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 OF SECURITIES 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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(Print or Type Responses)

1. Name and Address of Reporting Person * MacLaren R James   2. Issuer Name and Ticker or Trading Symbol Cape Fear Bank CORP [CAPE] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Credit Administrator (Last) (First) (Middle) 1117 MILITARY CUTOFF ROAD 3. Date of Earliest Transaction (Month/Day/Year) 06/29/2007 (Street) WILMINGTON, NC 28405 4. If Amendment, Date Original Filed(Month/Day/Year) 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 (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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               6,946 (4) D   Common Stock               9,782 (1) I By 401(k)

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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 (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

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 (Month/Day/Year)

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

1999 Employee Grant (Right to Buy)

$ 6.68 (4)

(2)

06/17/2009

Common Stock

2,583

2,583 (4)

D

2002 Employee Grant (Right to Buy)

$ 3.78 (4)

02/21/2003

02/21/2012

Common Stock

1,033

1,033 (4)

D

2005 Employee Grant (Right to Buy)

$ 9.76 (4)

(3)

07/22/2015

Common Stock

3,445

3,445 (4)

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
MacLaren R James 1117 MILITARY CUTOFF ROAD WILMINGTON, NC 28405			Credit Administrator

Signatures

R. James MacLaren, By: William R. Lathan, Jr., Attorney-in-fact		07/31/2007
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	The number of shares is based on the reporting person's 401 (k) plan statement as of June 30, 2007, and includes shares acquried under the plan between December 31, 2006, and June 30, 2007, as well as additional shares credited to the plan account as a result of the 5% stock dividend which became effective on June 29, 2007.
(2)	This option vests in three equal annual installments beginning June 17, 2000.
(3)	This option vests in three equal annual installments beginning July 22, 2006.
(4)	As adjusted to reflect the effect of a 5% stock dividend which became effective June 29, 2007. As a result of the stock dividend, the reporting person received an aggregate of 330 additional shares which are included in the common stock shares reported as held directly. At the same time, and in accordance with antidilution provisions of the Issuer's stock option plans, the reporting person's stock options became exercisable for 336 additional shares, and the exercise prices were similarly adjusted.
Remarks: This report is being furnished solely to show the effect of the stock dividend and does not represent a transaction by the reporting person.

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