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


                                December 15, 2005
- --------------------------------------------------------------------------------
                                 Date of Report
                        (Date of earliest event reported)


                                Sun Bancorp, Inc.
- --------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its Charter)

         New Jersey                        0-20957                  52-1382541
 ----------------------------         ---------------             -------------
 (State or other jurisdiction         (SEC Commission             (IRS Employer
     of incorporation)                    File No.)               Identification
                                                                      Number)

226 Landis Avenue, Vineland, New Jersey                               08360
- ---------------------------------------                               -----
(Address of principal executive offices)                            (Zip Code)

Registrant's telephone number, including area code: (856) 691-7700
                                                    --------------

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


         Check the  appropriate  box below if the Form 8-K filing is intended to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[ ]  Written communications pursuant to Rule 425 under the Securities Act

[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act

[ ]  Pre-commencement   communications  pursuant  to  Rule  14d-2(b)  under  the
     Exchange Act

[ ]  Pre-commencement   communications  pursuant  to  Rule  13e-4(c)  under  the
     Exchange Act



                                SUN BANCORP, INC.


                      INFORMATION TO BE INCLUDED IN REPORT
                      ------------------------------------


                 Section 5 - Corporate Governance and Management

Item 5.02. Departure of Directors or Principal Officers;  Election of Directors;
           Appointment of Principal Officers.

On December 15, 2005, Audrey S. Oswell, a director of the Registrant,  submitted
notice to the Board of  Directors  that she will  resign  from the  Registrant's
Board of Directors  and from the Board of Directors  of Sun National  Bank,  the
Registrant's  wholly-owned  subsidiary,  effective as of December 31, 2005.  Ms.
Oswell  will  become a director  of the  Federal  Reserve  Bank of  Philadelphia
effective  January 1, 2006, and this  appointment  requires her to divest of any
interest in banks.




                                   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.


                                             SUN BANCORP, INC.


Date: December 20, 2005                  By:   /s/Dan A. Chila
                                               ---------------------------------
                                               Dan A. Chila
                                               Executive Vice President
                                               and Chief Financial Officer