SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549


                                  FORM 8-K


                        C U R R E N T   R E P O R T

                   Pursuant to Section 13 or 15(d) of the
                      Securities Exchange Act of 1934


                               March 10, 1997 
                             -----------------
               Date of Report (Date Of Earliest Event Reported)


                    FIRST CITIZENS FINANCIAL CORPORATION
                   --------------------------------------
           (Exact Name Of Registrant As Specified In Its Charter)

                                  Delaware              
                   -------------------------------------
               (State Or Other Jurisdiction Of Incorporation)

             0-17912                         52-1638667           
     ------------------------      --------------------------------
     (Commission File Number)      (IRS Employer Identification No.)

                             22 Firstfield Road
                       Gaithersburg, Maryland  20878         
              -----------------------------------------------
            (Address Of Principal Executive Offices) (Zip Code)

                             (301) 527-2400                     
              ------------------------------------------------
            (Registrant's Telephone Number, including Area Code)

                               NOT APPLICABLE                     
              ------------------------------------------------
       (Former Name Or Former Address, If Changed Since Last Report)


          ITEM 5.  OTHER EVENTS.

                    On March 10, 1997, First Citizens Financial
          Corporation, a Delaware corporation (the "Company"), and
          Provident Bankshares Corporation, a Maryland corporation
          ("Provident"), entered into an Agreement and Plan of
          Merger (the "Merger Agreement"), pursuant to which the
          Company will merge with and into Provident (the
          "Merger").  The Merger is expected to qualify as a tax-
          free reorganization for federal income tax purposes and
          to be accounted for as a pooling of interests.  The
          Merger Agreement also provides that immediately following
          the Merger, Citizens Savings Bank, F.S.B. ("Citizens
          Bank"), a federally chartered savings bank and a wholly
          owned subsidiary of the Company, will be merged (the
          "Bank Merger") with and into Provident Bank of Maryland
          ("Provident Bank"), a Maryland-chartered commercial bank
          and a wholly owned subsidiary of Provident, pursuant to a
          Subsidiary Agreement and Plan of Merger to be entered
          into between Citizens Bank and Provident Bank.  

                    Pursuant to the Merger Agreement, each share of
          common stock, par value $0.01 per share ("Company Common
          Stock"), of the Company outstanding on the effective date
          of the Merger will (subject to certain exceptions) be
          converted into the right to receive .73 shares of common
          stock, par value $1.00 per share, of Provident
          ("Provident Common Stock"), together with the
          corresponding number of rights attached thereto.  No
          fractional shares of Provident Common Stock will be
          issued in the Merger, and holders of Company Common Stock
          who otherwise would be entitled to receive a fractional
          share of Provident Common Stock will receive a cash
          payment in lieu thereof.  In addition, if the average
          closing price of Provident Common Stock for the ten
          trading days immediately preceding receipt of the last
          regulatory approval for the Merger (determined without
          regard to any related waiting periods) is below $35.625,
          the Company may terminate the Merger Agreement unless
          Provident increases the exchange ratio in the Merger such
          that the value of Provident Common Stock (based on such
          average closing price) to be received in the Merger is
          not less than $26.006 per share of Company Common Stock.

                    Consummation of the Merger is subject to a
          number of conditions, including, but not limited to, the
          approval of the Merger Agreement and the Merger by the
          requisite vote of the stockholders of each of the Company
          and Provident and the receipt of all required regulatory
          approvals.

                    At the effective time of the Merger, Provident
          will cause its board of directors and the board of
          directors of Provident Bank to be expanded by two
          directorships, and Herbert Jorgensen, Chairman and CEO of
          the Company, and Enos Fry, President of the Company, will
          be appointed directors of Provident and Provident Bank. 
          Mr. Fry will also serve as a Group Manager of Provident
          pursuant to an employment agreement to be entered into
          with Provident upon consummation of the Merger, and Mr.
          Jorgensen will be retained by Provident in a consulting
          role following the Merger.  

