022996
                                                                  33 -


                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                           --------------------------

                                    FORM S-8

                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933

                           SIGNET BANKING CORPORATION
             (Exact name of registrant as specified in its charter)


VIRGINIA                                              54-6037910
(State or other jurisdiction of                       (I.R.S. Employer
 incorporation or organization)                       Identification No.)


                             7 North Eighth Street
                           Richmond, Virginia  23219
                                 (804) 771-7416
               (Address, including zip code and telephone number,
                        of Principal Executive Offices)

                           SIGNET BANKING CORPORATION
                 1996 NON-EMPLOYEE DIRECTORS STOCK OPTION PLAN
                            (Full title of the plan)

                            Sara R. Wilson, Esquire
       Executive Vice President, General Counsel and Corporate Secretary
                           Signet Banking Corporation
                             7 North Eighth Street
                           Richmond, Virginia  23219
                                 (804) 771-7416
                    (Name, address, including zip code, and
          telephone number, including area code, of agent for service)

                                    Copy to
                       Wellford L. Sanders, Jr., Esquire
                    McGuire, Woods, Battle & Boothe, L.L.P.
                                One James Center
                           Richmond, Virginia  23219


Approximate date of commencement of proposed sale to the public: As soon as
practicable after the effective date of the registration statement.

                          This is page 1 of 26 pages.
                        Exhibit Index appears on page 14
<PAGE>

                        CALCULATION OF REGISTRATION FEE

------------------------------------------------------------------------------
                              Proposed       Proposed
Title of                      Maximum        Maximum
Securities       Amount       Offering       Aggregate      Amount of
to be            to be        Price Per      Offering       Registration
Registered       Registered   Share          Price          Fee
------------------------------------------------------------------------------
Common Stock
$5.00 par
value            300,000 (1)  $26.625 (2)    $7,987,500     $2,755
------------------------------------------------------------------------------
Rights to
Purchase
Series A
Junior
Participating
Preferred
Stock, $20.00
par value (3)    300,000 (1)       N/A            N/A       $100
------------------------------------------------------------------------------

      (1)   Represents the maximum number of shares of Common Stock of Signet
Banking Corporation (the "Company") that may be offered and sold hereunder.

      (2)   Estimated solely for purposes of calculating the registration
fee.  Based on the average of the high and low prices for the Common Stock
reported on the New York Stock Exchange on March 1, 1996.

      (3)   The Rights to purchase Series A Junior Participating Preferred
Stock will be attached to and will trade with shares of the Common Stock of
the Registrant.  Value attributable to such Rights, if any, will be
reflected in the market price of the shares of Common Stock of the
Registrant.  The fee paid represents the minimum statutory fee pursuant to
Section 6(b) of the Securities Act of 1933.
<PAGE>
                                    PART II.

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 3.     Incorporation of Certain Documents by Reference

      The Company and the Signet Banking Corporation 1996 Non-Employee
Directors Stock Option Plan (the "Plan") hereby incorporate by reference
into this Registration Statement the documents listed below which have been
filed with the Securities and Exchange Commission.

      (a)   The Company's latest annual report on Form 10-K filed pursuant to
Section 13 or 15(d) of the Exchange Act or the latest prospectus filed
pursuant to Rule 424(b) or (c) under the Securities Act which contains,
either directly or by incorporation by reference, audited financial
statements for the Company's latest fiscal year for which such statements
have been filed.

      (b)   All other reports filed pursuant to Section 13(a) or 15(d) of the
Exchange Act since the end of the fiscal year covered by the annual report
or the prospectus referred to in (a) above.

      (c)   The Company's definitive proxy statement filed pursuant to
Section 14 of the Exchange Act in connection with the latest annual meeting
of its shareholders, and any definitive proxy statements so filed in
connection with any subsequent special meetings of its shareholders.

      (d)   The description of the class of securities to be offered which is
contained in a registration statement filed under Section 12 of the
Exchange Act, including any amendment or report filed for the purpose of
updating such description.

      Each document or report subsequently filed by the Company and the Plan
with the Commission pursuant to Sections 13(a), 13(c), 14, or 15(d) of the
Exchange Act after the date of this Registration Statement, but prior to
the filing of a posteffective amendment to this Registration Statement
which indicates that all securities offered by this Registration Statement
have been sold or which deregisters all such securities then remaining
unsold, shall be deemed to be incorporated by reference into this
Registration Statement.  Each document or report incorporated into this
Registration Statement by reference shall be deemed to be a part of this
Registration Statement from the date of the filing of such document with
the Commission until the information contained therein is superseded or
updated by any subsequently filed document which is incorporated by
reference into this Registration Statement.

