UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): ~~March~~April 156, 2011

SUPERIOR BANCORP

(Exact Name of Registrant as Specified in Charter)

Delaware

State or Other Jurisdiction of Incorporation

(Exact Name of Registrant as Specified in Charter)

Delaware State or Other Jurisdiction of Incorporation


0-25033		63-1201350

(Commission File Number)		(IRS Employer Identification No.)

17 North 20th Street, Birmingham, Alabama		35203
(Address of Principal Executive Offices)		(Zip Code)

(205) 327-1400

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 53 — ~~Corporate~~Securities ~~Governance~~ and ~~Management~~Trading Markets

Item 53.0201. ~~Departure~~Notice of ~~Directors~~Delisting or ~~Certain~~Failure ~~Officers;~~to ~~Election~~Satisfy ofa ~~Directors;~~Continued ~~Appointment~~Listing ofRule ~~Certain~~or ~~Officers~~Standard; ~~Compensatory~~Transfer ~~Arrangements~~ of ~~Certain Officers~~Listing.

On ~~March~~April 156, 2011, C.Superior ~~Stanley~~Bancorp ~~Bailey,~~(the ~~Chairman,~~“Corporation”) ~~President~~received ~~and~~a ~~Chief~~letter ~~Executive~~from ~~Officer~~The ofNASDAQ Stock ~~Superior~~Market ~~Bancorp~~ (“NASDAQ”) stating that the “Corporation” is not in compliance with NASDAQ Listing Rule 5250(c),(1) ~~notified~~because the Corporation ofdid ~~his~~not ~~decision~~timely tofile ~~retire~~its ~~effective~~Annual Report on Form 10-K for the year ~~immediately.~~ended ~~Mr.~~December ~~Bailey~~31, ~~also~~2010 ~~retired~~with asthe ~~Chairman~~Securities and Exchange Commission (the “SEC”). This notification has no effect on the listing of the Corporation’s ~~subsidiary~~common stock at this time. As previously reported, ~~Superior~~the ~~Bank~~Corporation received a prior notification from NASDAQ on November 17, 2010 advising that the Corporation no longer complies with the $1.00 minimum bid price requirement for continued listing on the NASDAQ Global Market as set forth in NASDAQ Listing Rule 5450(a)(1).

OnAs ~~March 15,~~previously ~~2011,~~reported by the Corporation’s ~~Board~~in ofits ~~Directors~~Form ~~elected,~~12b-25 ~~subject~~filed towith ~~regulatory approval, C. Marvin Scott as Chairman and Chief Executive Officer of~~ the ~~Corporation~~SEC ~~and~~on ~~Rick D.~~April 1, ~~Gardner~~2011, ~~as President of~~ the Corporation. ~~Mr. Scott~~was ~~and~~unable ~~Mr. Gardner~~to ~~had~~timely ~~each~~file ~~previously~~its ~~served~~Form ~~as Vice~~10-K ~~Chairman~~for of the ~~Corporation.~~year ~~The~~ended ~~Board of Directors of Superior Bank elected~~December 31, ~~subject to~~2010, ~~regulatory~~due ~~approval~~to, ~~Mr. Scott,~~among ~~the~~other ~~Bank’s~~things, ~~Chief~~its ~~Executive~~inability ~~Officer,~~ to ~~also~~complete ~~serve~~its asfinancial ~~Chairman~~statements of for the ~~Bank.~~year ~~Information about each of Mr.~~ended December ~~Scott~~31, ~~and~~2010 ~~Mr. Gardner~~for ~~has~~reasons ~~been~~specified ~~previously filed with the Securities and Exchange Commission~~ in the ~~Corporation’s~~Form ~~proxy statements on Schedule 14A~~12b-25.

~~Section~~ The Corporation has 60 calendar days to submit a plan to regain compliance, and if NASDAQ accepts the plan, NASDAQ can grant an exception of up to 180 calendar days from the Form 710-K’s —due date, ~~Regulation~~or until September FD27, 2011 to regain compliance. The Corporation has until May 16, 2011 to regain compliance with the minimum bid price continued listing requirement. If the Corporation does not regain compliance by May 16, 2011, the Corporation may be permitted to transfer its common stock to the NASDAQ Capital Market if the Corporation’s common stock satisfies all criteria for continued listing on that market.

~~Item~~ The 7Corporation issued a press release on April 8, 2011 disclosing its receipt of the April 6, 2011 NASDAQ letter.~~01.~~ ~~Regulation~~A FDcopy ~~Disclosure~~of the Press Release is attached as Exhibit 99.1

On March 21, 2011, the Company issued a press release announcing the retirement of Mr. Bailey and the additional duties of Mr. Scott and Mr. Gardner. The text of the press release is attached to this report as Exhibit 99.

This information is furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section, unless we specifically incorporate it by reference in a document filed under the Securities Act of 1933 or the Securities Exchange Act of 1934. By filing this report on Form 8-K and furnishing this information, we make no admission as to the materiality of any information in this report that is required to be disclosed solely by reason of Regulation FD.

Section 9 — Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits Description

Exhibit No.		Description
Exhibit 99		Press Release of Superior Bancorp dated March 21, 2011


Exhibit 99.1		Press Release dated April 8, 2011

~~SIGNATURES~~SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly ~~caused~~ caused this ~~Current~~report ~~Report on Form 8-K~~ to be signed on its behalf by the undersigned hereunto duly authorized.

	SUPERIOR BANCORP
Date: March 21, 2011	By:	/s/ C. Marvin Scott
		C. Marvin Scott
		Chairman and Chief Executive Officer


	SUPERIOR BANCORP
	By:	/s/ C. Marvin Scott
		C. Marvin Scott
		Chairman and Chief Executive Officer.

~~INDEX~~Date: TOApril 8, ~~EXHIBITS~~2011

Exhibit No.		Description
Exhibit 99		Press Release of Superior Bancorp dated March 21, 2011

Filing Compare · SUPERIOR BANCORP