As filed with the Securities and Exchange Commission on November 27, 1996.
--------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933


   Incorporated              PROVIDENT BANCORP, INC.            I.R.S. Employer
  Under the Laws             One East Fourth Street           Identification No.
   of Ohio                   CINCINNATI, OHIO  45202               31-0982792


                           1996 NON-EXECUTIVE OFFICER
                                STOCK OPTION PLAN


                               Mark E. Magee, Esq.
                             Provident Bancorp, Inc.
                             One East Fourth Street
                             Cincinnati, Ohio 45202
                                 (513) 579-2861
                         (Agent for Service of Process)

                         CALCULATION OF REGISTRATION FEE


                                    Proposed       Proposed
                                     Maximum        Maximum
    Title of          Amount        Offering       Aggregate         Amount of
   Securities          To Be          Price        Offering        Registration
To Be Registered    Registered      Per Share        Price              Fee
----------------    ----------      ---------      ---------       -------------

  Common Stock,       300,000      $48.9375(2)  $14,681,250.00(2)    $4,449(3)
  No par value       Shares(1)


(1)      This Registration  Statement is filed for up to 300,000 shares issuable
         upon the exercise of options granted pursuant to the 1996 Non-Executive
         Officer Stock Option Plan.

(2)      Estimated solely for purposes of calculating registration fees.

(3)      Registration  fee has been calculated  pursuant to Rule 457(h) based on
         the  average of the high and low prices of the Common  Stock  quoted on
         the Nasdaq Stock Market on November 25, 1996 of $48.9375 per share.



<PAGE>


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference

         The following documents filed by Provident Bancorp, Inc.(the "Company")
with the Securities and Exchange Commission are incorporated herein by reference
and made a part hereof:


     1.   The  Company's  Annual  Report on Form 10-K for the Fiscal  Year ended
          December 31, 1995.

     2.   The Company's  Quarterly  Reports on Form 10-Q for the quarters  ended
          March 31, June 30, and September 30, 1996.

     3.   The Company's  Current Reports on  Form 8-K dated  September 19, 1996,
          September 26, 1996 and October 3, 1996.

     4.   The  description  of  the  Company's  Common  Stock  contained  in the
          Registration  Statement on Form 10 filed on  September  10, 1980 under
          the Securities Exchange Act of 1934.

         All  reports  and other  documents  filed by the  Company  pursuant  to
Sections  13(a),  13(c),  14 and 15(d) of the  Securities  Exchange Act of 1934,
prior to the  filing of a  post-effective  amendment  which  indicates  that all
Common Stock  offered has been sold or which  deregisters  all Common Stock then
remaining  unsold,  shall be  deemed to be  incorporated  by  reference  in this
Registration  Statement  and to be a part  hereof  from the date of filing  such
documents.


Item 4.  Description of Securities

         Not Applicable.


Item 5.  Interests of Named Experts and Counsel

         The legality of the Common Stock offered hereby will be passed upon for
the Company by  Keating,  Muething & Klekamp,  1800  Provident  Tower,  One East
Fourth Street, Cincinnati,  Ohio 45202. Attorneys of Keating, Muething & Klekamp
own 86,805 shares of the Company's Common Stock.




<PAGE>


Item 6.  Indemnification of Directors and Officers

         Ohio Revised Code, Section  1701.13(E),  allows  indemnification by the
Registrant  to  any  person  made  or  threatened  to be  made  a  party  to any
proceedings,  other than a proceeding by or in the right of the  Registrant,  by
reason of the fact that he is or was a director,  officer,  employee or agent of
the Registrant,  against expenses,  including judgment and fines, if he acted in
good faith and in a manner  reasonably  believed  to be in or not opposed to the
best interests of the Registrant and, with respect to criminal actions, in which
he had no  reasonable  cause to believe that his conduct was  unlawful.  Similar
provisions apply to actions brought by or in the right of the Registrant, except
that no indemnifica  tion shall be made in such cases when the person shall have
been  adjudged  to be liable for  negligence  or  misconduct  to the Regis trant
unless  deemed  otherwise  by the  court.  Indemnification  is to be  made  by a
majority vote of a quorum of  disinterested  directors or the written opinion of
independent  counsel or by the sharehold ers or by the court.  The  Registrant's
Code of Regulations extends such indemnification.


