8-K

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

February 11, 2009

Date of Report (Date of earliest event reported)

BB&T Corporation
(Exact name of registrant as specified in 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

(Registrant's telephone number, including area code)

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 (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))

ITEM 7.01 Regulation FD Disclosure

     The purpose of this Current Report on Form 8-K is to furnish the presentations made by members of BB&T’s Executive Management team at its Investor and Analyst Day on February 11, 2009.

     These presentations contain certain forward-looking statements with respect to the financial condition, results of operations and businesses of BB&T. These forward-looking statements involve certain risks and uncertainties and are based on the beliefs and assumptions of the management of BB&T, and the information available to management at the time that this presentation was prepared. Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include, among others, the following: (1) general economic or business conditions, either nationally or regionally, may be less favorable than expected, resulting in, among other things, a deterioration in credit quality and/or a reduced demand for credit or other services; (2) changes in the interest rate environment may reduce net interest margins and/or the volumes and values of loans made or held as well as the value of other financial assets held; (3) competiti ve pressures among depository and other financial institutions may increase significantly; (4) legislative or regulatory changes, including changes in accounting standards, may adversely affect the businesses in which BB&T is engaged; (5) local, state or federal taxing authorities may take tax positions that are adverse to BB&T; (6) adverse changes may occur in the securities markets; (7) competitors of BB&T may have greater financial resources and develop products that enable them to compete more successfully than BB&T; (8) costs or difficulties related to the integration of the businesses of BB&T and its merger partners may be greater than expected; (9) expected cost savings associated with completed mergers may not be fully realized or realized within the expected time frames; and (10) deposit attrition, customer loss or revenue loss following completed mergers may be greater than expected. The forward-looking statements included in these presentations have not been examined or compile d by the independent registered public accountants of BB&T, nor have such accountants applied any procedures thereto. Accordingly, such accountants do not express an opinion or any other form of assurance on them.

     These presentations contain financial information determined by methods other than in accordance with accounting principles generally accepted in the United States of America (“GAAP”). BB&T’s management uses these “non-GAAP” measures in their analysis of the Corporation’s performance. Non-GAAP measures typically adjust GAAP performance measures to exclude the effects of charges, expenses and gains related to the consummation of mergers and acquisitions, and costs related to the integration of merged entities, as well as the amortization of intangibles and purchase accounting mark-to-market adjustments in the case of “cash basis” performance measures. These non-GAAP measures may also exclude other significant gains, losses or expenses that are unusual in nature and not expected to recur. Since these items and their impact on BB&T’s performance are difficult to predict, management believes presentations of financial mea sures excluding the impact of these items provide useful supplemental information that is important for a proper understanding of the operating results of BB&T’s core businesses. These disclosures should not be viewed as a substitute for operating results determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies. A reconciliation of these non-GAAP measures to the most directly comparable GAAP measure is included on the Investor Relations section of BB&T’s website (www.bbt.com/investor) and as Exhibit 99.7.

     BB&T undertakes no responsibility to update the information presented in these presentations should facts and circumstances change.

ITEM 9.01 Financial Statements and Exhibits

Ex 99.1 Presentation made by Kelly King, Chief Executive Officer

Ex 99.2 Presentation made by Christopher Henson, Chief Operating Officer

Ex 99.3 Presentation made by Daryl Bible, Chief Financial Officer

Ex 99.4 Presentation made by Donna Goodrich, Deposit Services Manager

Ex 99.5 Presenation made by Clarke Starnes, Chief Credit Officer

Ex 99.6 Presentation made by Ricky Brown, Banking Network Manager

Ex 99.7 Appendix, Reconciliation of Non-GAAP measures

S I G N A T U R E

     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/ EDWARD D. VEST

Edward D. Vest
Executive Vice President and Controller
(Principal Accounting Officer)

Date:

February 11, 2009

EX-99.1

Exhibit 99.1

BB&T is …

• A value-driven highly profitable growth organization. During the 90’s and the first part of this decade, our growth came largely from mergers as the economics of combinations were compelling. Recently, our focus has been more on organic growth.

• Our over-arching purpose is to achieve our vision and mission, consistent with our values with the ultimate goal of maximizing shareholder returns.

• Our fundamental strategy is to deliver the best value proposition in our markets. Recognizing value is function of quality to price, our focus is on creating high quality resulting in the perfect client experience.

  

2

 

3

BB&T Vision

To Create the Best Financial Institution Possible

“The Best of the Best”

4

BB&T Mission

TO MAKE THE WORLD A BETTER PLACE TO LIVE BY:

Helping our CLIENTS achieve economic success and financial security;

Creating a place where our EMPLOYEES can learn, grow and be fulfilled in their work;

Making the COMMUNITIES in which we work better places to be; and thereby:

Optimizing the long-term return to our SHAREHOLDERS , while providing a safe and sound investment.

5

Purpose

     Our ultimate purpose is to create superior, long-term economic rewards to our owners ( shareholders) .

6

BB&T Values

• Values are practical habits that enable us as individuals to live, be successful and achieve happiness.

• For BB&T, our Values enable us to achieve our mission and corporate purpose.

• Values must be consistent (non-contradictory).

• Values are important!!

7

BB&T Values

8

BB&T Values

• Being honest is being consistent with reality

• Without honesty, there can be no trust

• Without trust, there can be no meaningful relationships

• Honesty is fundamental to organizational and societal advancement

• We must say what we mean and keep our agreements

• Integrity requires we act consistent with our values/principles

• We must avoid compromising our principles for short-term benefit

9

BB&T Values

• What is, is

• Clear thinking requires first understanding the facts

• Sound reasoning results in logical decisions based on the facts

• All employees are challenged to use their minds to their optimum and exercise good judgment

• Each of us is responsible for what we do and who we are, and what we think

• Creativity is also strongly encouraged and only possible with independent thought

• We are challenged to think individually but work as a team

10

BB&T Values

• We are committed to be producers of wealth and well-being by accomplishing our mission

• Tangible evidence of our productivity is superior performance (results)

• At the individual level, productivity is getting the job done

• While individual productivity is obviously important, we must accomplish the team’s objectives in a respectful and mutually supportive manner

• Individuals should be rewarded objectively based on their contributions to our mission and adhering to our values

11

BB&T Values

• Positive self-esteem is the motivating sense of self-worth which we get from doing a job well

• We want employees who have strong personal goals and who expect to accomplish their goals within the context of our mission

• We have a strong work ethic and we believe you receive from your work in proportion to how much you contribute. If you don’t want to work hard, work somewhere else

• Effective leadership creates an environment where employees get a substantial part of their motivational needs met by accomplishing our vision, mission, consistent with our values

• Pride is the psychological reward we earn by living our values

• We must perform our work such that we deserve to be proud of our accomplishments

12

BB&T LEADERSHIP MODEL

13

MASLOW’S HIERARCHY OF NEEDS

14

ADAPTATION OF MASLOW

15

BB&T	MASLOW’S
LEADERSHIP	HIERARCHY OF NEEDS
MODEL

At BB&T there are 3 Non-Negotiables

1	.	Vision
2	.	Mission	Everything else is strategic or  tactical and will be adapted to
			accomplish our ultimate goal of
			maximizing shareholder returns.
3	.	Values

18

The BB&T Positive Attitude

Given the facts of reality and our ability to reason, we are capable of achieving both success and happiness.

Enthusiastic Positive Attitude

19

Our Passions

TO CREATE THE BEST
 FINANCIAL
INSTITUTION POSSIBLE

 

20

Current Results

Primary Market Segments

50% Retail / 50% Commercial

n Small Business	n Wealth Mgt / Private Banking
n Commercial Middle Market	n Investment Services
n Real Estate Lending	n Asset Management
n Retail	n Capital Markets
n Home Equity	n Venture Capital
n Sales Finance	n Consumer Finance
n Home Mortgage	n Commercial Finance
n Commercial Mortgage	n Insurance Premium Finance
n Leasing	n International
n Insurance	n Bank Card
n Payment Solutions	n Merchant
n Payroll Processing	n Supply Chain Management
n Institutional Trust Services

22

Significant Accomplishments

through 12/31/08

n	Superior Relative Performance
n	Fee Income 10.3%
n	Total Loans 8.2%
n	Total Deposits 6.4%
n	Effective Expense Control
n	Asset Quality Better Than Peers
n	Net New Transaction Accounts (94,000)

24

Significant Accomplishments

through 12/31/08

n	Reduced Employee Turnover from 19.2% to 15.0%
n	5+ Households 34.4%
n	Online Banking +21% (3,004,620 Clients)
n	On target to open 30 DeNovo locations
n	Successful advertising campaign (Best Bank In Town Since 1872)
n	Maintained superior service quality
n	Excellent Results in Bankcard and Merchant

25

Significant Accomplishments

Successful Acquisitions:

n  Ott & Company 

n  Ramsey Title Group 

n  Burkey Risk Services 

n  Savannah Reinsurance Underwriting Management LLC 

n  Premier Benefits Group 

n  UnionBanc Insurance Services, Inc. 

n  Puckett, Sheetz & Hogan 

n  Southern Risk Holdings, Inc. 

n  Commercial Title Group 

n  J. Rolfe Davis Insurance Agency 

n  TapCo Underwriters, Inc. 

n  Haven Trust Bank 

n  Live Oak Capital Ltd. 

