He, therefore, shares with the ESOP the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such shares.

(E)

Not applicable.

Attention:

Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).