Item 7.  Exemption from Registration Claimed

         Not Applicable.


Item 8.  Exhibits*


     Exhibit 4     Provident Bancorp 1996 Non-Executive Officer Stock Option 
                   Plan

     Exhibit 5     Opinion of Keating, Muething & Klekamp, P.L.L.

     Exhibit 23.1  Consent of Ernst & Young, L.L.P.

     Exhibit 23.2  Consent of Keating, Muething & Klekamp,  P.L.L. (contained in
                   Exhibit 5)

     Exhibit 24    Power of Attorney (contained in the signature page)


Item 9.   Undertakings

         9.1   The undersigned Registrant  hereby  undertakes to file during any
period in which  offers or sales are being made, a  post-effective  amendment to
this  Registration  Statement:(i) to include any prospectus  required by Section
10(a)(3) of the Securities Act

--------
         *All Exhibits filed herewith.


<PAGE>

of 1933; (ii) to reflect in the prospectus any facts or events arising after the
effective date of this Registration Statement (or the most recent post-effective
amendment  thereof)  which,  individu  ally  or in the  aggregate,  represent  a
fundamental change in the information set forth in this Registration  Statement.
Notwith standing the foregoing, any increase or decrease in volume of securities
offered (if the total dollar value of  securities  offered would not exceed that
which  was  registered)  and any  deviation  from  the  low or  high  end of the
estimated  maximum  offering  range may be reflected  in the form of  prospectus
filed with the  Commission  pursuant  to Rule 424(b) if, in the  aggregate,  the
changes in volume and price  represent  no more than a 20% change in the maximum
aggregate  offering  price set forth in the  "Calculation  of Registra tion Fee"
table in the  effective  registration  statement;  (iii) to include any material
information with respect to the plan of distribution not previously disclosed in
the  Registration  Statement or any material  change to such  information in the
Registration Statement;  provided, however, that (i) and (ii) above do not apply
if the  information  required to be included in a  post-effective  amendment  by
those paragraphs is contained in periodic reports filed with or furnished to the
Commission  by the  registrant  pursuant  to Section 13 or Section  15(d) of the
Securities  Exchange  Act of 1934  that are  incorporated  by  reference  in the
registration statement.

         9.2  The  undersigned  Registration  hereby  undertakes  that,  for the
purpose of determining any liability under the Securities Act of 1933, each such
post-effective  amendment  shall be  deemed to be a new  registration  statement
relating to the securities offered therein,  and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

         9.3 The  undersigned  Registration  hereby  undertakes  to remove  from
registration by means of a post-effective  amendment any of the securities being
registered which remain unsold at the termination of the offering.

         9.4 The undersigned  registrant hereby undertakes that, for purposes of
determining  any liability  under the Securities Act of 1933, each filing of the
registrant's  annual  report  pursuant to section  13(a) or section 15(d) of the
Securities  Exchange  Act of 1934  (and,  where  applicable,  each  filing of an
employee  benefit  plan's  annual  report  pursuant  to  section  15(d)  of  the
Securities  Exchange  Act of 1934)  that is  incorporated  by  reference  in the
registration  statement  shall  be  deemed  to be a new  registration  statement
relating to the securities offered therein,  and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

     9.5 Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to directors, officers


<PAGE>

and controlling persons of the Registrant pursuant to the foregoing  provisions,
or  otherwise,  the  Registrant  has been  advised  that in the  opinion  of the
Securities and Exchange Commission such indemnification is against public policy
as expressed in the Act and is,  therefore,  unenforceable.  In the event that a
claim for  indemnification  against such liabilities  (other than the payment by
the  Registrant  of  expenses  incurred  or  paid  by  a  director,  officer  or
controlling  person of the Registrant in the  successful  defense of any action,
suit or proceeding) is asserted by such director,  officer or controlling person
in connection with the securities being registered,  the Registrant will, unless
in the  opinion  of its  counsel  the matter  has been  settled  by  controlling
precedent,  submit to a court of appropriate  jurisdiction  the question whether
such  indemnification by it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.


