UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D. C. 20549

                                 --------------


                                    FORM 8-K


                        PURSUANT TO SECTION 13 or 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                                 --------------


                                 May 4, 2001
                Date of Report (Date of earliest event reported)



                               CENIT BANCORP, INC.
                              --------------------
             (Exact name of registrant as specified in its charter)



          Delaware                       0-20378                  54-1592546
-------------------------------         ---------           --------------------
(State or other jurisdiction of  (Commission File Number)     (I.R.S. Employer
 incorporation or organization)                           Identification Number)


300 E. Main Street, Suite 1350
      Norfolk, Virginia                                      23510
-------------------------------                              -----
(Address of principal executive office)                    (Zip code)


    Registrant's telephone number, including area code:     (757) 446-6600



Item 5 - Other Events

     On May 4, 2001, the Registrant entered into an Agreement and Plan of Merger
with SouthTrust of Alabama,  Inc. and SouthTrust  Corporation.  The Agreement is
attached  as  EXHIBIT  99.1.  The  parties  also  entered  into a  Stock  Option
Agreement, which is attached as Exhibit 99.2.

Item 7 - Financial statements and exhibits.

     The exhibits  listed in the Exhibit Index is filed herewith as part of this
Current Report on Form 8-K.


                                   SIGNATURES

     Pursuant to the  requirements  of the  Securities and Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                        CENIT Bancorp, Inc.


Date:   May 10, 2001                     /S/ Michael S. Ives
                                        -------------------------------------
                                        Michael S. Ives
                                        President and Chief Executive Officer



Date:   May 10, 2001                     /S/ John O. Guthrie
                                        -------------------------------------
                                        John O. Guthrie
                                        Senior Vice President and
                                        Chief Financial Officer

                                      -1-
<PAGE>

EXHIBIT INDEX

EXHIBIT         DESCRIPTION OF EXHIBIT
-------         ----------------------

99.1            Agreement and Plan of Merger dated May 4, 2001 between
                SouthTrust of Alabama, Inc., CENIT Bancorp, Inc. and SouthTrust
                Corporation
99.2            Stock Option Agreement dated May 4, 2001 between CENIT Bancorp,
                Inc. and SouthTrust Corporation
                                       -2-
[{"type": "8-K", "sequence": "1", "filename": "c8k-may4.txt", "description": "FORM 8-K DATED MAY 4, 2001", "secsgml_size_bytes": 3189}]
{"company-data": {"conformed-name": "CENIT BANCORP INC", "cik": "0000877834", "assigned-sic": "6035", "irs-number": "541592546", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-20378", "film-number": "1628186"}, "business-address": {"street1": "300 E MAIN STREET SUITE 1350", "city": "NORFOLK", "state": "VA", "zip": "23510", "phone": "7574466600"}, "mail-address": {"street1": "300 E MAIN STREET SUITE 1350", "city": "NORFOLK", "state": "VA", "zip": "7574466600"}}
UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D. C. 20549

                                 --------------

                                    FORM 8-K

                        PURSUANT TO SECTION 13 or 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                                 --------------

                                 May 4, 2001
                Date of Report (Date of earliest event reported)

                               CENIT BANCORP, INC.
                              --------------------
             (Exact name of registrant as specified in its charter)

          Delaware                       0-20378                  54-1592546
-------------------------------         ---------           --------------------
(State or other jurisdiction of  (Commission File Number)     (I.R.S. Employer
 incorporation or organization)                           Identification Number)

300 E. Main Street, Suite 1350
      Norfolk, Virginia                                      23510
-------------------------------                              -----
(Address of principal executive office)                    (Zip code)

    Registrant's telephone number, including area code:     (757) 446-6600

Item 5 - Other Events

     On May 4, 2001, the Registrant entered into an Agreement and Plan of Merger
with SouthTrust of Alabama,  Inc. and SouthTrust  Corporation.  The Agreement is
attached  as  EXHIBIT  99.1.  The  parties  also  entered  into a  Stock  Option
Agreement, which is attached as Exhibit 99.2.

Item 7 - Financial statements and exhibits.

     The exhibits  listed in the Exhibit Index is filed herewith as part of this
Current Report on Form 8-K.

                                   SIGNATURES

     Pursuant to the  requirements  of the  Securities and Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                        CENIT Bancorp, Inc.

Date:   May 10, 2001                     /S/ Michael S. Ives
                                        -------------------------------------
                                        Michael S. Ives
                                        President and Chief Executive Officer

Date:   May 10, 2001                     /S/ John O. Guthrie
                                        -------------------------------------
                                        John O. Guthrie
                                        Senior Vice President and
                                        Chief Financial Officer

                                      -1-
EXHIBIT INDEX

EXHIBIT         DESCRIPTION OF EXHIBIT
-------         ----------------------

99.1            Agreement and Plan of Merger dated May 4, 2001 between
                SouthTrust of Alabama, Inc., CENIT Bancorp, Inc. and SouthTrust
                Corporation
99.2            Stock Option Agreement dated May 4, 2001 between CENIT Bancorp,
                Inc. and SouthTrust Corporation
                                       -2-