26

Challenges and Opportunities

n Residential Real Estate Downturn: 

Core Business for BB&T 

n Unprecedented Market Disruption 

n Return to Fundamental Banking 

27

Financial Strength

($ in Billions Except for Per Share Information)

(Period-end Balances):		2004			2005			2006			2007			2008
Total Assets	$	100.5		$	109.2		$	121.4		$	132.6		$	152.0
Total Shareholders’ Equity	$	10.9		$	11.1		$	11.7		$	12.6		$	16.0
BV Per Common Share	$	19.76		$	20.49		$	21.69		$	23.14		$	23.16
Tangible Common Equity/Assets		6.8	%		6.6	%		6.0	%		5.7	%		5.3	%
Leverage Capital Ratio		7.1	%		7.2	%		7.2	%		7.2	%		9.7	%
Tier 1 Capital		9.2	%		9.3	%		9.0	%		9.1	%		12.0	%
Total Capital		14.5	%		14.4	%		14.3	%		14.2	%		17.1	%
Equity / Assets		10.8	%		10.2	%		9.7	%		9.5	%		10.5	%

28

Earnings Trends
($ in Millions Except Per Share Information) Year Ended December 31, 2008
																					Seven-Year
																					Compound
		2002			2003			2004			2005			2006			2007			2008	Growth Rate
Interest income	$	4,434		$	4,287		$	4,547		$	5,506		$	6,893		$	7,894		$	7,274	6.0	%
Interest expense		1,687			1,273			1,199			1,981			3,185			4,014			2,969	3.0
Net interest income		2,747			3,014			3,348			3,525			3,708			3,880			4,305	8.5
Provision for credit losses		263			248			249			217			240			448			1,445	33.8
Net interest income after
provision credit losses		2,484			2,766			3,099			3,308			3,468			3,432			2,860	3.5
Noninterest income		1,541			1,827			2,119			2,324			2,596			2,774			3,060	13.7
Noninterest expense		2,195			2,548			2,890			3,133			3,526			3,601			3,952	10.7
Income before income taxes		1,830			2,045			2,328			2,499			2,538			2,605			1,968	3.5
Provision for income taxes		512			621			766			825			831			856			571	3.4
Operating income		1,318			1,424			1,562			1,674			1,707			1,749			1,397	3.5
Dividends on preferred stock																				21
Operating earnings available
to common shareholders		1,318			1,424			1,562			1,674			1,707			1,749			1,376	3.2
Merger-related & other items1		(15	)		(359	)		(4	)		(20	)		(179	)		(15	)		122
Net income available to
common shareholders	$	1,303		$	1,065		$	1,558		$	1,654		$	1,528		$	1,734		$	1,498	6.3	%
1Net of taxes								Pre-tax pre-provision earnings had a 7 year CAGR of 10.1%
																					29

Generating Fee Income and

Operating Efficiency ¹

For the Period Ended

											National2
	2004		2005		2006		2007		2008		Peers
Noninterest Income/
Net Revenue (T/E)	37.8	%	39.1	%	40.6	%	41.3	%	40.3	%	37.9	%
Cash Basis Efficiency Ratio	49.7	%	50.4	%	53.2	%	51.6	%	51.3	%	62.3	%
Operating Leverage	(1.36	)%	(1.51	)%	(4.79	)%	3.03	%	1.05	%	(9.1	)%

¹Operating

² National Peers: CMA, FITB, HBAN, KEY, M&T, M&I, PNC, BPOP, RF, STI, USB and Zions

30

Credit Quality

											National*
	2004		2005		2006		2007		2008		Peers
Net Charge-offs/
Average Loans	.36	%	.30	%	.27	%	.38	%	.89	%	1.57	%
Net Charge-offs without
Specialized Lending	.24	%	.19	%	.14	%	.21	%	.69	%	n/a
Nonperforming Assets/
Total Assets	.36	%	.27	%	.29	%	.52	%	1.34	%	1.88	%

^* National Peers: CMA, FITB, HBAN, KEY, M&T, M&I, PNC, BPOP, RF, STI, USB and Zions

31

Total Assets

15 year growth trend

As originally reported 15-year compound annual growth rate 20.6%

32

Operating Earnings

As Originally Reported

15 year growth trend

As originally reported 15-year compound annual growth rate 19.2%

33

Pre-Tax Pre-Provision Operating Earnings

“Earnings Power”

15 year growth trend

As originally reported 15-year compound annual growth rate 22.4%

34

Relative Financial Performance

			National
	BB&T		Peers*
Earnings Per Share Growth	(13.7	)%	(203.2	)%
CB ROA	1.11	%	0.0	%
CB ROE	19.30	%	0.72	%
Non Performing Assets / Total Assets	1.34	%	1.88	%

^* National Peers: CMA, FITB, HBAN, KEY, M&T, M&I, PNC, BPOP, RF, STI, USB and Zions

35

Recognitions

n	SBA: 2007 Export Lender of the Year
n	J.D. Powers Survey: Second Best Small Business Bank
n	J.D. Powers Survey: #1 Overall in Mortgage Servicing
n	J.D. Powers Survey: #1 Bank Prime Indirect Lender inAuto Dealer Satisfaction
n	Greenwich Excellence Award for Distinguished Serviceand Overall Satisfaction in Middle Market Banking
n	Ranked by CRO as one of America’s “100 Best CorporateCitizens”

36

Recognitions

n BB&T Insurance Services Rated 1^st in Overall Productivity 

n BB&T Capital Markets: Best on Street Analysts 

n 2007 and 2008 Import Factor of the Year: By Factors Chain 

         International 

           - Largest U.S. Import Factor in the World 

n ASTD BEST: #2 of Top 40 Learning Organizations 

n Ranked by Training Magazine #18 of Training Top 125 Awards 

37

Recognitions

n Ranked by Luxury Brand Index #1 Regional Bank for Wealth 

         Management 

n Ranked by 401kExchange #1 in Client Service ($1-$10 million) 

n Mergent Dividend Achiever (Only 2% Qualify) 

n S&P: High Yield Dividend Aristocrat 

n John Allison – Top 4 Finalist Morningstar 2008 CEO of the year 

n John Allison – Won Best CEO from Motley Fool for 2008 

38

Total Compound Annual Return to Shareholders

December 31, 2008

	BB&T		S&P 500		National Peers*
1 Year	-4.6	%	-36.8	%	-40.7	%
3 Year	-8.7	%	-8.3	%	-24.5	%
5 Year	-2.4	%	-2.2	%	-14.1	%
10 Year	-0.2	%	-1.4	%	-5.4	%
15 Year	10.7	%	6.4	%	5.5	%
20 Year	11.2	%	8.4	%	8.7	%

^* National Peers: CMA, FITB, HBAN, KEY, M&T, M&I, PNC, BPOP, RF, STI, USB and Zions

39

Shareholder Return

Depicts $100 invested at 12/31/95 and held through 12/31/08 with dividends reinvested in the security or index.

40

BB&T Dividend Performance

As of / year ended 12/31/08

		BB&T		S&P 500
n	Ten Year Compound Annual Growth Rate	10.9	%	5.8	%
n	Dividend Yield	6.8	%	3.2	%

• Paid a cash dividend every year since 1903

• 37th Consecutive year of dividend increases

• Annual dividend increase in 2008 5.7%

• Mergent Dividend Achiever (Only 2% Qualify)

• S&P: High Yield Dividend Aristocrat

41

42

Global Economic Context

• Improving Global Productivity: More Global Economic Freedom

• Global Integration Accelerating

• Brutally Competitive

• Imbedded Cost of Excessive Regulation in U.S.

• Increased Geopolitical Risk / Cost of Risk Control

• Volatile / Uncertain

• Merciless / Tough

• Survival of Most Competent / Committed

• Global economic “slowdown” will impact these factors

43

Economy 2009*

• Very slow growth: Real GDP -0.6%

• Low Inflation CPI 0.6%

• Total growth 0%

• Unemployment (at 2009 peak) 8.4%

• At 12/31/09: Fed Funds 0.3%; Prime 3.3%; 10 year treasury 2.8%

Will FOMC vote to raise its target
Federal Funds rate prior to the end of 2009?
30% Say Yes

*Blue Chip Forecast: as of February1, 2009

44

US Economic Framework*

5 Year Forecast
(2010 – 2014)

• Solid real growth: Real GDP to average 2.8%

• Moderate Inflation: CPI to average 2.5%

• Total annual growth will average 5.3%

• Prime rate will range from 5.0% to 7.25% and average 6.5%

• At 12/31/14; Fed Funds 4.25%; Prime rate 7.25%; 10 year Treasury 5.2%

*Blue Chip Forecast

45

Financial Services Industry

Primary forces impacting the industry:

(1)	Credit, Market, and Operational Risk
(2)	Intense Competition / Excess Capacity
(3)	Consolidate / Diversify / Restructure
(4)	Innovation / Productivity Improvement
(5)	Regulation / Corporate Governance

     FINANCIAL SERVICES IS A WORLD -WIDE,
 GROWTH INDUSTRY, WHERE THE ENGLISH
SPEAKING WORLD CURRENTLY HAS A
 COMPETITIVE ADVANTAGE

46

Outcome of Financial Industry Trends

• In 10 years there will be 10 to 15 or so Financial Services firms which will dominate the industry. There will be some mid- sized and a number of small institutions who will face a difficult competitive environment.