                    As a condition to the execution and delivery by
          Provident of the Merger Agreement, the Company and
          Provident entered into a Stock Option Agreement, dated as
          of March 10, 1997 (the "Option Agreement"), pursuant to
          which the Company granted Provident an irrevocable option
          (the "Option") to purchase up to 291,388 shares (subject
          to adjustment as set forth therein) of Company Common
          Stock at a purchase price of $23.00 per share.  The
          Option will become exercisable only upon the occurrence
          of certain events described therein, none of which has
          occurred as of the date hereof.  In addition, the Company
          has agreed to pay a termination fee of $1.7 million to
          Provident following termination of the Merger Agreement
          under certain circumstances.

                    The Merger Agreement and the Option Agreement
          are attached hereto as exhibits and are incorporated
          herein by reference.  The foregoing summaries of the
          Merger Agreement and the Option Agreement do not purport
          to be complete and are qualified in their entirety by
          reference to such exhibits.


          ITEM 7.  FINANCIAL STATEMENT AND EXHIBITS.

          (c)  Exhibits

                  2.1         Agreement and Plan of Merger, dated
                              as of March 10, 1997, by and between
                              First Citizens Financial Corporation
                              and Provident Bankshares Corporation

                  2.2         Stock Option Agreement, dated as of
                              March 10, 1997, by and between First
                              Citizens Financial Corporation and
                              Provident Bankshares Corporation



                                  SIGNATURE

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

          Dated:  March 10, 1997

                                   FIRST CITIZENS FINANCIAL
                                   CORPORATION

                                   By:  /s/  Enos K. Fry
                                       --------------------------
                                   Name:     Enos K. Fry
                                   Title:    Vice Chairman and
                                             President



                                EXHIBIT INDEX

          Exhibit
          Number              Description
          -------             -----------
            2.1               Agreement and Plan of Merger, dated
                              as of March 10, 1997, by and between
                              First Citizens Financial Corporation
                              and Provident Bankshares Corporation

            2.2               Stock Option Agreement, dated as of
                              March 10, 1997, by and between First
                              Citizens Financial Corporation and
                              Provident Bankshares Corporation
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{"company-data": {"conformed-name": "FIRST CITIZENS FINANCIAL CORP", "cik": "0000846869", "assigned-sic": "6035", "irs-number": "521638667", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-17912", "film-number": "97556999"}, "business-address": {"street1": "22 FIRSTFIELD RD", "city": "GAITHERSBURG", "state": "MD", "zip": "20878", "phone": "3015272400"}, "mail-address": {"street1": "22 FIRST CITIZENS FINANCIAL CORP", "city": "GAITHERSBURG", "state": "MD", "zip": "20878"}}
SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                                  FORM 8-K

                        C U R R E N T   R E P O R T

                   Pursuant to Section 13 or 15(d) of the
                      Securities Exchange Act of 1934

                               March 10, 1997 
                             -----------------
               Date of Report (Date Of Earliest Event Reported)

                    FIRST CITIZENS FINANCIAL CORPORATION
                   --------------------------------------
           (Exact Name Of Registrant As Specified In Its Charter)

                                  Delaware              
                   -------------------------------------
               (State Or Other Jurisdiction Of Incorporation)

             0-17912                         52-1638667           
     ------------------------      --------------------------------
     (Commission File Number)      (IRS Employer Identification No.)

                             22 Firstfield Road
                       Gaithersburg, Maryland  20878         
              -----------------------------------------------
            (Address Of Principal Executive Offices) (Zip Code)

                             (301) 527-2400                     
              ------------------------------------------------
            (Registrant's Telephone Number, including Area Code)

                               NOT APPLICABLE                     
              ------------------------------------------------
       (Former Name Or Former Address, If Changed Since Last Report)

          ITEM 5.  OTHER EVENTS.

                    On March 10, 1997, First Citizens Financial
          Corporation, a Delaware corporation (the "Company"), and
          Provident Bankshares Corporation, a Maryland corporation
          ("Provident"), entered into an Agreement and Plan of
          Merger (the "Merger Agreement"), pursuant to which the
          Company will merge with and into Provident (the
          "Merger").  The Merger is expected to qualify as a tax-
          free reorganization for federal income tax purposes and
          to be accounted for as a pooling of interests.  The
          Merger Agreement also provides that immediately following
          the Merger, Citizens Savings Bank, F.S.B. ("Citizens
          Bank"), a federally chartered savings bank and a wholly
          owned subsidiary of the Company, will be merged (the
          "Bank Merger") with and into Provident Bank of Maryland
          ("Provident Bank"), a Maryland-chartered commercial bank
          and a wholly owned subsidiary of Provident, pursuant to a
          Subsidiary Agreement and Plan of Merger to be entered
          into between Citizens Bank and Provident Bank.  