Item 5.     Interests of Named Experts and Counsel

      Certain legal matters in connection with the Signet Banking
Corporation 1996 Non-Employee Directors Stock Option Plan and the Common
Stock offered hereby are being passed upon for the Company by the law firm
of McGuire, Woods, Battle & Boothe, L.L.P.

      The consolidated financial statements of Signet Banking Corporation
(the "Company") incorporated by reference in the Company's annual report
(Form 10-K) for the year ended December 31, 1994, have been audited by
Ernst & Young L.L.P., independent auditors, as set forth in their report
thereon incorporated by reference therein and incorporated herein by
reference.  Such consolidated financial statements are incorporated herein
by reference in reliance upon such report given upon the authority of such
firm as experts in accounting and auditing.

Item 6.     Indemnification of Directors and Officers

      Article 10 of the Virginia Stock Corporation Act allows, in general,
for indemnification, in certain circumstances, by a corporation of any
person threatened with or made a party to any action, suit or proceeding by
reason of the fact that he or she is, or was, a director, officer, employee
or agent of such corporation.  Indemnification is also authorized with
respect to a criminal action or proceeding where the person had no
reasonable cause to believe that his or her conduct was unlawful.  Article
9 of the Virginia Stock Corporation Act provides limitations on damages by
officers and directors, except in cases of willful misconduct or knowing
violation of the criminal law.

      The registrant's Restated Articles of Incorporation, as amended,
provide for mandatory indemnification of any director or officer of the
registrant who is or was a party to any proceeding by reason of the fact
that he or she is or was a director or officer of the registrant or is or
was serving the registrant or any other legal entity in any capacity at the
request of the registrant while a director or officer of the registrant
against all liabilities and expenses incurred in the proceeding, except
such liabilities and expenses as are incurred because of such director's or
officer's willful misconduct or knowing violation of the criminal law.

      The registrant's Restated Articles of Incorporation, as amended, also
provide that in every instance permitted under Virginia corporate law in
effect from time to time, the liability of a director or officer of the
registrant to the registrant or its shareholders shall not exceed one
dollar.

      The registrant maintains a standard policy of officers' and directors'
liability insurance.

Item 8.     Exhibits

      See Index to Exhibits.

Item 9.     Undertakings

      The undersigned registrant hereby undertakes or acknowledges:

      (a)   To file, during any period in which offers or sales are being
made, a post-effective amendment to this registration statement:

            (1)   To include any prospectus required by section 10(a)(3) of
the Securities Act of 1933;

                  (i)   To reflect in the prospectus any facts or events
      arising after the effective date of the registration statement (or the
      most recent post-effective amendment thereof) which, individually or
      in the aggregate, represent a fundamental change in the information
      set forth in the registration statement;

                (ii)    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 paragraphs (a)(1)(i) and (a)(1)(ii) do not
apply if the information required to be included in a post-effective
amendment by those paragraphs is contained in periodic reports filed by the
registrant pursuant to section 13 or section 15(d) of the Exchange Act that
are incorporated by reference in the registration statement.

            (2)   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.

            (3)   To remove from registration by means of a posteffective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

      (b)   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 Exchange Act, and each
filing of the Plan's annual report pursuant to section 15(d) of the
Exchange Act 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.

      (c)   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.
<PAGE>
                                   SIGNATURES

The Registrant.

      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 the City of Richmond, Commonwealth of
Virginia, on February 29, 1996.

                                    SIGNET BANKING CORPORATION
                                    Registrant


                                    By:/s/ Sara R. Wilson
                                    ----------------------------
                                       Sara R. Wilson, Esquire
                                       Corporate Secretary
<PAGE>
     Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed below by the following persons in
the capacities indicated on February 29, 1996.

                                    Chairman of the Board, Chief
----------------------------        Executive Officer, and Director
Robert M. Freeman                   (Principal Executive Officer)


/s/ Malcolm S. McDonald             President, Chief Operating
----------------------------        Officer and Director
Malcolm S. McDonald

/s/ Wallace B. Millner, III         Senior Executive Vice President and
----------------------------        Chief Financial Officer
Wallace B. Millner, III             (Principal Financial Officer)

/s/ W. H. Catlett, Jr.              Executive Vice President
----------------------------        and Controller
W. H. Catlett, Jr.                  Principal Accounting Officer)


/s/ J. Henry Butta                  Director
----------------------------
J. Henry Butta
                                    Director
----------------------------
Norwood H. Davis, Jr.