• The winners will be those companies with rational strategies, superior processes and exceptional executional abilities. Due to these attributes, these winners will have superior revenue and earnings per share (EPS) growth and outstanding return on equity (ROE).

BB&T Will Be A Winner

47

48

Our Goal

n Create a high-performance financial 

             services organization that can survive and 

             prosper in a rapidly changing, highly 

             competitive, globally integrated 

             environment 

n CREATE THE BEST FINANCIAL 

             INSTITUTION POSSIBLE 

49

Achieving Our Goal

The key to maximizing our probability of being both independent and prosperous over the long term is to create a superio r Earnings Per Share Growth Rate without sacrificing the fundamental quality and long-term competitiveness of our business, nor taking unreasonable risk. Our ultimate goal is to maximize shareholder returns.

50

BB&T Long-Term Strategy

Superior -Balanced Performance

(1)	Client-driven - Have a passion for consistently providing the client with better value through rational innovation and productivity improvement
(2)	Rational risk taking and exceptional risk management
(3)	Superior earnings growth
(4)	Targeted and consistent investments for the future

51

BB&T Long-Term Strategy

(1)	Client-driven
		Relationship based
		“Profound” knowledge of the client
		Reliable, empathetic, responsive, competent
		Right products to meet needs
		Correct distribution channels
		Consistently meet or exceed the client’s reasonable expectations
		Community bank model

TREAT THE CLIENT AS AN INDIVIDUAL!

52

BB&T Long-Term Strategy

(2)	Rational risk taking and exceptional risk management
		Sound risk taking philosophy; sophisticated risk management systems
		Diversification of risk; objectivity in risk assessment
		Maintain excellent standards of corporate governance

53

BB&T Long-Term Strategy

Results of Risk Management Strategy

Better than peer risk adjusted returns from lending
Maintain low risk bond portfolio
Solid core funding; excellent liquidity
Optimal interest rate risk position
Controlled operating risk
Strong capital position
	Tangible Common Equity 5.5% or better
	Leverage Capital ratio 7.0% or better
	Tier 1 Capital 8.5% or better
	Total Capital 12.0% or better

54

BB&T Long-Term Strategy

(3)	Superior earnings growth
n	V=Q / P
n	Integrated Relationship Management
n	Execute excellent pricing discipline/maintain superior margins
n	– Loans and Deposits
n	Create outstanding efficiency
n	Aggressive expense management
n	Grow organically and through acquisitions

55

BB&T Long-Term Strategy

(4)	Targeted and consistent investments for the future
		Invest in employee education to create a “knowledge- based learning organization”
		Have a fundamental commitment to innovation
		Develop new products/product lines and distribution channels
		Optimize distribution systems
		Manage information systems for optimum efficiency

56

BB&T Long-Term Strategy

Make acquisitions to achieve business purposes
	Our focus will be on Bank and Thrift acquisitions to enhance our market share in our existing footprint
	Continue to explore opportunities for a merger of equals with another financial institution where BB&T’s culture survives

57

BB&T Long-Term Strategy

Pursue non-bank acquisitions to grow existing product lines and expand into related financial businesses:

• Insurance

• Mortgage

• Consumer Finance

• Commercial Finance

58

BB&T Long-Term Strategy

Drivers of 2009 Results

• Loan Growth 5% - 7%

• Deposit Growth 4% - 6%

• Noninterest Income Growth 5% - 7%

• Noninterest Expense Growth 2% - 4%

• Margin 3.60% area

• Net Charge-offs 1.40% to 1.50% for the full year – higher in the first half of the year, improving in the second half

59

2009 Key Strategic Objectives

(1)	Effectively Manage Through The Credit Cycle
(2)	Achieve Superior Revenue Growth
(3)	Create The Perfect Client Experience
(4)	Control Cost: Maximize Economic Profit

60

Key Strategic Objectives

(1)	Effectively Manage Through The Credit Cycle
		Minimize Loan Losses
		Work With Clients
		Deposits / Liquidity / Capital
		Avoid Adverse Selection
		Diversify (C&I, Small Business)

61

Key Strategic Objectives

(2)	Achieve Superior Revenue Growth
n	Better pricing on existing products
		Restore Pricing Discipline
n	Sell more products to existing clients
		IRM
n	Attract more clients
		Best market opportunity in decades

62

Key Strategic Objectives

(3)	Create The Perfect Client Experience
		V = Q / P
		Execute Reliable, Empathetic, Responsive, Competent Service
		Community Bank Model

63

Key Strategic Objectives

(4)	Control Cost: Maximize Economic Profit
		Simplify
		Eliminate Non-Essential Activities
		Some FTE Reductions

64

 

• Superior sales / service system

• Different and better model for community banking

• Long term commitment to developing people to create “winners”

• Great markets / Great franchise

• Philosophy: Rational / Objective

65

Challenges

In the System

• Disruption in financial markets: significantly increased risk

• Residential real estate risk

• Intense competition

• Continuous margin pressure

• Ongoing burden of regulatory cost

• Consolidation in financial services

• Economic globalization and rapid change / volatility

66

Challenges
Ours

• Managing concentration risk in single family residential lending

• Maintaining relative out performance versus peers

• Having a passion for consistently providing the client with better value through rational innovation and productivity improvement

• Accelerate revenue momentum

• Improving efficiency

• Making objective decisions in a highly “charged” environment

• Maintaining enthusiastic positive attitude

67

Opportunity

To create a high-performance organization that can survive and prosper
	The Best Financial Institution Possible
Why we can do it:
	Great people!
	Strong client relations
	Excellent markets
	Sound financial position
	Rational strategy
	Great board

 

68

Traits of Outstanding Achievers

1)	Believe absolutely and completely in mission
2)	Commit the time, energy and resources to make it happen
3)	Train so that you indeed have the best skills in your field
4)	Enjoy the journey
5)	Maintain an enthusiastic positive attitude

69

 

Best Bank In Town

EX-99.2

Exhibit 99.2

BB&T

     Insurance and
Financial Services

Investor Conference

February 11, 2009

Insurance Services and Financial Services

Generating Fee Income 1
	For the Period Ended
	2004		2005		2006		2007		2008
BB&T									Goal 45%
Noninterest Income
/Net Revenue 2	37.8	%	39.1	%	40.6	%	41.3	%	40.3	%
Insurance Services
Noninterest Income	10.9	%	11.6	%	12.3	%	12.5	%	12.3	%
/BB&T Net Revenue 2
Financial Services
Noninterest Income	7.6	%	8.1	%	8.5	%	8.2	%	8.6	%
/BB&T Net Revenue 2
Combined NII as a %
of BB&T Total NII	48.9	%	50.5	%	51.3	%	50.2	%	51.9	%

¹ Operating results           ² Consolidated, fully taxable-equivalent revenues

BB&T

Insurance Services

BB&T Overall Insurance Operations is composed of 7 separate complementary subsidiaries:

• BB&T Insurance Services, Inc. – 96 locations domiciled in the BB&T footprint. This is our key vehicle to execute our Integrated Relationship Management Strategy (IRM).

• CRC Insurance Services, Inc. – 35 wholesale locations, brokerage and Managing General Agency operation, the largest U.S. P&C wholesaler.

• McGriff, Seibels and Williams, Inc. – 8 Retail Insurance Operations outside the BB&T (bank) footprint. Retail Insurance operation with a large account (Fortune 1000) emphasis.

• BB&T Assurance, Ltd. – Bermuda based captive that supplies alternative risk transfer and specialty program expertise, consulting, and program management.

• AmRisc, LLP – Managing General Underwriter (no risk assumption) for primarily wind based catastrophe prone property – Underwriters for Lloyds of London, Berkshire Hathaway, Renaissance Re, Munich Re, and American Coastal.

• American Coastal Insurance Company – Insurance company that insures Florida based commercial condominium properties.

• BB&T Insurance Services of California, Inc. – 6 retail insurance locations domiciled in the State of California, the largest US insurance premium market.

BB&T Insurance Highlights

• 6^th largest Insurance distributor in the United States and 7^th in the World¹

• Ranked #1 in Productivity among the World’s Top 10 Brokers for the last 5 years¹

• Top Performer in organic growth among the World’s Top 10 Brokers for the last several years

• Largest Commercial P&C Wholesale broker in the United States

• “Top 5” performer with most of our top 25 Insurance Company partners – largest market for many

• 152 locations across the United States

¹ Source: Business Insurance Magazine

BB&T Insurance

Average Commercial Premium Rate Changes by Account Size

 

Insurance Industry Market Conditions

• In 2008, excess industry capacity fueled price competition, leading to lower renewal rates and premiums across the board

• Commercial rates have significantly declined since the 4^th quarter of 2001 with the exception of 2005 and early 2006.
  Rates were down 10 – 15% (varies by business class) in 2008.

• In late 4Q08, prices began to stabilize in commercial product lines.

• Rates are especially turning upward for risks that historically have been the most difficult to insure (i.e. wholesale).

BB&T Insurance’s Focus – Plays that Win

When soft market conditions persist, we focus on growing our market share by:
1.	Putting a strong emphasis on writing new business through a consultative selling approach
2.	Maintaining an intense focus on client retention
3.	Seeking out new clients that need to overhaul their risk management program and reduce overall cost
Current market conditions give us an opportunity to win new accounts.
BB&T Insurance’s retail revenue from new business has consistently performed well, significantly offsetting soft market conditions.
BB&T Insurance’s client retention is currently 93%, an increase of 4% from three and a half years ago.