<PAGE>

                                   SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in Cincin nati, Ohio, on November 26,1996.

                                      PROVIDENT BANCORP, INC.



                                      By: /s/Allen L. Davis
                                          ----------------------------
                                            Allen L. Davis
                                            Chief Executive Officer

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the dates indicated. Each person whose signature appears below
marked with an asterisk hereby  authorizes  Allen L. Davis or Philip R. Myers or
John R. Farrenkopf as attorney-in-fact to sign on his behalf individually and in
each  capacity  indicated  below,  any  amendments,   including   post-effective
amendments, to this Registration Statement.


Signature                        Capacity                     Date
---------                        --------                     ----
                               
                               
*/s/Allen L. Davis             
----------------------           Chief Executive              November 26, 1996
Allen L. Davis                   Officer and Director
                                 (Principal Executive
                                 Officer)
                               
*/s/John R. Farrenkopf           Vice President and           November 26, 1996
----------------------           Chief Financial
John R. Farrenkopf               Officer (Principal
                                 Financial Officer
                                 and Principal Ac
                                 counting Officer)
                               
*/s/Jack M. Cook                 Director                     November 26, 1996
----------------------                                  
Jack M. Cook                   
                               
                               
*/s/Thomas D.Grote,Jr.           Director                     November 26, 1996
----------------------         
Thomas D. Grote, Jr.           
                               
                               
*/s/Philip R. Myers              Senior Vice President        November 26, 1996
-----------------------          and Director
Philip R. Myers                   
                               
                               
                               
<PAGE>                         
                               
                               
                               
                               
                               
*/s/Joseph A. Pedoto              Director                    November 26, 1996
------------------------       
Joseph A. Pedoto                                        
                               
*/s/Sidney A. Peerless             Director                   November 26, 1996
-----------------------        
Sidney A. Peerless             
                               
*/s/Joseph A. Steger               Director                   November 26, 1996
------------------------       
Joseph A. Steger
[{"type": "S-8", "sequence": "1", "description": "BANCORP S-8", "secsgml_size_bytes": 13846}]
{"company-data": {"conformed-name": "PROVIDENT BANCORP INC", "cik": "0000316770", "assigned-sic": "6022", "irs-number": "310982792", "state-of-incorporation": "OH", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-16983", "film-number": "96673722"}, "business-address": {"street1": "ONE E FOURTH ST", "city": "CINCINNATI", "state": "OH", "zip": "45202", "phone": "5135792000"}}
As filed with the Securities and Exchange Commission on November 27, 1996.
--------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

   Incorporated              PROVIDENT BANCORP, INC.            I.R.S. Employer
  Under the Laws             One East Fourth Street           Identification No.
   of Ohio                   CINCINNATI, OHIO  45202               31-0982792

                           1996 NON-EXECUTIVE OFFICER
                                STOCK OPTION PLAN

                               Mark E. Magee, Esq.
                             Provident Bancorp, Inc.
                             One East Fourth Street
                             Cincinnati, Ohio 45202
                                 (513) 579-2861
                         (Agent for Service of Process)

                         CALCULATION OF REGISTRATION FEE

                                    Proposed       Proposed
                                     Maximum        Maximum
    Title of          Amount        Offering       Aggregate         Amount of
   Securities          To Be          Price        Offering        Registration
To Be Registered    Registered      Per Share        Price              Fee
----------------    ----------      ---------      ---------       -------------

  Common Stock,       300,000      $48.9375(2)  $14,681,250.00(2)    $4,449(3)
  No par value       Shares(1)

(1)      This Registration  Statement is filed for up to 300,000 shares issuable
         upon the exercise of options granted pursuant to the 1996 Non-Executive
         Officer Stock Option Plan.

(2)      Estimated solely for purposes of calculating registration fees.

(3)      Registration  fee has been calculated  pursuant to Rule 457(h) based on
         the  average of the high and low prices of the Common  Stock  quoted on
         the Nasdaq Stock Market on November 25, 1996 of $48.9375 per share.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference

         The following documents filed by Provident Bancorp, Inc.(the "Company")
with the Securities and Exchange Commission are incorporated herein by reference
and made a part hereof:

     1.   The  Company's  Annual  Report on Form 10-K for the Fiscal  Year ended
          December 31, 1995.

     2.   The Company's  Quarterly  Reports on Form 10-Q for the quarters  ended
          March 31, June 30, and September 30, 1996.

