We discuss the one-loop effective potential and static (large d) potential for toroidal D-brane described by DBI-action in constant magnetic and in constant electric fields. Explicit calculation is done for membrane case (p=2) for both types of external fields and in case of static potential for an arbitrary p. In the case of one-loop potential it is found that the presence of magnetic background may stabilize D-brane giving the possibility for non-pointlike ground state configuration. On the same time, constant electrical field acts against stabilization and the correspondent one-loop potential is unbounded from below. The properties of static potential which also has stable minimum are described in detail. The back-reaction of quantum gauge fields to one-loop potential is also evaluated.