                    Pursuant to the Merger Agreement, each share of
          common stock, par value $0.01 per share ("Company Common
          Stock"), of the Company outstanding on the effective date
          of the Merger will (subject to certain exceptions) be
          converted into the right to receive .73 shares of common
          stock, par value $1.00 per share, of Provident
          ("Provident Common Stock"), together with the
          corresponding number of rights attached thereto.  No
          fractional shares of Provident Common Stock will be
          issued in the Merger, and holders of Company Common Stock
          who otherwise would be entitled to receive a fractional
          share of Provident Common Stock will receive a cash
          payment in lieu thereof.  In addition, if the average
          closing price of Provident Common Stock for the ten
          trading days immediately preceding receipt of the last
          regulatory approval for the Merger (determined without
          regard to any related waiting periods) is below $35.625,
          the Company may terminate the Merger Agreement unless
          Provident increases the exchange ratio in the Merger such
          that the value of Provident Common Stock (based on such
          average closing price) to be received in the Merger is
          not less than $26.006 per share of Company Common Stock.

                    Consummation of the Merger is subject to a
          number of conditions, including, but not limited to, the
          approval of the Merger Agreement and the Merger by the
          requisite vote of the stockholders of each of the Company
          and Provident and the receipt of all required regulatory
          approvals.

                    At the effective time of the Merger, Provident
          will cause its board of directors and the board of
          directors of Provident Bank to be expanded by two
          directorships, and Herbert Jorgensen, Chairman and CEO of
          the Company, and Enos Fry, President of the Company, will
          be appointed directors of Provident and Provident Bank. 
          Mr. Fry will also serve as a Group Manager of Provident
          pursuant to an employment agreement to be entered into
          with Provident upon consummation of the Merger, and Mr.
          Jorgensen will be retained by Provident in a consulting
          role following the Merger.  

                    As a condition to the execution and delivery by
          Provident of the Merger Agreement, the Company and
          Provident entered into a Stock Option Agreement, dated as
          of March 10, 1997 (the "Option Agreement"), pursuant to
          which the Company granted Provident an irrevocable option
          (the "Option") to purchase up to 291,388 shares (subject
          to adjustment as set forth therein) of Company Common
          Stock at a purchase price of $23.00 per share.  The
          Option will become exercisable only upon the occurrence
          of certain events described therein, none of which has
          occurred as of the date hereof.  In addition, the Company
          has agreed to pay a termination fee of $1.7 million to
          Provident following termination of the Merger Agreement
          under certain circumstances.

                    The Merger Agreement and the Option Agreement
          are attached hereto as exhibits and are incorporated
          herein by reference.  The foregoing summaries of the
          Merger Agreement and the Option Agreement do not purport
          to be complete and are qualified in their entirety by
          reference to such exhibits.

          ITEM 7.  FINANCIAL STATEMENT AND EXHIBITS.

          (c)  Exhibits

                  2.1         Agreement and Plan of Merger, dated
                              as of March 10, 1997, by and between
                              First Citizens Financial Corporation
                              and Provident Bankshares Corporation

                  2.2         Stock Option Agreement, dated as of
                              March 10, 1997, by and between First
                              Citizens Financial Corporation and
                              Provident Bankshares Corporation

                                  SIGNATURE

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

          Dated:  March 10, 1997

                                   FIRST CITIZENS FINANCIAL
                                   CORPORATION

                                   By:  /s/  Enos K. Fry
                                       --------------------------
                                   Name:     Enos K. Fry
                                   Title:    Vice Chairman and
                                             President

                                EXHIBIT INDEX

          Exhibit
          Number              Description
          -------             -----------
            2.1               Agreement and Plan of Merger, dated
                              as of March 10, 1997, by and between
                              First Citizens Financial Corporation
                              and Provident Bankshares Corporation

            2.2               Stock Option Agreement, dated as of
                              March 10, 1997, by and between First
                              Citizens Financial Corporation and
                              Provident Bankshares Corporation