101 South Queen Street Martinsburg, West Virginia 25401 (304) 263-0836		333 West Vine Street, Suite 1700 Lexington, Kentucky 40507-1639 (859) 252-2202
7000 Hampton Center Morgantown, West Virginia 26505 (304) 285-2500		480 West Jubal Early Drive Suite 130 Winchester, Virginia 22601 (540) 723-8877
	600 Quarrier Street
	Charleston, West Virginia 25301
		2400 Cranberry Square
5th Floor, United Square	Post Office Box 1386	Morgantown, West Virginia 26508
501 Avery Street	Charleston, West Virginia 25325-1386	(304) 594-1000
Parkersburg, West Virginia 26101	(304) 347-1100
(304) 485-8500
	www.bowlesrice.com
Sandra M. Murphy	November 24, 2008
Telephone — (304) 347-1131		E-Mail Address:
Facsimile — (304) 343-3058		smurphy @bowlesrice. com

Kevin Vaughn
United States Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549

Re: United Bankshares, Inc.
Preliminary Proxy Statement on Schedule 14A
Filed November 7, 2008
File No. 002-86947                              

Dear Mr. Vaughn:

          On behalf of United Bankshares, Inc. (“United), enclosed are copies of revised pages 9-13 of United’s Preliminary Revised Proxy Statement. These changes reflect comments we received from the Securities Exchange Commission on Friday, November 21, 2008, and have been black-lined to show our changes.

          In addition, in response to the SEC’s request, we have moved the incorporation by reference section from page 6 to page 29 of the document. In addition, we have reworded the first proposal to reflect the increase in the Company’s authorized capital stock resulting from the authorization to issued preferred shares.

          Thank you for your attention to this matter. Should you have any further questions or comments, please do not hesitate to contact the undersigned.

Very truly yours,

/s/ Sandra M. Murphy

Sandra M. Murphy

SMM/jam
Enclosures
cc:     Richard M. Adams

Potential Effects on Liquidity and Financial Statements

Overview

     United places great emphasis on maintaining a proper relationship between capital and total assets to support growth and sustain earnings. As of September 30, 2008, United and its banking subsidiaries exceeded regulatory capital requirements for well-capitalized financial institutions. We believe that we have sufficient liquidity to meet our anticipated funding needs even if our application for the Capital Purchase Program is not approved by the Treasury. However, to the extent that the shareholders do not approve the proposed amendment to our Articles of Incorporation described in this Proxy Statement, or if the Treasury does not approve our application to participate in the Capital Purchase Program, our access to capital and credit markets could be adversely impacted and could become more costly.

     In managing our balance sheet, we depend on access to a variety of sources of funding to provide us with sufficient capital resources and liquidity to meet our commitments and business needs. Recently, the volatility and disruption in the capital and credit markets have produced downward pressure on stock prices and credit availability for certain issuers without regard to those issuers’ underlying financial strength. If current levels of market disruption and volatility continue or worsen, our ability to access certain sources of funding on satisfactory terms may be disrupted, which may adversely affect our capital costs and, in turn, our liquidity. In light of this uncertainty and volatility, United believes that participation in the Capital Purchase Program would help position United to remain strong through this market disruption.

Pro Forma Financial Information

     The unaudited pro forma condensed consolidated financial data set forth below has been derived by the application of pro forma adjustments to our historical financial statements for the year ended December 31, 2007 and the nine months ended September 30, 2008. The unaudited pro forma consolidated financial data gives effect to the events discussed below as if they had occurred on January 1, 2007, in the case of the statement of income data, and September 30, 2008, in the case of the balance sheet and capital ratio data.

• The issuance of $65,760,000 (minimum estimated proceeds) or $197,279,000 (maximum estimated proceeds) of preferred stock to the Treasury under the Capital Purchase Program.

• The issuance of warrants to purchase 330,000 shares of United common stock (minimum estimated warrants to be issued) or warrants to purchase 989,000 shares of United common stock (maximum estimated warrants to be issued), assuming a purchase price of $29.92 per share (trailing 20-day United average share price as of November 14, 2008).

