SECURITIES AND EXCHANGE COMMISSION
                            Washington, D. C. 20549


                                   FORM 10-Q/A

               (10-Q Amended to Include Financial Data Schedule)

(Mark One)

/ x /    Quarterly Report Pursuant to Section 13 or 15(D) of the Securities
         Exchange Act of 1934

                     FOR QUARTER ENDED September 30, 1996
                                      or

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

      Transition Period       From:         To:



                       Commission File Number:  0-19398


                 VIRGINIA BEACH FEDERAL FINANCIAL CORPORATION
            (Exact name of Registrant as Specified in its Charter)

                                   Virginia
                           (State of incorporation)

                       IRS Employer ID No.:  54-1534067

             2101 Parks Avenue, Virginia Beach, Virginia    23451
                   (Address of principal executive offices)

                                (804) 428-9331
             (Registrant's telephone number, including area code)

Former Name, Former Address and Former Fiscal Year, If Changed Since Last
Report:      N/A

Indicate by check mark whether the registrant (1) has filed all documents
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

             YES  x       NO     

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date October 31, 1996:      
      4,968,159 




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 thereunto duly authorized.




         VIRGINIA BEACH FEDERAL FINANCIAL CORPORATION






      

Date:  November 14, 1996            \s\ John A. B. Davies, Jr.
    -------------------------       --------------------------
                                       John A. B. Davies, Jr.
                                       President/Chief Executive Officer
    




Date:   November 14, 1996              \s\ Dennis R. Stewart
    -------------------------       --------------------------
                                       Dennis R. Stewart
                                       Executive Vice President/
                                       Chief Financial Officer