U.S. SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, ~~D.C.~~DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) ~~of the~~

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~November~~January 321, ~~2003~~2004

SOUTHERN FINANCIAL BANCORP, INC.

(Exact name of registrant as specified in its charter)

Virginia	0-22836	54-1779978
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
(State or other jurisdiction of incorporation or organization)	(Commission File No.)	(IRS Employer Identification No.)

37 East Main Street, Warrenton, Virginia 20186

37 East Main Street

Warrenton, Virginia

20186

(Address of principal executive office)

(Zip Code)

~~(Address~~Registrant’s Telephone ~~of principal executive offices~~Number, including ~~zip~~area code: (540) 349-3900

~~Registrant’s~~ITEM ~~telephone~~7. ~~number,~~FINANCIAL ~~including~~STATEMENTS ~~area~~AND ~~code: (540) 349-3900~~ EXHIBITS

~~Not~~Exhibits. ~~Applicable~~The following materials are filed as exhibits to this Current Report on Form 8-K:

~~(Former~~99.1 ~~name~~– orPress ~~former~~Release ~~address,~~issued ifby ~~changed~~Southern ~~since~~Financial ~~last~~Bancorp, ~~report)~~Inc. dated January 21, 2004

~~Item~~ITEM 59. ~~Other~~REGULATION ~~Events and Regulation~~ FD ~~Disclosure~~ DISCLOSURE

OnIn ~~November~~accordance 3,with ~~2003,~~SEC ~~Provident~~Release ~~Bankshares~~No. ~~Corporation~~33-8216, ~~a Maryland corporation (“Provident Bankshares”),~~ the ~~parent company~~following ~~of Provident Bank~~information, ~~and~~intended ~~Southern~~to ~~Financial~~be ~~Bancorp,~~furnished ~~Inc.,~~under ~~a Virginia corporation (~~“~~Southern~~Item ~~Financial”),~~12. ~~the~~Disclosure ~~parent company~~ of ~~Southern~~Results ~~Financial Bank, entered into an Agreement and Plan~~ of ~~Reorganization (the “Agreement”)~~Operations ~~pursuant~~and ~~to which Southern~~ Financial ~~will~~Condition” ~~merge~~of ~~with~~Form ~~and into Provident Bankshares. Concurrent with the merger~~8-K, it is ~~expected~~instead ~~that~~being ~~Southern~~furnished ~~Financial~~under ~~Bank~~this ~~will~~“Item ~~merge~~9. ~~with~~Regulation ~~and~~FD ~~into Provident Bank~~Disclosure.”

~~Under~~On ~~the~~January ~~terms~~21, ~~of the Agreement~~2004, Southern Financial ~~shareholders~~Bancorp, ~~will receive 1~~Inc.~~0875~~ ~~shares~~publicly ofdisseminated ~~Provident~~a ~~Bankshares~~press ~~common~~release ~~stock~~announcing ~~and~~its ~~$11.125~~results ~~in cash~~ for ~~each~~the ~~Southern~~fourth ~~Financial~~quarter ~~share~~and ~~held.~~year ~~The~~ending December ~~transaction is subject to several conditions~~31, ~~including~~2003. ~~the~~A ~~receipt~~copy of ~~regulatory~~the ~~approvals~~press ~~and~~release ~~shareholder approval. The merger~~ is ~~currently~~attached ~~expected~~as toExhibit ~~be completed in the second quarter of 2004~~99.1.

The ~~foregoing~~press ~~summary~~release ofcontains ~~the~~financial ~~Agreement~~information isdetermined ~~not~~by ~~complete~~methods ~~and~~other isthan ~~qualified~~ in ~~its~~accordance ~~entirety~~with byGenerally ~~reference~~Accepted toAccounting ~~the~~Principles ~~complete~~(“GAAP”). ~~text~~Management ofhas ~~such~~presented ~~document,~~non-GAAP ~~which~~financial ismeasures ~~filed as Exhibit 2.1~~ to exclude ~~this~~those ~~Form~~items ~~8-K~~that ~~and~~are ~~which~~not isconsidered ~~incorporated herein~~part byof ~~reference~~Southern inFinancial’s ~~its~~core ~~entirety~~operating activity.

Item 7. Financial Statements and Exhibits

Exhibit 2.1 Agreement and Plan of Reorganization, dated November 3, 2003, by and between Provident Bankshares Corporation and Southern Financial Bancorp, Inc.

SIGNATURES

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 hereunto duly authorized.

~~Southern~~SOUTHERN ~~Financial~~FINANCIAL ~~Bancorp~~BANCORP, ~~Inc~~INC. ~~By: /s/ Patricia A. Ferrick Patricia A. Ferrick Senior Vice President and Chief Financial Officer~~

Date: November 4, 2003


Dated: January 21, 2004	By:	/s/ Patricia A. Ferrick

		Patricia A. Ferrick Senior Vice President and Chief Financial Officer

~~Exhibit~~EXHIBIT ~~Index~~ INDEX

ExhibitNo.		Description
ExhibitNumber		Description
2.1		Agreement and Plan of Reorganization, dated November 3, 2003, by and between Provident Bankshares Corporation and Southern Financial Bancorp, Inc.
99.1		Press Release issued by Southern Financial Bancorp, Inc. dated January 21, 2004.

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