• The investment of the proceeds of the Capital Purchase Program in government sponsored enterprise (GSE) securities with a projected before-tax yield of 5%.

     We present two sets of unaudited pro forma consolidated balance sheet data, including selected line items from our balance sheet and selected capital ratios, as of September 30, 2008. We also present two sets of unaudited pro forma condensed consolidated income statements for the year ended December 31, 2007 and the nine months ended September 30, 2008. In each presentation we provide adjustments to historical data based on both (i) an assumption that we receive the minimum estimated proceeds from the sale of preferred stock and issue the minimum number of warrants under the Capital Purchase Program,

12

United Bankshares, Inc.

Pro Forma Consolidated Balance Sheet Data and Capital Ratios
(In Thousands)

	As of September 30, 2008
	(unaudited)
				Minimum (1%)			Maximum (3%)
	Actual			As Adjusted (l)			As Adjusted (2)
Cash and cash equivalents	$	224,478		$	224,478		$	224,478
Investments		1,377,677			1,443,437	(3)		1,574,956	(3)
Loans, net of unearned income		5,911,618			5,911,618			5,911,618
Allowance for loan losses		57,556			57,556			57,556
Total assets		8,095,553			8,161,313			8,292,832
Deposits		5,504,471			5,504,471			5,504,471
Borrowings		1,747,097			1,747,097			1,747,097
Shareholders’ equity	$	773,109		$	838,869	(4)	$	970,388	(4)
Tier 1 capital	$	654,745		$	720,505		$	852,024
Risk based capital		722,933			788,693			920,212
Risk weighted assets		6,575,990			6,589,142	(3)		6,615,446	(3)
Average assets (QTR less intangibles)	$	7,733,047		$	7,798,807		$	7,930,326
Tier 1 capital ratio		9.96	%		10.93	%		12.88	%
Risk based capital ratio		10.99	%		11.97	%		13.91	%
Leverage ratio		8.47	%		9.24	%		10.74	%

(1)	Assumes the estimated minimum net proceeds from the issuance of preferred stock under the Capital Purchase Program ($65,76059,000).
(2)	Assumes the estimated maximum net proceeds from the issuance of preferred stock under the Capital Purchase Program ($197,279,000).
(3)	Assumes proceeds of the preferred stock issuance are invested in GSE securities.
(4)	The minimum and maximum proceeds ($65,760,000 and $197,279,000. respectively) from the sale of preferred shares represent the increase in shareholders’ equity. The proceeds would be allocated between preferred stock and warrants based on their relative values on the issue date. The fair value of the warrants would be determined using the Black-Scholes model which includes assumptions regarding our common stock price, dividend yield, and stock price volatility as well as assumptions regarding the risk-free interest rate. Under the minimum and maximum proceeds assumptions, the relative fair value of the warrants was estimated to be $3,936,000 and $11,809,000. respectively. The preferred stock would be valued by discounting the future cash flows by a prevailing market rate that a similar security would receive at issuance (currently estimated at 10%). Under the minimum and maximum proceeds assumptions, the relative fair value of the preferred stock was estimated to be $61.824.000 and S185.470.000. respectively. A discount equal to the relative fair value of the warrants would be recognized on the issuance of the preferred stock. The discount would be accreted back to the par value of the preferred stock on a constant effective yield method (approximately 7%) over a five year term, which is the expected life of the preferred stock upon issuance.

[BALANCE OF THIS PAGE INTENTIONALLY LEFT BLANK]

13

United Bankshares, Inc.

