SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
X	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* NEWTON ROBERT H JR (Last) (First) (Middle) 114 EAST LEXINGTON STREET (Street) BALTIMORE MD 21202 (City) (State) (Zip)	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
	3. Date of Earliest Transaction (Month/Day/Year) 05/23/2009
	4. If Amendment, Date of 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

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	05/23/2009		D		13,287	D	(1)	0.0000	D
Common Stock	05/23/2009		D		3,655.89	D	(2)	0.0000	I	By 401(k)
Common Stock	05/23/2009		D		846.1867	D	(3)	0.0000	I	By DRIP
Common Stock	05/23/2009		D		468	D	(4)	0.0000	I	By Stock Award II
Common Stock	05/23/2009		D		662	D	(5)	0.0000	I	By Stock Award III
Common Stock	05/23/2009		D		2,915	D	(6)	0.0000	I	By Stock Award IV
Common Stock	05/23/2009		D		2,493	D	(7)	0.0000	I	By Stock Award V

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 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: 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)	$13.15	05/23/2009		D			7,350	06/21/2001(8)	06/21/2010	Common Stock	7,350	$0	0	D
Non-Qualified Stock Option (right to buy)	$24.68	05/23/2009		D			5,000	01/16/2003(9)	01/16/2012	Common Stock	5,000	$0	0	D
Non-Qualified Stock Option (right to buy)	$33.66	05/23/2009		D			11,000	02/16/2006(10)	02/16/2013	Common Stock	11,000	$0	0	D
Non-Qualified Stock Option (right to buy)	$23.51	05/23/2009		D			10,000	02/19/2004(11)	02/19/2013	Common Stock	10,000	$0	0	D
Non-Qualified Stock Options (right to buy)	$36	05/23/2009		D			3,314	02/15/2007(12)	02/15/2014	Common Stock	3,314	$0	0	D
Non-Qualified Stock Options (right-to-buy)	$32.22	05/23/2009		D			15,000	02/18/2004(13)	02/18/2014	Common Stock	15,000	$0	0	D
Stock Options (right to buy)	$35.7	05/23/2009		D			2,890	02/21/2008(14)	02/21/2015	Common Stock	2,890	$0	0	D
Stock Options (right to buy)	$17.37	05/23/2009		D			18,000	02/20/2009(15)	02/20/2016	Common Stock	18,000	$0	0	D
Stock Options (right to buy)	$7.04	05/23/2009		D			17,882	08/20/2009(16)	08/20/2016	Common Stock	17,882	$0	0	D

Explanation of Responses:

1. Disposed of pursuant to merger agreement between issuer and M&T Bank Corporation in exchange for 2,280 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 627 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 145 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 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.

5. Disposed of pursuant to merger agreement between issuer and M&T Bank Corporation in exchange for 113 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 500 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 427 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 1,261 shares of M&T Bank Corporation common stock for $76.62 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 858 shares of M&T Bank Corporation common stock for $143.80 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 1,887 shares of M&T Bank Corporation common stock for $196.13 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 1,716 shares of M&T Bank Corporation common stock for $136.98 per share.

12. 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.

13. 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.

14. 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 495 shares of M&T Bank Corporation common stock for $208.01 per share.

15. 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 3,089 shares of M&T Bank Corporation common stock for $101.21 per share.

16. 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 3,068 shares of M&T Bank Corporation common stock for $41.02 per share.

Remarks:

	By: Robert L. Davis, Power of Attorney	05/23/2009
	** 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).
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