     3.   The Company's  Current Reports on  Form 8-K dated  September 19, 1996,
          September 26, 1996 and October 3, 1996.

     4.   The  description  of  the  Company's  Common  Stock  contained  in the
          Registration  Statement on Form 10 filed on  September  10, 1980 under
          the Securities Exchange Act of 1934.

         All  reports  and other  documents  filed by the  Company  pursuant  to
Sections  13(a),  13(c),  14 and 15(d) of the  Securities  Exchange Act of 1934,
prior to the  filing of a  post-effective  amendment  which  indicates  that all
Common Stock  offered has been sold or which  deregisters  all Common Stock then
remaining  unsold,  shall be  deemed to be  incorporated  by  reference  in this
Registration  Statement  and to be a part  hereof  from the date of filing  such
documents.

Item 4.  Description of Securities

         Not Applicable.

Item 5.  Interests of Named Experts and Counsel

         The legality of the Common Stock offered hereby will be passed upon for
the Company by  Keating,  Muething & Klekamp,  1800  Provident  Tower,  One East
Fourth Street, Cincinnati,  Ohio 45202. Attorneys of Keating, Muething & Klekamp
own 86,805 shares of the Company's Common Stock.
Item 6.  Indemnification of Directors and Officers

         Ohio Revised Code, Section  1701.13(E),  allows  indemnification by the
Registrant  to  any  person  made  or  threatened  to be  made  a  party  to any
proceedings,  other than a proceeding by or in the right of the  Registrant,  by
reason of the fact that he is or was a director,  officer,  employee or agent of
the Registrant,  against expenses,  including judgment and fines, if he acted in
good faith and in a manner  reasonably  believed  to be in or not opposed to the
best interests of the Registrant and, with respect to criminal actions, in which
he had no  reasonable  cause to believe that his conduct was  unlawful.  Similar
provisions apply to actions brought by or in the right of the Registrant, except
that no indemnifica  tion shall be made in such cases when the person shall have
been  adjudged  to be liable for  negligence  or  misconduct  to the Regis trant
unless  deemed  otherwise  by the  court.  Indemnification  is to be  made  by a
majority vote of a quorum of  disinterested  directors or the written opinion of
independent  counsel or by the sharehold ers or by the court.  The  Registrant's
Code of Regulations extends such indemnification.

Item 7.  Exemption from Registration Claimed

         Not Applicable.

Item 8.  Exhibits*

     Exhibit 4     Provident Bancorp 1996 Non-Executive Officer Stock Option 
                   Plan

     Exhibit 5     Opinion of Keating, Muething & Klekamp, P.L.L.

     Exhibit 23.1  Consent of Ernst & Young, L.L.P.

     Exhibit 23.2  Consent of Keating, Muething & Klekamp,  P.L.L. (contained in
                   Exhibit 5)

     Exhibit 24    Power of Attorney (contained in the signature page)

Item 9.   Undertakings

         9.1   The undersigned Registrant  hereby  undertakes to file during any
period in which  offers or sales are being made, a  post-effective  amendment to
this  Registration  Statement:(i) to include any prospectus  required by Section
10(a)(3) of the Securities Act

--------
         *All Exhibits filed herewith.
of 1933; (ii) to reflect in the prospectus any facts or events arising after the
effective date of this Registration Statement (or the most recent post-effective
amendment  thereof)  which,  individu  ally  or in the  aggregate,  represent  a
fundamental change in the information set forth in this Registration  Statement.
Notwith standing the foregoing, any increase or decrease in volume of securities
offered (if the total dollar value of  securities  offered would not exceed that
which  was  registered)  and any  deviation  from  the  low or  high  end of the
estimated  maximum  offering  range may be reflected  in the form of  prospectus
filed with the  Commission  pursuant  to Rule 424(b) if, in the  aggregate,  the
changes in volume and price  represent  no more than a 20% change in the maximum
aggregate  offering  price set forth in the  "Calculation  of Registra tion Fee"
table in the  effective  registration  statement;  (iii) to include any material
information with respect to the plan of distribution not previously disclosed in
the  Registration  Statement or any material  change to such  information in the
Registration Statement;  provided, however, that (i) and (ii) above do not apply
if the  information  required to be included in a  post-effective  amendment  by
those paragraphs is contained in periodic reports filed with or furnished to the
Commission  by the  registrant  pursuant  to Section 13 or Section  15(d) of the
Securities  Exchange  Act of 1934  that are  incorporated  by  reference  in the
registration statement.