/s/ William C. DeRusha              Director
----------------------------
William C. DeRusha

                                    Director
----------------------------
C. Stephenson Gillespie, Jr.


----------------------------        Director
Bruce C. Gottwald, Jr.


/s/ William R. Harvey               Director
----------------------------
William R. Harvey


/s/ Elizabeth G. Helm               Director
----------------------------
Elizabeth G. Helm


/s/ Robert M. Heyssel               Director
----------------------------
Robert M. Heyssel


/s/ Henry A. Rosenberg, Jr.         Director
----------------------------
Henry A. Rosenberg, Jr.


/s/ Louis B. Thalheimer             Director
----------------------------
Louis B. Thalheimer
<PAGE>






                                    EXHIBITS

                                       TO

                           SIGNET BANKING CORPORATION


                       REGISTRATION STATEMENT ON FORM S-8









<PAGE>

                                 Exhibit Index


The following exhibits are filed herewith as part of this Registration
Statement:


Exhibit                                                                 Page
  No.                                                                    No.

 5.1          Opinion and Consent of McGuire, Woods,
              Battle & Boothe, L.L.P., Counsel to the
              Company as to the validity of the Common
              Stock offered hereunder                                    15

24.1          Consent of Independent Auditors                            17

24.2          Consent of McGuire, Woods, Battle
              & Boothe, L.L.P. (included in Exhibit 5.1)

28.1          Signet Banking Corporation
              1996 Non-Employee Directors Stock Option Plan              18
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 16375}]
{"company-data": {"conformed-name": "SIGNET BANKING CORP", "cik": "0000009659", "assigned-sic": "6022", "irs-number": "546037910", "state-of-incorporation": "VA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-01463", "film-number": "96531533"}, "business-address": {"street1": "7 N EIGHTH ST", "street2": "PO BOX 25970", "city": "RICHMOND", "state": "VA", "zip": "23260", "phone": "8047472000"}, "mail-address": {"street1": "7 N EIGHTH ST", "street2": "PO BOX 25970", "city": "RICHMOND", "state": "VA", "zip": "23260"}, "former-company": [{"former-conformed-name": "BANK OF VIRGINIA CO", "date-changed": "19860717"}, {"former-conformed-name": "VIRGINIA COMMONWEALTH BANKSHARES INC", "date-changed": "19721020"}, {"former-conformed-name": "VIRGINIA COMMONWEALTH CORP", "date-changed": "19701113"}]}
022996
                                                                  33 -

                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                           --------------------------

                                    FORM S-8

                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933

                           SIGNET BANKING CORPORATION
             (Exact name of registrant as specified in its charter)

VIRGINIA                                              54-6037910
(State or other jurisdiction of                       (I.R.S. Employer
 incorporation or organization)                       Identification No.)

                             7 North Eighth Street
                           Richmond, Virginia  23219
                                 (804) 771-7416
               (Address, including zip code and telephone number,
                        of Principal Executive Offices)

                           SIGNET BANKING CORPORATION
                 1996 NON-EMPLOYEE DIRECTORS STOCK OPTION PLAN
                            (Full title of the plan)

                            Sara R. Wilson, Esquire
       Executive Vice President, General Counsel and Corporate Secretary
                           Signet Banking Corporation
                             7 North Eighth Street
                           Richmond, Virginia  23219
                                 (804) 771-7416
                    (Name, address, including zip code, and
          telephone number, including area code, of agent for service)

                                    Copy to
                       Wellford L. Sanders, Jr., Esquire
                    McGuire, Woods, Battle & Boothe, L.L.P.
                                One James Center
                           Richmond, Virginia  23219

Approximate date of commencement of proposed sale to the public: As soon as
practicable after the effective date of the registration statement.

