UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                                  Form 8-K
                               CURRENT REPORT

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

              Date of Report  (Date of earliest event reported)

                           December 17, 1997

                            BB&T Corporation
            (Exact name of registrant as specified on its charter)

                      Commission file number:  1-10853

         North Carolina                                    56-0939887
    (State of Incorporation)             (I.R.S.  Employer Identification No.)

       200 West Second Street
    Winston-Salem, North Carolina                            27101
(Address of principal executive offices)                   (Zip Code)

                               (336) 733-2000
              (Regristrant's telephone number, including area code)

This Form 8-K has 4 pages. The sequential numbering of the pages is indicated in
the lower right hand corner.



ITEM 5.   OTHER EVENTS

          The purpose of this  Current  Report on Form 8-K is to  announce  that
BB&T  Corporation  has  executd  a  definitive  agreement  to  acquire  Franklin
Bancorporation Inc. of Washington, D.C.

EXHIBIT INDEX

Exhibit 99.1   Announcement to acquire Franklin Bancorporation Inc. of
               Washington, D.C.


BB&T to acquire Franklin Bancorporation Inc. of D.C.

         BB&T Corporation  ("BB&T") announced on December 16, 1997, that it will
acquire  Franklin  Bancorporation  ("Franklin") of Washington,  D.C., in a stock
transaction valued at $22.45 per Franklin common share, or $165.1 million in the
aggregate, based on BB&T's closing price of $63.75 per share on Monday, December
15, 1997.  The  acquisition  will  provide BB&T with its initial  entry into the
metropolitan Washington, D.C. market.

         The transaction,  approved on December 16 by the boards of directors of
both companies, will be accounted for as a pooling of interests. The merger will
be effected through the exchange of BB&T common stock for all outstanding shares
of Franklin common stock in the following manner. If the average price of BB&T's
common stock is between  $54.50 and $65.00 per share during a specified  pricing
period,  Franklin shareholders will receive between .35 and .3743 shares of BB&T
common stock for each share of Franklin  owned,  with the final  exchange  ratio
calculated in accordance with the provisions  contained in the definitive merger
agreement.  If BB&T's  average price falls below $54.50 for the pricing  period,
the exchange ratio will be fixed at .3743 shares of BB&T for each Franklin share
(subject to possible  upward  adjustment  under certain  conditions).  If BB&T's
average price rises above $65.00 for the pricing  period,  the exchange ratio is
fixed  at .35  shares  of BB&T for  each  Franklin  share.  All  exchange  ratio
calculations  will be based on the  average  price of BB&T  common  stock  for a
specified 20-day period prior to closing.

         Management   anticipates   incurring   approximately  $2.8  million  in
one-time, merger-related charges in conjunction with completing the transaction.
Estimated  annual  cost  savings  of  $3.6  million,  or  approximately  25%  of
Franklin's  current expense base, are expected to be achieved as a result of the
merger.  The  transaction is expected to be  nondilutive to BB&T's  earnings per
share in the first year after consummation and modestly accretive thereafter.

        Franklin,  with approximately $507 million in assets as of September 30,
1997,  operates  nine full  service  banking  offices,  six in the  District  of
Columbia,  one in Bethesda,  Md., and two in Northern Virginia in Alexandria and
Tysons Corner.  Franklin  common stock is traded on the NASDAQ  National  Market
System under the symbol FNBC.

        BB&T will have  approximately  $4 billion in assets in Virginia  and the
metropolitan  D.C. area following its acquisition of Franklin and the completion
of a previously announced merger with Life Bancorp. of Norfolk,  Va., which will
provide BB&T with the largest market share of deposits in the Southside  Hampton
Roads area (Norfolk,  Virginia Beach, Chesapeake,  Portsmouth and Suffolk). BB&T
of Virginia currently operates 53 banking offices in 26 cities and towns.

        Directors of Franklin will become  members of BB&T's  regional board for
the metropolitan D.C. area. The merger,  which is subject to the approval of the
shareholders of Franklin and federal and state banking  regulators,  is expected
to be completed in the second quarter of 1998.

        BB&T, a multi-bank  holding  company with $27.2  billion in assets as of
September 30, 1997,  operates 485 banking offices in the Carolinas and Virginia.
BB&T common stock is listed on the New York Stock Exchange under the symbol BBK.



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.

                                BB&T CORPORATION
                                  (Registrant)

                                              By:   /S/ SHERRY A. KELLETT

                                                      Sherry A. Kellett
                                       Executive Vice President and Controller
                                            (Principal Accounting Officer)
Date: December 17, 1997