FIDELITY BANKSHARES INC
8-K, 1997-12-11
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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               SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C.  20549


                            Form 8-K

                         CURRENT REPORT

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

        Date of Report (Date of earliest event reported):
                        December 5, 1997

                    Fidelity Bankshares, Inc.
     (Exact name of registrant as specified in its charter)

       Delaware            0-29040            65-0717085
  (State or other)  (Commission File No.)  (I.R.S. Employer)
  jurisdiction of                          Identification No.)
   incorporation)

       Registrant's telephone number, including area code:
                         (561) 659-6600



                         Not Applicable
  (Former name or former address, if changed since last report)

<PAGE>

Item 2.   Acquisition or Disposition of Assets.

     On December 5, 1997, Fidelity Bankshares, Inc. (the
"Registrant") completed its acquisition of BankBoynton, a Federal
Savings Bank ("BankBoynton").  As part of this acquisition,
BankBoynton merged with and into Fidelity Federal Savings Bank of
Florida, the Registrant's wholly-owned subsidiary, and
shareholders of BankBoynton received $9.00 for each share of
BankBoynton Common Stock issued and outstanding.  The total
purchase price was  approximately $5.6 million.

     At December 5, 1997, the assets of BankBoynton totaled
approximately $54.7 million, deposits totaled approximately $41.7
million and stockholders' equity totaled approximately $3.1
million.  For further information see Exhibit 99.1.

<PAGE>

     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.

                              FIDELITY BANKSHARES, INC.


DATE: December 8, 1997        By:  /s/ Richard D. Aldred
                                   ------------------------------
                                   Executive Vice President and
                                     Chief Financial Officer

<PAGE>




               [LOGO OF FIDELITY BANKSHARES, INC.]


      *NEWS RELEASE*NEWS RELEASE*NEWS RELEASE*NEWS RELEASE*


Release Date:  December 8, 1997    FOR IMMEDIATE RELEASE

Contact:  Vince A. Elhilow, President and Chief Executive Officer
          Richard D. Aldred, Chief Financial Officer
          (561) 659-900


         FIDELITY BANKSHARES, INC. COMPLETES BANKBOYNTON
                           ACQUISITION


WEST PALM BEACH, Fla., December 8---Fidelity Bankshares, Inc.
(NASDAQ:FFFL) completed the acquisition of BankBoynton effective
after the close of business on Friday, December 5, 1997.

BankBoynton, A Boynton Beach, Florida based thrift, had $57.6
million in assets and three branches.  Two of these branches were
in Boynton Beach, and the third in Lake Worth.  These offices
have been relocated to Fidelity Federal Savings Bank of Florida's
Boynton Beach and Lake Worth offices.

Fidelity Bankshares, Inc. operates Fidelity Federal Savings Bank
of Florida, based in West Palm Beach, with assets of $1 billion
through 21 offices in Palm Beach and Martin counties.



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