BB&T Insurance

Revenue by Company 2008 (12/31)

$925 million 2008 revenue

Internal management basis, not restated for acquisitions.

BB&T Insurance

Earnings (Income Before Allocations and Tax)

Internal management basis, not restated for acquisitions. Excludes 2005 lease accounting charges. Excludes effect of Attenta in 2007.

BB&T

Financial Services

BB&T Financial Services

Over 2,500 professionals and support team members

	Retail Services		Corporate Services
•	Wealth Management	•	Asset management
•	Investment products sales	•	Capital markets
•	Investment advisory	•	Merger & acquisition consulting
	services	•	Purchase & placement of multi-
•	Discount & Full Service		bank credit facilities
	brokerage services	•	Correspondent broker clearing
•	Trust & Estate	•	Corporate & employee benefit
	administration		plans
•	Farm, real estate & timber	•	Actuarial and investment
	management		consulting services

Financial Services Market Coverage

Financial Services

Revenue by Line of Business 2008 (12/31)

$801 million 2008 revenue after intercompany eliminations

* Total assets invested of approximately $58.3 billion

BB&T

Investment Services, Inc.

BB&T Investment Services, Inc.

• Fully registered broker-dealer based in Charlotte

• Over 300,000 retail and small business clients

• More than $9.3 billion currently invested by our clients

• Full-service, discount brokerage, and online trading capability

• Primary focus on the sale of fixed and variable-rate annuities and mutual funds to clients

• Approximately 356 employees in NC, SC,VA, MD, DC, GA, FL, TN, WV, KY, and AL

• Member NASD & SIPC

BB&T Investment Services, Inc.

Revenue by Source 2008 (12/31)

Scott & Stringfellow –
Private Client Group

Scott & Stringfellow – Private Client Group is a division of Scott & Stringfellow,
LLC, a member NYSE/SIPC. Scott & Stringfellow is a separate, non-bank affiliate
of BB&T Corporation.

Scott & Stringfellow – Private Client Group

Scott & Stringfellow

Revenue by Source 2008 (12/31)

$154 million 2008 revenue

Wealth, Institutional and
 Investment Advisory
 Businesses

• BB&T Wealth Management

• Institutional Services

• BB&T Asset Management, Inc.

• Sterling Capital Management, LLC

BB&T Wealth Division - providing financial services to the high net worth individual

• BB&T Wealth Management – Clients with investable assets of $1 million+ 

         or $5 million+ in net worth. Opportunity the BB&T business client 

• Private Financial Services – Clients with $250,000 to $1 million in 

         investable assets. Opportunity our “invisibly wealthy” clients 

Wealth, Fiduciary and Advisory Services: 

             • Financial Planning 

             • Portfolio Management and Investment Advisory Services 

             • Trust and estate account administration 

             • Dedicated lending to serve the wealthy client 

             • Coordinate the delivery of other bank products (e.g. mortgage and 

                       insurance) 

Institutional Services - providing financial services to our business clients

• Investment services to a broad range of business clients ranging from custodial responsibility to full investment management

• Employee based ERISA accounts including 401(k) plans and defined benefit plans

• Employee benefit consulting services

• Flex benefits spending accounts and HSA accounts administration

• Corporate trust services and Philanthropic services

Investment Advisory Business

BB&T Asset Management, Inc.
	Named advisor to the BB&T Mutual Fund Family
	Manager of BB&T Select Equity and Fixed Income Portfolios for BB&T Wealth Division clients and Institutional clients
	Multi-strategy platform manager for Private Financial Clients
Sterling Capital Management, LLC
	National sales platform marketing to the professional consultant
	Largely institutional client base for corporations and governmental units
	An investment focus on cash management, high grade fixed income, and small and mid-cap equity selection with a value-based focus
	Ability to manage assets on an international basis

Wealth/Institutional/Asset Management Services

Revenue by Source 2008 (12/31)

BB&T

Capital Markets

Corporate Banking and Securities Group

BB&T Capital Markets is a division of Scott & Stringfellow, LLC, a member NYSE/SIPC.
 Scott & Stringfellow is a separate, non-bank affiliate of BB&T Corporation.

BB&T Capital Markets - Corporate Banking & Securities

BB&T Capital Markets - Corporate Banking Group

Division of the Bank that serves the large corporate market with lending products and is the provider of sophisticated credit products and services (i.e. interest rate derivative products, syndicated lending) to our commercial client base

BB&T Capital Markets – Securities Group

Division of Scott & Stringfellow, Inc., a registered broker/dealer subsidiary of BB&T Corporation

Headquarters in Richmond with offices in:
Atlanta	Birmingham	Boston	Boca Raton	Charlotte
New York	Reston, VA	San Diego	San Francisco
Tysons Corner, VA	Winston-Salem

Trading platforms in capital markets involving debt and equity securities

Investment banking services to small and middle -market clients

Research – Best on the Street: over half of our publishing analysts have been recognized by the Wall Street Journal or Institutional Investor

BB&T CAPITAL MARKETS: Full-Service, Relationship Approach

• BB&T Capital Markets is committed to helping our clients achieve their long-term strategic objectives while addressing their immediate financing needs.

BBTCM INVESTMENT BANKING: Industry Experience

BB&T CAPITAL MARKETS:  Corporate Banking Highlights

Capital Markets Corporate Banking

• Corporate Banking Industry Specialization – Centralized team of 6 Corporate Bankers aligned with Equity Capital Markets industry teams that currently manage lending relationships with $3.29 billion in credit commitments with $1.28 billion outstanding.

• Large Corporate Banking Initiative – 7 regionally based Corporate Bankers solely focused on in-market public and private companies with revenues of $250+ and $500+ million, respectively. Total existing credit commitments in this regionally-based portfolio total $4.29 billion with outstandings of approximately $1.25 billion and total deposits of $164 million.

• High Vol. Deposit Relationships – Centrally manage high volume deposit relationships that generated $9.1 million in analysis fees and $107 million in average DDA balances in 2008.

Interest Rate Derivatives

• Interest rate swaps, collars and caps sold by sales team that generated $59.9 million in revenues in 2008.

Loan Syndications

• Providing structuring and relationship management support for syndicated loans led by BB&T. BB&T currently Leads or Co-Leads 12 syndicated credit facilities with nearly $1.2 billion in total facility commitments and $520 million in BB&T loan commitments.

BB&T CAPITAL MARKETS:   Securities Group Highlights

BB&T CM advised on 25 M&A transactions and 15 Equity

transactions.     

Debt Capital Markets Taxable Investment Banking was a manager on

159 transactions in 2008, an 11% increase over 2007.

Debt Capital Markets Tax-Exempt Investment Banking was a manager

on 164 transactions in 2008, a 118% increase over 2007.

Based on the strength of the Investment Bankers calling efforts and

$2.1 billion in BB&T letters of credit, BB&T CM was a top 10

underwriter / remarketer for floating rate debt in 2008.

Both Equity and Debt Sales and Trading had record years as a result

of wider spreads, increased volume, and prudent risk management

practices.     

BB&T Capital Markets

Revenue by Source 2008 (12/31)

 

Internal mgmt. basis before loan loss provision, not restated for acquisitions, and the addition of Private Financial Services in 2008.
Without Private Financial Services, total revenue was approximately $742 million with a CAGR of 11.6%

Financial Services

Earnings (Income Before Allocations, Provision & Tax)

Internal mgmt. basis before loan loss provision, not restated for acquisitions and the addition of Private Financial Services in 2008. Without Private Financial Services, earnings as reported above was approximately $236 million with a CAGR of 14.9% . 2005 excludes lease accounting charges and the Windsor’s accelerated acquisition intangible amortization.

2008 Financial Services Accomplishments

• Financial Services achieved record levels of revenue and net income before taxes in 2008.

• The Luxury Institute Survey reported BB&T Wealth Management first among regional banks in the 2008 Luxury Brand Status Index of ultra-high net-worth consumers with a minimum net worth of $5 million and $200 K annual income.

• Institutional Services continued its #1 ranking in customer service for small to mid-sized 401(k) providers from 401(k) Exchange and won three Best in Class award from PlanSponsor Magazine.

• Eleven BB&T Funds received coveted 4- and 5-star ratings from Morningstar, Inc.

• BB&T Capital Markets placed nine analysts in the Forbes/Starmine / WSJ / Forbes annual awards, managed 15 public equity offerings, and advised on 25 M&A transactions.