                          This is page 1 of 26 pages.
                        Exhibit Index appears on page 14
CALCULATION OF REGISTRATION FEE

------------------------------------------------------------------------------
                              Proposed       Proposed
Title of                      Maximum        Maximum
Securities       Amount       Offering       Aggregate      Amount of
to be            to be        Price Per      Offering       Registration
Registered       Registered   Share          Price          Fee
------------------------------------------------------------------------------
Common Stock
$5.00 par
value            300,000 (1)  $26.625 (2)    $7,987,500     $2,755
------------------------------------------------------------------------------
Rights to
Purchase
Series A
Junior
Participating
Preferred
Stock, $20.00
par value (3)    300,000 (1)       N/A            N/A       $100
------------------------------------------------------------------------------

      (1)   Represents the maximum number of shares of Common Stock of Signet
Banking Corporation (the "Company") that may be offered and sold hereunder.

      (2)   Estimated solely for purposes of calculating the registration
fee.  Based on the average of the high and low prices for the Common Stock
reported on the New York Stock Exchange on March 1, 1996.

      (3)   The Rights to purchase Series A Junior Participating Preferred
Stock will be attached to and will trade with shares of the Common Stock of
the Registrant.  Value attributable to such Rights, if any, will be
reflected in the market price of the shares of Common Stock of the
Registrant.  The fee paid represents the minimum statutory fee pursuant to
Section 6(b) of the Securities Act of 1933.
PART II.

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 3.     Incorporation of Certain Documents by Reference

      The Company and the Signet Banking Corporation 1996 Non-Employee
Directors Stock Option Plan (the "Plan") hereby incorporate by reference
into this Registration Statement the documents listed below which have been
filed with the Securities and Exchange Commission.

      (a)   The Company's latest annual report on Form 10-K filed pursuant to
Section 13 or 15(d) of the Exchange Act or the latest prospectus filed
pursuant to Rule 424(b) or (c) under the Securities Act which contains,
either directly or by incorporation by reference, audited financial
statements for the Company's latest fiscal year for which such statements
have been filed.

      (b)   All other reports filed pursuant to Section 13(a) or 15(d) of the
Exchange Act since the end of the fiscal year covered by the annual report
or the prospectus referred to in (a) above.

      (c)   The Company's definitive proxy statement filed pursuant to
Section 14 of the Exchange Act in connection with the latest annual meeting
of its shareholders, and any definitive proxy statements so filed in
connection with any subsequent special meetings of its shareholders.

      (d)   The description of the class of securities to be offered which is
contained in a registration statement filed under Section 12 of the
Exchange Act, including any amendment or report filed for the purpose of
updating such description.

      Each document or report subsequently filed by the Company and the Plan
with the Commission pursuant to Sections 13(a), 13(c), 14, or 15(d) of the
Exchange Act after the date of this Registration Statement, but prior to
the filing of a posteffective amendment to this Registration Statement
which indicates that all securities offered by this Registration Statement
have been sold or which deregisters all such securities then remaining
unsold, shall be deemed to be incorporated by reference into this
Registration Statement.  Each document or report incorporated into this
Registration Statement by reference shall be deemed to be a part of this
Registration Statement from the date of the filing of such document with
the Commission until the information contained therein is superseded or
updated by any subsequently filed document which is incorporated by
reference into this Registration Statement.

Item 5.     Interests of Named Experts and Counsel

      Certain legal matters in connection with the Signet Banking
Corporation 1996 Non-Employee Directors Stock Option Plan and the Common
Stock offered hereby are being passed upon for the Company by the law firm
of McGuire, Woods, Battle & Boothe, L.L.P.

      The consolidated financial statements of Signet Banking Corporation
(the "Company") incorporated by reference in the Company's annual report
(Form 10-K) for the year ended December 31, 1994, have been audited by
Ernst & Young L.L.P., independent auditors, as set forth in their report
thereon incorporated by reference therein and incorporated herein by
reference.  Such consolidated financial statements are incorporated herein
by reference in reliance upon such report given upon the authority of such
firm as experts in accounting and auditing.

Item 6.     Indemnification of Directors and Officers

      Article 10 of the Virginia Stock Corporation Act allows, in general,
for indemnification, in certain circumstances, by a corporation of any
person threatened with or made a party to any action, suit or proceeding by
reason of the fact that he or she is, or was, a director, officer, employee
or agent of such corporation.  Indemnification is also authorized with
respect to a criminal action or proceeding where the person had no
reasonable cause to believe that his or her conduct was unlawful.  Article
9 of the Virginia Stock Corporation Act provides limitations on damages by
officers and directors, except in cases of willful misconduct or knowing
violation of the criminal law.