Pro Forma Condensed and Consolidated Statements of Income

Pro Forma Impact of Minimum and Maximum Estimated Proceeds and Warrants
(In Thousands, except per share data)

	Nine Months Ended September 30, 2008
	(unaudited)
			Minimum (1%)			Maximum (3%)
	Actual		As Adjusted (l)			As Adjusted (2)
Interest income	$	326,725	$	329,191	(3)	$	334,123	(3)
Interest expense		137,158		137,158			137,158
Net interest income		189,567		192,033			196,965
Provision for credit losses		12,948		12,948			12,948
Net interest income after provision for credit losses		176,619		179,085			184,017
Noninterest income		48,123		48,123			48,123
Noninterest expense		124,473		124,473			124,473
Income before income taxes		100,269		102,735			107,667
Income taxes		29,834		30,568	(4)		32,035	(4)
Net income	$	70,435	$	72,167		$	75,632
Effective dividend on preferred stock		—		2,985	(5)		9,056	(5)
Net income available to common shareholders	$	70,435	$	69,182		$	66,576
Earnings per share:
Basic		1.63		1.60			1.54
Diluted		1.62		1.59			1.53
Average outstanding shares:
Basic		43,262,926		43,262,926			43,262,926
Diluted		43,418,755		43,418,755	(6)		43,418,755	(6)

(1)	Assumes the estimated minimum net proceeds from the issuance of preferred stock under the Capital Purchase Program ($65,759760,000), as well as the estimated minimum number of warrants issued (330,000).
(2)	Assumes the estimated maximum net proceeds from the issuance of preferred stock under the Capital Purchase Program ($197,279,000), as well as the estimated maximum number of warrants issued (992989,000).
(3)	Assumes proceeds of the preferred stock issuance are invested in GSE securities with a before-tax yield of 5%.
(4)	Includes additional income tax expense attributable to the interest income from the investment of the proceeds.
(5)	Includes dividends paid at 5% on the preferred stock and accretion of the discount recorded at issuance.
(6)	Includes the increase in diluted shares outstanding, if any, of the warrants issued to the Treasury.

[BALANCE OF THIS PAGE INTENTIONALLY LEFT BLANK]

15

United Bankshares, Inc.

Pro Forma Condensed and Consolidated Statements of Income

Pro Forma Impact of Minimum and Maximum Estimated Proceeds and Warrants
(In Thousands, except per share data)

	Year Ended December 31, 2007
			Minimum (1%)			Maximum (3%)
			As Adjusted (l)			As Adjusted (2)
	Actual		(unaudited)			(unaudited)
Interest income	$	438,729	$	442,017	(3)	$	448,593	(3)
Interest expense		213,310		213,310			213,310
Net interest income		225,419		228,707			235,283
Provision for credit losses		5,330		5,330			5,330
Net interest income after provision for credit losses		220,089		223,377			229,953
Noninterest income		57,749		57,749			57,749
Noninterest expense		147,929		147,929			147,929
Income before income taxes		129,909		133,197			139,773
Income taxes		39,235		40,228	(4)		42,214	(4)
Net income	$	90,674	$	92,969		$	97,559
Effective dividend on preferred stock		—		4,025	(5)		11,941	(5)
Net income available to common shareholders	$	90,674	$	88,944		$	85,618
Earnings per share:
Basic		2.16		2.12			2.04
Diluted		2.15		2.11			2.02
Average outstanding shares:
Basic		41,901,422		41,901,422			41,901,422
Diluted		42,222,899		42,251,432	(6)		42,308,496	(6)

(1)	Assumes the estimated minimum net proceeds from the issuance of preferred stock under the Capital Purchase Program ($65,759 760,000), as well as the estimated minimum number of warrants issued (330,000).
(2)	Assumes the estimated maximum net proceeds from the issuance of preferred stock under the Capital Purchase Program ($197,279,000), as well as the estimated maximum number of warrants issued (992989,000).
(3)	Assumes proceeds of the preferred stock issuance are invested in GSE securities with a before-tax yield of 5%.
(4)	Includes additional income tax expense attributable to the interest income from the investment of the proceeds.
(5)	Includes dividends paid at 5% on the preferred stock and accretion of the discount recorded at issuance.
(6)	Includes the increase in diluted shares outstanding, if any, of the warrants issued to the Treasury.

16