BB&T

     Insurance and
 Financial Services

EX-99.3

Exhibit 99.3

     BB&T Corporation
 Financial Management
Superior Relative Performance

Investor Conference

February 11, 2009

Total Assets and Market Value
Assets				Market Value
U.S.				U.S.
Rank	Company	$ Billions		Rank	Company		$ Billions
1	J.P. Morgan	$	2,175	1	J.P. Morgan	$	95
2	Citigroup		1,945	2	Wells Fargo		80
3	Bank of America		1,818	3	Bank of America		42
4	Wells Fargo		1,310	4	U.S. Bancorp		26
5	PNC Financial		291	5	Citigroup		19
6	U.S. Bancorp		266	6	PNC Financial		14
7	SunTrust		189	7	BB&T		11
8	Capital One		166	8	Capital One		6
9	BB&T		152	9	SunTrust		4
10	Regions		146	10	M&T Bank		4

Assets as of December 31, 2008
Market Value as of January 31, 2009

2

2009 Peer Banks

3

Financial Management

Agenda

1.	Profitability
2.	Balance Sheet Strategy
3.	Investment Portfolio
4.	Funding and Liquidity
5.	Interest Rate Sensitivity
6.	Capital
7.	Investing for the Future
8.	Summary

4

Source: SNL and Company Reports

5

6

Profitability

Efficiency Ratio - Drivers

• Integration of systems and processes

• Corporate culture – everyone on same page

• Disciplined integration of acquisitions

• Mind set – treat company’s money as if it is your own

• Positive operating leverage

7

Profitability
Operating Leverage
	Linked Period Basis
	1st Q		2nd Q		3rd Q		4th Q		Year
	2008		2008		2008		2008		2008
Revenue Growth	10.49	%	22.48	%	3.40	%	7.38	%	10.80	%
Expense Growth	8.70	%	22.13	%	1.20	%	3.98	%	9.75	%
Operating Leverage	1.79	%	0.35	%	2.20	%	3.40	%	1.05	%

Based on operating earnings

8

Profitability
Operating Income1
Year-Over-Year Growth
(Dollars in Millions)
		2008		2007	Pct Change			Core2
Net interest income	$	4,388	$	3,948	11.1		%	10.5	%
Noninterest income		3,060		2,774	10.3			1.3
Total revenue		7,448		6,722	10.8			6.6
Noninterest expense		3,952		3,601	9.7			4.3
Pre-tax pre provision operating income		3,496		3,121	12.0			9.2
Net charge-offs		851		338	151.8
Reserve build		594		110	440.0
Operating earnings before income taxes		2,051		2,673	(23.3	)
Taxes3		654		924	(29.2	)
Operating earnings		1,397		1,749	(20.1	)
Operating earnings available to common shareholders		1,376		1,749	(21.3	)

¹Based on operating earnings

²Excludes the impact of purchase acquisitions, the implementation of fair value accounting and the net impact of valuation adjustments for mortgage servicing rights and gains or losses on mortgage servicing rights-related derivatives.

³Includes $83 million and $68 million for 2008 and 2007, respectively for FTE adjusted income.

9

10

Balance Sheet Strategy
 Loan Growth

Versus the Same Period of the Prior Year

11

12

Balance Sheet Strategy

Capital Purchase Program

• U.S. Treasury invested $3.1 billion of preferred stock (including warrants) in BB&T Corporation.

• Viewed favorably by regulators and rating agencies.

• Preferred stock has lower cost of capital than current marketplace.

• Initial goal – neutralize the cost to shareholders
  – Invested in GSE mortgage-backed securities.

• Increase lending activities to generate additional earnings and tangible common equity.

13

14

Investment Portfolio by Security Type

December 31, 2008

* Distribution is calculated based on quarter-end amortized cost.

15

Investment Portfolio Summary

December 31, 2008
(Dollars in millions)

16

Investment Portfolio
Strategy

• Invest in high quality low risk securities.

• Utilize cash flows to fund loan growth.

• Pledge securities to bring in client public funds and repurchase agreements.

• Securities are evaluated every quarter for impairment. In the past, we have had adequate offsetting transactions to neutralize the impact on earnings.

• Emphasize liquidity first, then earnings.

17

Funding and Liquidity

Increase Funding Flexibility

Restructured Bank and Holding Company Debt Programs
	Focus on speed and access to marketplace
	Added multi-currency capability
	Added medium-term note capacity
	Added commercial paper facility
	Added broker CD program
Increased borrowing capacity at both Federal Home Loan Bank and Federal Reserve Bank
	Increased capacity by $20 billion

18

Funding and Liquidity
Secured Borrowing Sources
December 31, 2008
		Capacity		Usage
		(Dollars in millions)
Fed Discount Window	$	15,760.2	$	-
Treasury Tax & Loan and Treasury Auctions		8,630.3		2,555.9
Dealer Repurchase Agreements		3,000.0		1,010.0
Federal Home Loan Bank		19,058.7		10,083.3
Available Investment Securities		10,969.3		-
	$	57,418.6	$	13,649.2

Note: Excess secured funding capacity was 242% of one year National Markets funding maturities.

19

Funding and Liquidity
Liquidity Position

 

20

Funding and Liquidity
Funding Strategies

Fund as much as possible from clients (deposits and borrowings)
Diversity of funding sources – secured and unsecured
	Bank notes / medium-term notes
	Broker deposits
	Fed funds
	Dealer repurchase agreements
	Commercial paper
	Eurodollars
Stagger maturities to avoid excessive funding pressure
Utilize government programs on an as needed basis
	Temporary liquidity guarantee program
Maintain strong liquidity first, then minimize funding costs

21

     Funding and Liquidity
 Structured Transactions

IRS Issue
	BB&T has received notification of proposed IRS adjustments related to foreign tax credits claimed.
	Although the amount and timing of the resolution of this issue cannot currently be determined, BB&T believes its reserves are adequate to cover the expected liability.
	BB&T will attempt to settle the issue during 2009 and will pursue litigation if required.
	We may need to fund a payment to stop the accrual of interest on the proposed adjustment.

22

Funding and Liquidity
Ratings
	S&P	Moody’s	Fitch	DBRS
BB&T CORPORATION
- Common stock/issuer	A+	Aa3	AA-	AA (low)
SUBSIDIARY BANK - Branch Banking & Trust Company
- Long term deposits	AA-	Aa2	AA	AA
Ratings Outlook	Stable	Negative	Stable	Stable

23

Funding and Liquidity
Bank Holding Company Ratings
as of February 2, 2009
Sorted based on S&P Rating			Sorted based on Moody's Rating			Sorted based on Fitch's Rating
Company	S&P	Outlook	Company	Moody'sOutlook		Company	Fitch	Outlook
1 U.S. Bancorp	AA	Stable	1 U.S. Bancorp	Aa2	Stable	1 Wells Fargo & Company	AA	Stable
2 Wells Fargo & Company	AA	Negative	2 Bank of NY Mellon Corporation	Aa2	Stable	2 U.S. Bancorp	AA-	Positive
3 Bank of NY Mellon Corporation	AA-	Stable	3 JPMorgan Chase & Co.	Aa3	Stable	3 BB&T Corporation	AA-	Stable
4 Northern Trust Corporation	AA-	Stable	4 BB&T Corporation	Aa3	Negative	4 Bank of NY Mellon Corporation	AA-	Stable
5 BB&T Corporation	A+	Stable	5 Wells Fargo & Company	Aa3	Negative	5 JPMorgan Chase & Co.	AA-	Stable
6 State Street Corporation	A+	Negative	6 Northern Trust Corporation	A1	Stable	6 Northern Trust Corporation	AA-	Down
7 Bank of America Corporation	A+	Negative	7 SunTrust Banks, Inc.	A1	Stable	7 Bank of America Corporation	A+	Stable
8 JPMorgan Chase & Co.	A+	Negative	8 State Street Corporation	A1	Negative	8 Citigroup Inc. *	A+	Stable
9 Citigroup Inc. *	A	Stable	9 Bank of America Corporation	A1	Negative	9 PNC Financial Services Group, Inc.	A+	Stable
10 PNC Financial Services Group, Inc.	A	Stable	10 PNC Financial Services Group, Inc.	A1	Negative	10 Comerica Incorporated	A+	Stable
11 SunTrust Banks, Inc.	A	Negative	11 Marshall & Ilsley Corporation *	A1	Down	11 Regions Financial Corporation	A+	Negative
12 Regions Financial Corporation	A	Negative	12 Comerica Incorporated	A2	Stable	12 State Street Corporation	A+	Down
13 Comerica Incorporated	A	Negative	13 Keycorp	A2	Stable	13 SunTrust Banks, Inc.	A+	Down
14 M&T Bank Corporation	A-	Stable	14 M&T Bank Corporation	A2	Negative	14 Keycorp	A	Stable
15 Fifth Third Bancorp	A-	Negative	15 Citigroup Inc. *	A2	Down	15 Fifth Third Bancorp	A
16 Keycorp	A-	Negative	16 Fifth Third Bancorp	A2	Down	16 M&T Bank Corporation	A-	Stable
17 Synovus Financial Corp.	BBB+	Negative	17 Regions Financial Corporation	A3	Negative	17 Zions Bancorporation *	A-	Stable
18 Capital One Financial Corporation	BBB+	Negative	18 Capital One Financial Corporation	A3	Negative	18 Capital One Financial Corporation	A-	Stable
19 Marshall & Ilsley Corporation *	BBB+	Negative	19 Zions Bancorporation *	A3	Negative	19 Huntington Bancshares Inc. *	A-	Stable
20 Zions Bancorporation *	BBB+	Negative	20 Huntington Bancshares Inc. *	A3	Down	20 Synovus Financial Corp.	A-	Negative
21 First Horizon National Corporation	BBB	Stable	21 Popular, Inc. *	Baa1	Negative	21 First Horizon National Corporation	BBB+	Negative
22 Huntington Bancshares Inc. *	BBB	Negative	22 First Horizon National Corporation	Baa1	Negative	22 Popular, Inc. *	BBB	Negative
23 Popular, Inc. *	BBB-	Stable	23 Colonial Bancgroup, Inc.	B2	Down	23 Colonial Bancgroup, Inc.	BB	Down
24 Colonial Bancgroup, Inc.	BB-	Down	24 Synovus Financial Corp.	N/A		24 Marshall & Ilsley Corporation *	N/A
25 Associated Banc-Corp	N/A		25 Associated Banc-Corp	N/A		25 Associated Banc-Corp	N/A
* Moody's issuer credit rating was not available on Reuters for these companies. Table reflects long-term debt rating.
N/AInformation not available on Reuters.

