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 *

Kilroy Lillian S.
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    1482   D   (1) 0.0000   D  
 
Common Stock   5/23/2009     D    553.828   D   (2) 0.0000   I   By 401(k)  
Common Stock   5/23/2009     D    551.4058   D   (3) 0.0000   I   By DRIP  
Common Stock   5/23/2009     D    226   D   (4) 0.0000   I   By Stock Award II  
Common Stock   5/23/2009     D    434   D   (5) 0.0000   I   By Stock Award III  
Common Stock   5/23/2009     D    4318   D   (6) 0.0000   I   By Stock Award IV  
Common Stock   5/23/2009     D    2216   D   (7) 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)   $18.1900   5/23/2009           5615    10/20/2000   (8) 10/20/2009   Common Stock   5615   $0   0   D  
 
Non-Qualified Stock Option (right to buy)   $13.1500   5/23/2009           3350    6/21/2001   (9) 6/21/2010   Common Stock   3350   $0   0   D  
 
Non-Qualified Stock Option (right to buy)   $24.6800   5/23/2009           5000    1/16/2003   (10) 1/16/2012   Common Stock   5000   $0   0   D  
 
Non-Qualified Stock Option (right to buy)   $33.6600   5/23/2009           6000    2/16/2006   (11) 2/16/2013   Common Stock   6000   $0   0   D  
 
Non-Qualified Stock Option (right to buy)   $23.5100   5/23/2009           7000    2/19/2004   (12) 2/19/2013   Common Stock   7000   $0   0   D  
 
Non-Qualified Stock Options (right to buy)   $36.0000   5/23/2009           4786    2/15/2007   (13) 2/15/2014   Common Stock   4786   $0   0   D  
 
Non-Qualified Stock Options (right-to-buy)   $32.2200   5/23/2009           7000    2/18/2004   (14) 2/18/2014   Common Stock   7000   $0   0   D  
 
Stock Options (right to buy)   $35.7000   5/23/2009           5688    2/21/2008   (15) 2/21/2015   Common Stock   5688   $0   0   D  
 
Stock Options (right to buy)   $17.3700   5/23/2009           16000    2/20/2009   (16) 2/20/2016   Common Stock   16000   $0   0   D  
 
Stock Options (right to buy)   $5.5000   5/23/2009           7500    7/16/2009   (17) 7/16/2016   Common Stock   7500   $0   0   D  
 
Stock Options (right to buy)   $7.0400   5/23/2009           15895    8/20/2009   (18) 8/20/2016   Common Stock   15895   $0   0   D  
 

Explanation of Responses:
( 1)  Disposed of pursuant to merger agreement between issuer and M&T Bank Corporation in exchange for 254 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 95 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 94 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 38 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 74 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 741 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)  Disposed of pursuant to merger agreement between issuer and M&T Bank Corporation in exchange for 380 shares of M&T Bank Corporation common stock having a market value of $46.73 per share on the closing date of the merger.
( 8)  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 963 shares of M&T Bank Corporation common stock for $105.99 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 574 shares of M&T Bank Corporation common stock for $76.62 per share.
( 10)  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 858 shares of M&T Bank Corporation common stock for $143.80 per share.
( 11)  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 1,029 shares of M&T Bank Corporation common stock for $196.13 per share.
( 12)  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 1,201 shares of M&T Bank Corporation common stock for $136.98 per share.
( 13)  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 821 shares of M&T Bank Corporation common stock for $209.76 per share.
( 14)  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 1,201 shares of M&T Bank Corporation common stock for $187.73 per share.
( 15)  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 976 shares of M&T Bank Corporation common stock for $208.01 per share.
( 16)  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 2,746 shares of M&T Bank Corporation common stock for $101.21 per share.
( 17)  This option, which provided for vesting in four annual installments commencing July 16, 2009, was assumed by M&T Bank Corporation in the merger and replaced with an option to purchase 1,287 shares of M&T Bank Corporation common stock for $32.05 per share.
( 18)  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 2,727 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
Kilroy Lillian S.
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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