         9.2  The  undersigned  Registration  hereby  undertakes  that,  for the
purpose of determining any liability under the Securities Act of 1933, each such
post-effective  amendment  shall be  deemed to be a new  registration  statement
relating to the securities offered therein,  and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

         9.3 The  undersigned  Registration  hereby  undertakes  to remove  from
registration by means of a post-effective  amendment any of the securities being
registered which remain unsold at the termination of the offering.

         9.4 The undersigned  registrant hereby undertakes that, for purposes of
determining  any liability  under the Securities Act of 1933, each filing of the
registrant's  annual  report  pursuant to section  13(a) or section 15(d) of the
Securities  Exchange  Act of 1934  (and,  where  applicable,  each  filing of an
employee  benefit  plan's  annual  report  pursuant  to  section  15(d)  of  the
Securities  Exchange  Act of 1934)  that is  incorporated  by  reference  in the
registration  statement  shall  be  deemed  to be a new  registration  statement
relating to the securities offered therein,  and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

     9.5 Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to directors, officers
and controlling persons of the Registrant pursuant to the foregoing  provisions,
or  otherwise,  the  Registrant  has been  advised  that in the  opinion  of the
Securities and Exchange Commission such indemnification is against public policy
as expressed in the Act and is,  therefore,  unenforceable.  In the event that a
claim for  indemnification  against such liabilities  (other than the payment by
the  Registrant  of  expenses  incurred  or  paid  by  a  director,  officer  or
controlling  person of the Registrant in the  successful  defense of any action,
suit or proceeding) is asserted by such director,  officer or controlling person
in connection with the securities being registered,  the Registrant will, unless
in the  opinion  of its  counsel  the matter  has been  settled  by  controlling
precedent,  submit to a court of appropriate  jurisdiction  the question whether
such  indemnification by it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.
SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in Cincin nati, Ohio, on November 26,1996.

                                      PROVIDENT BANCORP, INC.

                                      By: /s/Allen L. Davis
                                          ----------------------------
                                            Allen L. Davis
                                            Chief Executive Officer

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the dates indicated. Each person whose signature appears below
marked with an asterisk hereby  authorizes  Allen L. Davis or Philip R. Myers or
John R. Farrenkopf as attorney-in-fact to sign on his behalf individually and in
each  capacity  indicated  below,  any  amendments,   including   post-effective
amendments, to this Registration Statement.

Signature                        Capacity                     Date
---------                        --------                     ----
                               
                               
*/s/Allen L. Davis             
----------------------           Chief Executive              November 26, 1996
Allen L. Davis                   Officer and Director
                                 (Principal Executive
                                 Officer)
                               
*/s/John R. Farrenkopf           Vice President and           November 26, 1996
----------------------           Chief Financial
John R. Farrenkopf               Officer (Principal
                                 Financial Officer
                                 and Principal Ac
                                 counting Officer)
                               
*/s/Jack M. Cook                 Director                     November 26, 1996
----------------------                                  
Jack M. Cook                   
                               
                               
*/s/Thomas D.Grote,Jr.           Director                     November 26, 1996
----------------------         
Thomas D. Grote, Jr.           
                               
                               
*/s/Philip R. Myers              Senior Vice President        November 26, 1996
-----------------------          and Director
Philip R. Myers
*/s/Joseph A. Pedoto              Director                    November 26, 1996
------------------------       
Joseph A. Pedoto                                        
                               
*/s/Sidney A. Peerless             Director                   November 26, 1996
-----------------------        
Sidney A. Peerless             
                               
*/s/Joseph A. Steger               Director                   November 26, 1996
------------------------       
Joseph A. Steger