UNITED STATES

                       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)         January 7, 2000
                                                 ------------------------------

                           BAY BANKS OF VIRGINIA, INC.
                           ---------------------------
               (Exact Name of Registrant as Specified in Charter)

           Virginia                       0-22955                54-1838100
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(State or Other Jurisdiction of   (Commission File Number)     (IRS Employer
        Incorporation)                                       Identification No.)


                 100 S. Main Street, Kilmarnock, Virginia    22482
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               (Address of Principal Executive Offices)   (Zip Code)

Registrant's telephone number, including area code:       (804) 435-1171
                                                   ----------------------------


                                      N/A
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          (Former Name or Former Address, if Changed Since Last Report)



Item 5.  Other Events.

         Bay Banks of Virginia in Kilmarnock, Virginia has created a subsidiary,
Bay  Trust  Company.  The  new  subsidiary  acquired  the  assets  of the  Trust
Department of the Bank of Lancaster in Kilmarnock,  Virginia,  also a subsidiary
of Bay Banks of Virginia.

         A copy of the press release relating to the announcement is attached as
an exhibit hereto.

Item 7.  Financial Statements and Exhibits.

         (a)      Financial Statements of Businesses Acquired.

                           Not applicable.

         (b)      Pro Forma Financial Information.

                           Not applicable.

         (c)      Exhibits.

                  99.1    Press Release, dated January 5, 2000.



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                                   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.


                                    BAY BANKS OF VIRGINIA, INC.



                                    By: /s/ Austin L. Roberts, III
                                       ------------------------------
                                        Austin L. Roberts, III
                                        President and CEO






August 24, 1999


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                                  EXHIBIT INDEX


Number            Description of Exhibit
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99.1              Press Release, dated January 5, 2000.