Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * CapGen Capital Group VI LP	2. Issuer Name and Ticker or Trading Symbol HAMPTON ROADS BANKSHARES INC [ HMPR ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __ X __ Director                      __ X __ 10% Owner _____ Officer (give title below)      __ X __ Other (specify below) See Remarks
(Last)          (First)          (Middle) C/O CAPGEN CAPITAL GROUP VI LP, 120 WEST 45TH STREET, SUITE 1010	3. Date of Earliest Transaction (MM/DD/YYYY) 12/14/2012
(Street) NEW YORK, NY 10036 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) ___ Form filed by One Reporting Person _ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.01 per share	12/14/2012		A		3571   (1)	A	$0	3571	D
Common Stock, par value $0.01 per share	12/14/2012		A		14286   (2)	A	$0	51039267	D
Common Stock, par value $0.01 per share	12/14/2012		A		14286   (3)	A	$0	51039267	I   (4) (5)	Held by CapGen Capital Group VI LP
Common Stock, par value $0.01 per share	12/14/2012		A		3571   (6)	A	$0	7142	D
Common Stock, par value $0.01 per share	12/14/2012		A		14286   (7)	A	$0	51053553	D
Common Stock, par value $0.01 per share	12/14/2012		A		14286   (8)	A	$0	51053553	I   (4) (5)	Held by CapGen Capital Group VI LP
Common Stock, par value $0.01 per share	7/24/2013		A		5399   (9)	A	$0	12541	D
Common Stock, par value $0.01 per share	7/24/2013		A		21594   (10)	A	$0	51075147	D
Common Stock, par value $0.01 per share	7/24/2013		A		21594   (11)	A	$0	51075147	I   (4) (5)	Held by CapGen Capital Group VI LP
Common Stock, par value $0.01 per share	6/27/2014		A		5057   (12)	A	$0	17598	D
Common Stock, par value $0.01 per share	6/27/2014		A		20230   (13)	A	$0	51095377	D
Common Stock, par value $0.01 per share	6/27/2014		A		20230   (14)	A	$0	51095377	I   (4) (5)	Held by CapGen Capital Group VI LP

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:
( 1)	Robert Goldstein directly owns such shares of common stock, par value $0.01 per share (the "Common Stock"), of Hampton Roads Bankshares, Inc. (the "Issuer"), which represent 20% of a restricted stock unit award granted to Mr. Goldstein for his service as a member of the board of directors of the Issuer. Pursuant to an arrangement with Capital Group VI LP ("CapGen LP"), any grants of Common Stock to Mr. Goldstein for his service as director are split 80/20 with CapGen LP.
( 2)	CapGen LP directly owns such shares of Common Stock, which represent 80% of a restricted stock unit award granted to Mr. Goldstein for his service as a member of the board of directors of the Issuer as referenced in Note 1 above.
( 3)	These shares represent the 80% award referenced in Note 2.
( 4)	As the sole general partner of CapGen LP, CapGen LLC may be deemed to be the indirect beneficial owner of the shares of Common Stock on this row under Rule 16a-1(a)(2) promulgated under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Pursuant to Rule 16a-1(a)(4) promulgated under the Exchange Act, CapGen LLC disclaims that it is the beneficial owner of such shares, except to the extent of its pecuniary interest.
( 5)	As the managing member of CapGen LLC, Mr. Ludwig may be deemed to be the indirect beneficial owner of the shares of Common Stock under Rule 16a-1(a)(2) promulgated under the Exchange Act. As a principal member and member of the investment committee of CapGen LLC, the general partner of CapGen LP, Mr. Goldstein may be deemed to be the indirect beneficial owner of such shares under Rule 16a-1(a)(2) promulgated under the Exchange Act. Pursuant to Rule 16a-1(a)(4) promulgated under the Exchange Act, each of Mr. Ludwig and Mr. Goldstein disclaims that he is the beneficial owner of such shares, except to the extent of his pecuniary interest.
( 6)	Robert Goldstein directly owns such shares of Common Stock of the Issuer, which represent 20% of a restricted stock unit award granted to Mr. Goldstein for his service as a member of the board of directors of the Issuer. Pursuant to an arrangement with CapGen LP, any grants of Common Stock to Mr. Goldstein for his service as director are split 80/20 with CapGen LP.
( 7)	CapGen LP directly owns such shares of Common Stock, which represent 80% of a restricted stock unit award granted to Mr. Goldstein for his service as a member of the board of directors of the Issuer as referenced in Note 6 above.
( 8)	These shares represent the 80% award referenced in Note 7.
( 9)	Robert Goldstein directly owns such shares of Common Stock of the Issuer, which represent 20% of a restricted stock unit award granted to Mr. Goldstein for his service as a member of the board of directors of the Issuer. Pursuant to an arrangement with CapGen LP, any grants of Common Stock to Mr. Goldstein for his service as director are split 80/20 with CapGen LP.
( 10)	CapGen LP directly owns such shares of Common Stock, which represent 80% of a restricted stock unit award granted to Mr. Goldstein for his service as a member of the board of directors of the Issuer as referenced in Note 9 above.
( 11)	These shares represent the 80% award referenced in Note 10.
( 12)	Robert Goldstein directly owns such shares of Common Stock of the Issuer, which represent 20% of a restricted stock unit award granted to Mr. Goldstein for his service as a member of the board of directors of the Issuer. Pursuant to an arrangement with CapGen LP, any grants of Common Stock to Mr. Goldstein for his service as director are split 80/20 with CapGen LP.
( 13)	CapGen LP directly owns such shares of Common Stock, which represent 80% of a restricted stock unit award granted to Mr. Goldstein for his service as a member of the board of directors of the Issuer as referenced in Note 12 above.
( 14)	These shares represent the 80% award referenced in Note 13.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
CapGen Capital Group VI LP C/O CAPGEN CAPITAL GROUP VI LP 120 WEST 45TH STREET, SUITE 1010 NEW YORK, NY 10036	X	X		See Remarks
GOLDSTEIN ROBERT C/O CAPGEN CAPITAL GROUP VI LP 120 WEST 45TH STREET, SUITE 1010 NEW YORK, NY 10036	X	X		See Remarks
CapGen Capital Group VI LLC 120 WEST 45TH STREET, SUITE 1010 NEW YORK, NY 10036	X	X		See Remarks
Ludwig Eugene 120 WEST 45TH STREET, SUITE 1010 NEW YORK, NY 10036	X	X		See Remarks

Signatures
/s/ Eugene A. Ludwig		7/2/2014
** Signature of Reporting Person		Date
/s/ Robert B. Goldstein		7/2/2014
** Signature of Reporting Person		Date
/s/ Eugene A. Ludwig as the managing member of CAPGEN CAPITAL GROUP VI LLC, the general partner of CAPGEN CAPITAL GROUP VI LP		7/2/2014
** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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