24

Interest Rate Sensitivity
Interest Rate Risk Management

Net Interest Margin

25

Interest Rate Sensitivity

26

Interest Rate Sensitivity

Economic Value of Equity Sensitivity Report

as of December 31, 2008

Policy Limit is + / - 30%

27

     Interest Rate Sensitivity
Interest Rate Risk Strategy

Net Interest Income represents approximately 60% of total revenues
Produce a stable net interest margin (3.60% area for the full year)
Tools used to achieve results include derivatives, investment portfolio and pricing assets and liabilities
Primary drivers of net interest margin:
	Loan growth (mix change)
	Deposit pricing competition
	Prepayment speeds on mortgages and MBS

28

Capital

 

*Including trade date accounting balances, this ratio would be 5.3% .

29

   

30

     Capital
 Industry Leading Capital Generation

Cash Basis Return on Tangible Common Equity

31

     Capital
Capital Management Strategies

• Provide adequate capital in relation to BB&T’s overall risk profile

• Preserve a sufficient base to support future growth

• Provide a competitive return to shareholders

• Comply with regulatory standards

• Achieve optimal credit ratings

32

Investing for the Future
 Investing for Growth

• Disciplined decision making for both organic investments and acquisitions

• Strong financial analysis on both an economic and accounting basis

• Centrally managed review process

• Thorough due diligence performed

• Strategic and cultural fit

• Executive management gives final approval

33

     Investing for the Future Organic Capital Investments

Highlights

•Opening de novo branches (106 from 2006 through 2009)
•Purchasing land for future branch consolidation
•Upgrading data and voice network – IT Transformation project
•Expanded 2 mission critical operations centers’ capacity and upgraded redundancy
•Moved into signature building in Atlanta

34

Acquisition Investments

Invested $1.8 billion since 2006

2006		2007		2008
• Wyman, Green & Blalock	•	Coastal Financial	•	Ott & Company
• Bergen Capital	•	AFCO/CAFO	•	Ramsey Title Group
• FSB Financial	•	Collateral Real Estate	•	Burkey Risk Services
		Capital
• Main Street Banks			•	Savannah Reinsurance
	•	Reese Insurance		Underwriting Management
• First Citizens Bancorp		Associates
			•	Premier Benefits Group
	•	Carswell Insurance	•	UnionBanc Insurance Services
	•	Sidney O. Smith	•	Puckett, Sheetz & Hogan
	•	Heritage Title	•	Southern Risk Holdings, Inc.
	•	Established American	•	Commercial Title Group
		Coastal
			•	J. Rolfe Davis Insurance
				Agency
			•	TapCo Underwriters, Inc.
			•	Haven Trust Bank
			•	Live Oak Capital Ltd.

35

Financial Management Summary

• Industry leading profitability statistics

• Strong core operating earnings

• Excellent cost control

• Strong liquidity and capital positions

• Conservative risk management

• Investing for the future

• Low risk providing a more predictable earnings stream

• High return of earnings to shareholders

36

Superior Relative Performance

     BB&T Versus Peers
 Annualized Total Return to Shareholders

For the Period 1-1-08 through 1-31-09

 

37

EX-99.4

Exhibit 99.4

     Deposits – A Significant
 Contributor to BB&T’s Success

Agenda

• Managing Deposits as a Line of Business

• 2008 Financial Crisis Timeline

• Deposit Highlights for 2008

• Key Initiatives for 2009

2

Managing Deposits as a Line of Business

3

Mission

To drive core deposit growth while balancing

• Interest costs

• Revenue generation

• Overall quality of the deposit base

4

Deposit Services

Achieve balanced performance within the context of liquidity, balance sheet growth and market conditions.

5

   Deposit Services

% of Average Noninterest Bearing as a % of Total Average Deposits

2008

National Peers consist of CMA, FITB, HBAN, KEY, M&T,
M&I, PNC, BPOP, RF, STI, USB and Zions	Source: Earnings Releases
	Restated for Acquisitions

6

  Deposit Services

Achieve balanced performance within the context of liquidity, balance sheet growth and market conditions.

7

   Deposit Services

Achieve balanced performance within the context of liquidity, balance sheet growth and market conditions.

8

2008 Financial Crisis Timeline

2008 Financial Crisis Timeline

10

2008 Financial Crisis Timeline

Deposit Highlights
 for 2008

12

Deposit Services

• Experienced accelerated growth in deposits in the second half of the year including strong growth in transaction and money market account balances

• Grew net new transaction accounts by 94,012 accounts

• Dramatically improved our cross-sell ratios in 2008 at account opening and for existing clients

• Aggressively managed deposit costs in response to rapidly falling interest rates

• Demonstrated strong service charge growth in 2008

13

Deposit Services

Total Average Deposits

($ in millions)

Source: Earnings Release as reported

14

Deposit Services

  Total Average Transaction, Savings & Money Market Accounts

($ in millions)

Source: Earnings Release as reported

15

Deposit Services

Deposit Growth
Peer Comparison
2007 vs. 2008 YTD

 

National Peers consist of CMA, FITB, HBAN, KEY, M&T,

M&I, PNC, BPOP, RF, STI, USB and Zions

Source: Earnings Release
Restated for Acquisitions

16

Deposit Services

• Experienced accelerated growth in deposits in the second half of the year including strong growth in transaction and money market account balances

• Grew net new transaction accounts by 94,012 accounts

• Dramatically improved our cross-sell ratios in 2008 at account opening and for existing clients

• Aggressively managed deposit costs in response to rapidly falling interest rates

• Demonstrated strong service charge growth in 2008

17

Deposit Services

Net New Checking Accounts

18

Deposit Services

• Experienced accelerated growth in deposits in the second half of the year including strong growth in transaction and money market account balances

• Grew net new transaction accounts by 94,012 accounts

• Dramatically improved our cross-sell ratios in 2008 at account opening and for existing clients

• Aggressively managed deposit costs in response to rapidly falling interest rates

• Demonstrated strong service charge growth in 2008

19

“Bundle” Results

	2007	2008	% Improvement
	(Before Implementation)	(Year End)
New Retail DDA + 3 or	25.3%	41.1%	15.6%
more services
households (1-30 days)
New Business DDA + 3	4.8%	12.9%	8.1%
or more services
households (1-60 days)

20

Deposit Households (Network Assigned)

* Total Lost Households (Nov ’07 to Nov ’08) considered only from the baseline population as of Nov, 2007 – this is a more traditional measure of attrition that also tends to report lower attrition rates since the attrition on new clients is not considered and new clients attrite at a higher rate than older clients. This method is chosen here because the industry tends to report attrition this way so it is more comparable to peers.

21

Deposit Services

• Experienced accelerated growth in deposits in the second half of the year including strong growth in transaction and money market account balances

• Grew net new transaction accounts by 94,012 accounts

• Dramatically improved our cross-sell ratios in 2008 at account opening and for existing clients

• Aggressively managed deposit costs in response to rapidly falling interest rates

• Demonstrated strong service charge growth in 2008

22

Deposit Services

Cost of Interest Bearing Deposits for 2008

23

Deposit Services

Cost of Interest Bearing Deposits Peer Comparison

National Peers consist of CMA, FITB, HBAN, KEY, M&T,
 M&I, PNC, BPOP, RF, STI, USB and Zions

Source: Earnings Release

24

Deposit Services

• Experienced accelerated growth in deposits in the second half of the year including strong growth in transaction and money market account balances

• Grew net new transaction accounts by 94,012 accounts

• Dramatically improved our cross-sell ratios in 2008 at account opening and for existing clients

• Aggressively managed deposit costs in response to rapidly falling interest rates

• Demonstrated strong service charge growth in 2008

25

Deposit Services

Service Charges on Deposits

($ in millions)

 

Source: Earnings Release
Restated for Acquisitions

26

Deposit Services

Service Charges
Peer Comparison

2007 vs. 2008 YTD

National Peers consist of CMA, FITB, HBAN, KEY, M&T,

M&I, PNC, BPOP, RF, STI, USB and Zions 

Source: Earnings Releases
Restated for Acquisitions

27

2009 Key Initiatives

28

2009 Initiatives to Obtain Balanced Performance

29

EX-99.5

Exhibit 99.5

BB&T Lending Group

Driving Superior Quality, Profitability and Growth

Investor Conference

February 11, 2009

Objectives

Demonstrate long term superior credit performance by BB&T based upon well defined “points of differentiation”
Address key concerns regarding BB&T’s current portfolio through increased disclosure
	Real Estate
	Other (non-real estate) segments
Provide outlook for performance in 2009 and beyond, including risks presented by the economy and housing markets

Key Messages

Strategy, structure and process do matter
	BB&T’s lending strategy enhances performance
	Lending Group’s unique organizational structure and functions add value
	Superior balance of credit quality, profitability and growth for many years
Geography, product, channel and granularity advantages mitigate but don’t eliminate challenges in Single Family Residential Real Estate segments
	Non-Real Estate (RE) segments fundamentally sound despite negative cyclical trends and some exposure to markets with severe housing problems
	Real estate exposure is manageable under a range of realistic scenarios
	Seeing high quality production, rational spreads in non-RE segments
Continuing to leverage BB&T’s legacy risk management strengths to manage through the cycle and achieve superior long term performance

