FORM 4
[ X ] 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
                                                                                  
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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(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

UPHOUSE JEANNE M 		2. Issuer Name and Ticker or Trading Symbol

PROVIDENT BANKSHARES CORP [ (PBKS) ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Executive Vice President
(Last)          (First)          (Middle)

114 EAST LEXINGTON STREET 		3. Date of Earliest Transaction (MM/DD/YYYY)

5/23/2009
(Street)

BALTIMORE, MD 21202
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   5/23/2009     D    11241.861   D   (1) 0.0000   D  
 
Common Stock   5/23/2009     D    10989.7142   D   (2) 0.0000   I   By 401(k)  
Common Stock   5/23/2009     D    468   D   (3) 0.0000   I   By Stock Award II  
Common Stock   5/23/2009     D    998   D   (4) 0.0000   I   By Stock Award III  
Common Stock   5/23/2009     D    3886   D   (5) 0.0000   I   By Stock Award IV  
Common Stock   5/23/2009     D    3324   D   (6) 0.0000   I   By Stock Award V  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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
Non-Qualified Stock Option (right to buy)   $33.6600   5/23/2009     D        10000    2/16/2006   (7) 2/16/2013   Common Stock   10000   $0   0   D  
 
Non-Qualified Stock Options (right to buy)   $36.0000   5/23/2009     D        3314    2/15/2007   (8) 2/15/2014   Common Stock   3314   $0   0   D  
 
Non-Qualified Stock Options (right-to-buy)   $32.2200   5/23/2009     D        15000    2/18/2004   (9) 2/18/2014   Common Stock   15000   $0   0   D  
 
Stock Options (right to buy)   $35.7000   5/23/2009     D        4358    2/21/2008   (10) 2/21/2015   Common Stock   4358   $0   0   D  
 
Stock Options (right to buy)   $17.3700   5/23/2009     D        24000    2/20/2009   (11) 2/20/2016   Common Stock   24000   $0   0   D  
 
Stock Options (right to buy)   $7.0400   5/23/2009     D        23843    8/20/2009   (12) 8/20/2016   Common Stock   23843   $0   0   D  
 

Explanation of Responses:
( 1)  Disposed of pursuant to merger agreement between issuer and M&T Bank Corporation in exchange for 1,929 shares of M&T Bank Corporation common stock having a market value of $46.73 per share on the closing date of the merger.
( 2)  Disposed of pursuant to merger agreement between issuer and M&T Bank Corporation in exchange for 1,886 shares of M&T Bank Corporation common stock having a market value of $46.73 per share on the closing date of the merger.
( 3)  Disposed of pursuant to merger agreement between issuer and M&T Bank Corporation in exchange for 80 shares of M&T Bank Corporation common stock having a market value of $46.73 per share on the closing date of the merger.
( 4)  Disposed of pursuant to merger agreement between issuer and M&T Bank Corporation in exchange for 171 shares of M&T Bank Corporation common stock having a market value of $46.73 per share on the closing date of the merger.
( 5)  Disposed of pursuant to merger agreement between issuer and M&T Bank Corporation in exchange for 666 shares of M&T Bank Corporation common stock having a market value of $46.73 per share on the closing date of the merger.
( 6)  Disposed of pursuant to merger agreement between issuer and M&T Bank Corporation in exchange for 570 shares of M&T Bank Corporation common stock having a market value of $46.73 per share on the closing date of the merger.
( 7)  This option, which was fully vested and exercisable, was assumed by M&T Bank Corporation in the merger and replaced with an option to purchase 1,716 shares of M&T Bank Corporation common stock for $196.13 per share.
( 8)  This option, which provided for vesting in four annual installments commencing on February 15, 2007, was assumed by M&T Bank Corporation in the merger and replaced with an option to purchase 568 shares of M&T Bank Corporation common stock for $209.76 per share.
( 9)  This option, which was fully vested and exercisable, was assumed by M&T Bank Corporation in the merger and replaced with an option to purchase 2,574 shares of M&T Bank Corporation common stock for $187.73 per share.
( 10)  This option, which provided for vesting in four annual installments commencing on February 21, 2008, was assumed by M&T Bank Corporation in the merger and replaced with an option to purchase 747 shares of M&T Bank Corporation common stock for $208.01 per share.
( 11)  This option, which provided for vesting in four annual installments commencing on February 20, 2009, was assumed by M&T Bank Corporation in the merger and replaced with an option to purchase 4,119 shares of M&T Bank Corporation common stock for $101.21 per share.
( 12)  This option, which provided for vesting in four annual installments commencing on August 20, 2009, was assumed by M&T Bank Corporation in the merger and replaced with an option to purchase 4,092 shares of M&T Bank Corporation common stock for $41.02 per share.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
UPHOUSE JEANNE M
114 EAST LEXINGTON STREET
BALTIMORE, MD 21202

Executive Vice President

Signatures
By: Robert L. Davis, Power of Attorney 5/23/2009
** Signature of Reporting Person Date


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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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