      The registrant's Restated Articles of Incorporation, as amended,
provide for mandatory indemnification of any director or officer of the
registrant who is or was a party to any proceeding by reason of the fact
that he or she is or was a director or officer of the registrant or is or
was serving the registrant or any other legal entity in any capacity at the
request of the registrant while a director or officer of the registrant
against all liabilities and expenses incurred in the proceeding, except
such liabilities and expenses as are incurred because of such director's or
officer's willful misconduct or knowing violation of the criminal law.

      The registrant's Restated Articles of Incorporation, as amended, also
provide that in every instance permitted under Virginia corporate law in
effect from time to time, the liability of a director or officer of the
registrant to the registrant or its shareholders shall not exceed one
dollar.

      The registrant maintains a standard policy of officers' and directors'
liability insurance.

Item 8.     Exhibits

      See Index to Exhibits.

Item 9.     Undertakings

      The undersigned registrant hereby undertakes or acknowledges:

      (a)   To file, during any period in which offers or sales are being
made, a post-effective amendment to this registration statement:

            (1)   To include any prospectus required by section 10(a)(3) of
the Securities Act of 1933;

                  (i)   To reflect in the prospectus any facts or events
      arising after the effective date of the registration statement (or the
      most recent post-effective amendment thereof) which, individually or
      in the aggregate, represent a fundamental change in the information
      set forth in the registration statement;

                (ii)    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 paragraphs (a)(1)(i) and (a)(1)(ii) do not
apply if the information required to be included in a post-effective
amendment by those paragraphs is contained in periodic reports filed by the
registrant pursuant to section 13 or section 15(d) of the Exchange Act that
are incorporated by reference in the registration statement.

            (2)   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.

            (3)   To remove from registration by means of a posteffective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

      (b)   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 Exchange Act, and each
filing of the Plan's annual report pursuant to section 15(d) of the
Exchange Act 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.

      (c)   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

The Registrant.

      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 the City of Richmond, Commonwealth of
Virginia, on February 29, 1996.

                                    SIGNET BANKING CORPORATION
                                    Registrant

                                    By:/s/ Sara R. Wilson
                                    ----------------------------
                                       Sara R. Wilson, Esquire
                                       Corporate Secretary
Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed below by the following persons in
the capacities indicated on February 29, 1996.

                                    Chairman of the Board, Chief
----------------------------        Executive Officer, and Director
Robert M. Freeman                   (Principal Executive Officer)

/s/ Malcolm S. McDonald             President, Chief Operating
----------------------------        Officer and Director
Malcolm S. McDonald

/s/ Wallace B. Millner, III         Senior Executive Vice President and
----------------------------        Chief Financial Officer
Wallace B. Millner, III             (Principal Financial Officer)

/s/ W. H. Catlett, Jr.              Executive Vice President
----------------------------        and Controller
W. H. Catlett, Jr.                  Principal Accounting Officer)

/s/ J. Henry Butta                  Director
----------------------------
J. Henry Butta
                                    Director
----------------------------
Norwood H. Davis, Jr.

/s/ William C. DeRusha              Director
----------------------------
William C. DeRusha

                                    Director
----------------------------
C. Stephenson Gillespie, Jr.

----------------------------        Director
Bruce C. Gottwald, Jr.

/s/ William R. Harvey               Director
----------------------------
William R. Harvey

/s/ Elizabeth G. Helm               Director
----------------------------
Elizabeth G. Helm

/s/ Robert M. Heyssel               Director
----------------------------
Robert M. Heyssel

/s/ Henry A. Rosenberg, Jr.         Director
----------------------------
Henry A. Rosenberg, Jr.

/s/ Louis B. Thalheimer             Director
----------------------------
Louis B. Thalheimer
EXHIBITS

                                       TO

                           SIGNET BANKING CORPORATION

                       REGISTRATION STATEMENT ON FORM S-8
Exhibit Index

The following exhibits are filed herewith as part of this Registration
Statement:

Exhibit                                                                 Page
  No.                                                                    No.

 5.1          Opinion and Consent of McGuire, Woods,
              Battle & Boothe, L.L.P., Counsel to the
              Company as to the validity of the Common
              Stock offered hereunder                                    15

24.1          Consent of Independent Auditors                            17

24.2          Consent of McGuire, Woods, Battle
              & Boothe, L.L.P. (included in Exhibit 5.1)

28.1          Signet Banking Corporation
              1996 Non-Employee Directors Stock Option Plan              18