Today’s Agenda

Strategy, Organizational Structure and Lending Process
	BB&T’s Long Term Lending Strategy
	Lending Group Structure and Functions
	Lending Process: Strategy, Transaction Management, Portfolio Management
Peer Comparisons
Portfolio Review
	Current Performance – Total Portfolio
	Non-Real Estate Segment Dashboards
	Real Estate Segment Dashboards
	2009 Outlook
Summary
Q & A

Strategy and Structure

BB&T’s Long Term Lending Strategy

Strategy	Execution	Portfolio Results
• Corporate values drive strategy	• Select clients that identify with	• Lower risk; broader, deeper and
	“value” promise	more profitable relationships
• Relationship focused	• Target market = prime credit	• Very little sub-prime exposure
	• Originate to hold	• Work through problems vs. quick
		charge-off
• Compete on value, not price	• Maintain risk-based pricing	• Better risk-adjusted returns (vs.
	discipline	peers)
• Serve local communities in	• Target market = local	• In footprint portfolio
Southeast	• Branch based delivery	• High % direct origination loans
• Deliver sustainable, predictable	• Intense focus on transaction risk	• Very granular exposure
results over the long term	mitigation	• High % of loans secured and
	• Avoid “trendy” lending and control	guaranteed
	exposure in “hot” markets	• No concentrations, except SFR RE
		• Traditional, non-exotic products

BB&T’s Long Term Lending Strategy

(continued)

Strategy	Execution	Portfolio Results
• Everyone in lending process is	• CCO involved in transaction	• No surprises (“we know what’s
accountable	approvals, problem loans and	going into the portfolio”)
	approves charge-offs > $100k	• Conservative transactions
	• Lenders “own the loan”
	• Concurring co-approval (2
	signatures)
• One company	• Shared culture, objectives and	• Balanced quality, profitability and
	incentives for credit and sales	growth
	• Consistent training, lending tools
	and systems
• Improve financial security of clients	• Don’t do if you don’t understand it	• Increased customer willingness and
	or can’t define client benefit	ability to pay
		• Lower losses (frequency and
		severity)

What’s Not in the Portfolio

• Loans in high risk geographies outside		• Exotic products
our footprint		–	No Option ARMS, negative amortization,
–	No exposure to CA, NV, AZ (sand states),		reverse mortgages
	rust belt, or Northeast	–	Limited low doc (risk layered) mortgages,
• Loans generated through high risk			sub-prime mortgages
business models		–	No CDS
		–	No leveraged finance
–	No “stand alone” national products exposure	–	No large condo, other CRE projects
–	No 3rd party/broker channel exposures in
	home equity, CRE	–	No large PUDs
		–	No fully underwritten syndicated loans (best
• Re-intermediation risk			efforts only)
–	No SIVs, other off balance sheet portfolios	–	No covenant lite or enterprise value
–	No “hung loans” from originate-to-distribute		corporate loans
	capital markets structured product
	businesses, e.g., RMBS, CMBS, CDO/CDO2	• Large counterparty exposures
		–	No large ones; limits very similar to
• Risky securities valuation marks			Commercial segment
–	Investment portfolio used for liquidity &
	interest rate risk management, not leverage

     BB&T Lending Group Unique Structure and Functions

Fully Integrated Risk Management Lending Group + Banking Network

BB&T Lending Process

BB&T Lending Process

BB&T Lending Process

BB&T Lending Process

Leverage Legacy Process with Analytics

Leverage Legacy Process with Analytics

Results = Superior Performance

Peer Comparisons

Nonperforming Assets / Total Loans

BB&T versus Peers
(Year ended December 31)

Net Charge -Offs / Average Loans

BB&T versus Peers
(Year ended December 31)

Total Loan Yield

BB&T versus Peers
(Year ended December 31)

Risk Adjusted Yield

Portfolio Review

Total Portfolio: Product & Channel Mix

Total Portfolio: Granularity & Limits

Total Portfolio Quality, Profitability and
 Growth

12/31/2008 Total Portfolio Scorecard

		4Q08				2008				2007
		$Amt	%			$Amt	%			$Amt	%
Average Loans	$	97,224	100	%	$	95,195	100.00	%	$	87,952	100	%
Growth	$	1,281	5.34	%	$	7,243	8.24	%	$	8,639	10.89	%
Charge-offs	$	314	1.29	%	$	851	0.89	%	$	338	0.38	%
EOP Loans	$	98,669	100	%	$	98,669	100	%	$	91,686	100	%
30-89 DPD	$	2,047	2.07	%	$	2,047	2.07	%	$	1,354	1.48	%
90+ Still Accruing	$	431	0.44	%	$	431	0.44	%	$	223	0.24	%
Non-accruing	$	1,413	1.43	%	$	1,413	1.43	%	$	502	0.55	%
ORE	$	617	0.63	%	$	617	0.63	%	$	194	0.21	%
NPA	$	2,030	2.04	%	$	2,030	2.04	%	$	696	0.76	%
Yield			6.09	%			6.35	%			7.67	%
Risk Adjusted Yield			4.80	%			5.46	%			7.29	%

Total Portfolio: Flight to Quality & Production

Non-Real Estate Dashboards

Real Estate Segment Dashboards

Mortgage Lending

CRE Other

SFR ADC

ORE

Outlook

Real Estate Loss Mitigation Initiatives

Intense effort to identify problems and accelerate resolution cycle
• CRE ADC		• Mortgage Lending
–	Progressive tightening beginning 3Q05	–	Eliminated low doc products
–	Special portfolio reviews to ensure	–	Tightened guidelines on standard products
	conservative ratings on all loans
–	Added resources to Problem Loan Admin,	–	Centralized risk management of
			construction to perm loans and completely
	placed in problem regions		restructured the product
–	Created new ORE group to manage disposal	–	Closed small (incipient) alternative
	of commercial properties and allow existing		mortgage business
	ORE staff to focus on single family homes
		–	Added loss mitigation unit
–	Reduced CRE ADC outstandings $744MM	• Home Equity
	for full year, including $177MM in stressed
	markets	–	Re-implemented and tightened existing
			policies, especially LTV, loan size
• Other Commercial Real Estate		–	Curtailed 2nds behind other bank 1sts
–	Tightened retail, office, hospitality guidelines	–	Reduced authority of regions to
	in 2Q08		approve/book exceptions
–	Tightened again for 2009	–	Added loss mitigation unit
–	Special portfolio review begun 1Q09

Non-Real Estate Loss Mitigation Initiatives

Take advantage of market opportunity to enhance quality and returns

• All segments		• Specialized Lending Group
–	More assertive collection efforts	–	Reducing “book to look” ratio at Regional
–	Reinforcing adherence to existing policies		Acceptance (able to be more selective as
	and procedures		other lenders have pulled back from
–	Limiting, centralizing authority to approve		market)
	policy exceptions	–	Moving upstream to higher ticket, higher
			quality leasing deals in Equipment Finance
• Sales Finance		–	Enhancing quality of book in premium
–	Lower LTV, shorter term		finance businesses
• Bankcard
–	Increased focus on line management
–	Reduced level of cash advances
• C&I, Governmental Finance
–	Scrutinizing new business for signs of
	“adverse selection”
–	New business is high quality, fully priced for
	risk

Allowance for Loan and Lease Losses

12.08 Allowance for Loan and Lease Losses ($1,574MM)

Outlook for 2009

2009 forecast (financial plan baseline)
	Continued deterioration in housing markets and overall economy through 1H09
	Assumed deterioration rate = same as experienced in 2H08
	NPL and NCO will increase, driven by increases from real estate segments
	Continued ALLL build; provision expense > NCO; funded from earnings
	ORE will go up; will resist “fire sales” to maximum extent possible
	2H09 expectations: beyond 1H09, course of economy will be primary driver
Stress analysis
	Baseline migration analysis suggests increase will be steady, but not explosive (absent unforeseen changes in migration rates/new external “shocks”)
	Stress scenarios extend period of deterioration into 3Q09 and beyond, holding deterioration rate steady at 4Q08 level (which includes 4Q seasonal effects)
	More pessimistic scenario than baseline; manageable outcome

Summary

Key Messages:

Risks are real, but so are opportunities

• Superior long term performance based on real differences

• Managing through the cycle; intense focus on loss mitigation and problem resolution

• Open for business (call Kelly) and making loans in segments where market conditions provide opportunities to book high quality, fully priced new loans

• Leveraging legacy lending strategy, structure and process strengths to continue to produce superior quality, profitability and growth

Q & A

EX-99.6

Exhibit 99.6

BB&T BANKING NETWORK

Executing on Time-Tested Strategies

Investor Conference February 11, 2009

During this time of uncertainty and instability, BB&T remains:

• Grounded on proven strategies

• Centered on traditional core banking services

Our focus for 2009 is unchanged:

EXECUTION

2

OUR EXECUTION PLAN
	Adhere to our core strategies
		Foundational and enduring
		Viable in any environment
		Affirmed by internal and external surveys
	Focus on performance and results, not on developing new strategies
	Increase productivity and achieve greater efficiencies
	Leverage our advantages

3

LEVERAGING OUR ADVANTAGES

Capitalize on our financial strength and stability
	Competitors are distracted by monumental problems
	Clients and prospects are seeking a strong bank - “flight to quality”
	BB&T remains committed to its clients during difficult times

4

     FLIGHT TO QUALITY DEPOSIT GROWTH TREND

2008

5

COMMITTED TO OUR CLIENTS
LOAN GROWTH TREND

2008

6

     LEVERAGING OUR
 ORGANIZATIONAL STRUCTURE

• Committed to our Community Banking Model since 1988

• Comprised of 33 regions

• Cost-effective way to execute on our strategies

• Proven to be scalable

7

COMMUNITY BANKING LOCATIONS

STATE	BRANCHES	CITIES		COUNTIES
ALABAMA	3		3	2
DC MSA	156		59	16
FLORIDA	107		63	26
GEORGIA	162		89	55
INDIANA	2		2	2
KENTUCKY	91		34	25
MARYLAND*	94		61	17
NORTH CAROLINA	360		204	75
SOUTH CAROLINA	117		60	24
TENNESSEE	58		32	16
VIRGINIA*	283		162	99
WEST VIRGINIA	78		50	26
TOTAL	1,511		819	383

* Excludes DC MSA         9

     LEVERAGING OUR
 ORGANIZATIONAL STRUCTURE

Each region is led by a Regional President (RP)
	Proven leaders
	Long tenured and skilled
	Extraordinary commitment and passion for the job
	Engaged and team oriented
	Long-term focused
	100% supportive of corporate strategies and Community Banking Model

10

     LEVERAGING OUR
 ORGANIZATIONAL STRUCTURE

Community Banking Model creates competitive advantages:
	Provides a structure to deploy expansive resources to compete with community banks
	Empowers our regional leadership to deliver local, customized solutions versus mega banks
	Keeps us close to our clients, key in times of difficulty
	Provides the foundation for our Sales and Service Culture Model

11

EXECUTING OUR PLAN
 6 KEY COMPONENTS

• Our People

• Sales Management

• Client Experience

• Expense Management

• Risk Management

• Performance Management

12

 

Time-Tested

13

POSITIONING OUR PEOPLE

Hire the right talent
On-board new employees (began in 2006)
	2006 = 35% on-boarded
	2008 = 85% on-boarded
Staff to appropriate levels
Set clear expectations
Focus on effective coaching and mentoring
Recognize high performers and manage non-performers

14

POSITIONING OUR PEOPLE

Ensure employees are well trained
	No reduction in training investment
	Increase in average training days
		2007 = 6.7 days
		2008 = 7.3 days
	Emphasis on the University Certification Program
		2007 = 29% certified
		2008 = 52% certified
	Focus on cross-training

15

BENEFITS GENERATED

• Client service scores climb higher than ever

• Morale remains high

• Turnover drops to record lows

16

EMPLOYEE TURNOVER

17

EMPLOYEE TURNOVER

18

EMPLOYEE TURNOVER

Total Banking Network Employees

19

Time-Tested

20

DELIVERING BB&T’S VALUE PROMISE

Foundation to all commercial and retail sales efforts
Reason why a client or prospect should bank with BB&T
Four elements of the promise
	Who am I?
	Who are we?
	What do we do?
	How do we do it?

21

COMMERCIAL SALES MANAGEMENT

RPs and City Executives drive Commercial Banking through:
	Adhering to the Decathlon Process
	Engaging IRM (Integrated Relationship Management) partners
	Leveraging our 238 Local Advisory Boards
	Inspecting behaviors
	Measuring results
	Executing on the Consultative Sales & Retention Process

22

CONSULTATIVE SALES &
 RETENTION PROCESS

23

AFFIRMING OUR SALES APPROACH

Greenwich Associates Middle Market Study

• BB&T received three national Greenwich Excellence Awards including “Overall Satisfaction”

• Affirms that our consultative sales process gives BB&T a competitive advantage

• Indicates that BB&T is well positioned to migrate new clients towards our consistency and soundness

24

AFFIRMING OUR SALES APPROACH

Barlow Research Study

Middle Market Banking
	#1 in overall satisfaction with primary bank and account officer
	#1 in likelihood for our clients to make referrals
	#1 in terms of time spent discussing financials and business operations
	#1 in standing by the client when times get tough
Small Business Banking
	#1 in overall satisfaction with primary bank and branch
	#1 in likelihood for our clients to make referrals
	#1 in ease of doing business and getting things right the first time
	#1 in standing by the client when times get tough

25

Results from surveys conducted in the BB&T footprint in 2006, 2007, and 2008

     NOW IS THE TIME
 TO TELL OUR STORY

• Companies are less loyal and looking to diversify their banking relationships

• BB&T has an opportunity to leverage its advantages and gain market share

26

TARGETING

TOP 41 LARGE MARKETS

Focus on aggressive calling efforts
Ensure increased IRM partnership (Financial Services) support
Inspect results
	Targeted reporting
	Monthly sales conference calls
	Separate campaign tracking

27

41 LARGE MARKETS
MD	KY	GA
ANNAPOLIS	LOUISVILLE	COBB COUNTY
BALTIMORE		FAYETTE COUNTY
	TN	FULTON COUNTY
VA	KNOXVILLE	GWINNETT COUNTY
NEWPORT NEWS	NASHVILLE
NORFOLK		AL
PORTSMOUTH	NC	BIRMINGHAM
RICHMOND	CARY
VIRGINIA BEACH	CHARLOTTE	FL
	DURHAM	BROWARD COUNTY
GREATER DC METRO	GREENSBORO	JACKSONVILLE
ALEXANDRIA	RALEIGH	ORLANDO
ARLINGTON	WILMINGTON	ST. PETERSBURG
BETHESDA	WINSTON SALEM	TAMPA
FAIRFAX CITY
GAITHERSBURG	SC
PRINCE WILLIAM
COUNTY	CHARLESTON
SPRINGFIELD	COLUMBIA
SUBURBAN MD	GREENVILLE
TYSONS	SPARTANBURG
WASHINGTON DC			28

LARGE MARKET PERFORMANCE
 BEFORE & AFTER NEW FOCUS

	Baseline Growth*				Growth
	2007 vs. 2006				2008 vs. 2007
	Large		Banking		Large		Banking
	Markets		Network		Markets		Network
Total Business Loans	1.6	%	5.6	%	12.5	%	9.8	%
Retail Loans
(excluding Bankcard)	2.0	%	3.1	%	1.5	%	0.6	%
Demand Deposits	-3.0	%	-1.9	%	-1.4	%	-2.0	%
Total Deposits	8.1	%	7.1	%	6.5	%	3.0	%
Noninterest Income	8.4	%	9.5	%	8.6	%	9.0	%
	*September YTD

29

RETAIL SALES MANAGEMENT

Driven by the Regional Retail Banking Manager and Sales & Service Leaders
Executed by the Financial Center Leader as the store owner/leader
Supports all client segments
Focuses on small business client strategy
Built on:
	Store Ownership Model
	Retail Consultative Concepts

30

STORE OWNERSHIP ELEMENTS

• Own the market

• Own the client experience

• Own the team (coaching and leadership)

• Own the processes and compliance

• Own the economics

31

RETAIL CONSULTATIVE CONCEPTS

Banking
	Helping to manage the client’s household finances
Loans
	Financing the major purchases for the client
Insurance
	Protecting the client, their family, and the things they value
Investments
	Growing, managing or preserving the client’s money
Managing the client’s life events
	Education, marriage, retirement, job change

32

ACQUIRING NEW CLIENTS
 BB&T@WORK STRATEGY

		2006		2007		2008
DDA & Savings ($)	$	103,565,311	$	150,185,651	$	393,335,020
DDA & Savings (#)		37,491		70,908		128,924
New Company IDs (CIDs) (#)		3,778		5,452		9,288

Production per BB&T@Work Sales Officer increased 31% over 2007
In 2008, BB&T@Work accounted for:
	44% of net new transaction accounts
	13% of total Retail DDA production

33

ACQUIRING NEW CLIENTS DE NOVO STRATEGY

Opened 131 de novo branches since 2004
Cumulative growth achieved:
	$3.6 billion in deposits
	$600 million in loans (retail only)
Average breakeven = 17.5 months
Cumulative breakeven in November 2008
2009 focus is to leverage the existing de novos

34

OPENED DE NOVOS BY STATE

STATE	# of DE NOVOS
NC	32
GA	31
FL	25
DC MSA	11
SC	10
MD*	7
KY/IN	6
VA*	6
TN	3
TOTAL	131
* Excludes DC MSA

35

     ACQUIRING NEW CLIENTS
 TARGETING THE HISPANIC MARKET

Represents about 50% of the population growth in our markets (for some regions, 100%)
Established 180 multicultural banking centers
Segment accounts for the following:
	110,500 households (HHs)
	Growth rate 3 times faster than non-Hispanic HHs
	$715 million in deposits
	$2 billion in loans

36

ACQUIRING NEW CLIENTS

TARGETING SMALL BUSINESSES

Renewed focus on growing this segment by leveraging our:
	Branches and Financial Center Leaders to reach small businesses
	Small Business Consultative Sales Process
	Training resources
	Bundling efforts
#1 goal is to grow deposits

37

DEEPENING RELATIONSHIPS
THROUGH BUNDLING

Initiated bundling process in October 2007
HHs with new DDAs plus 3 additional products
	September 2007 = 25.3%
	November 2008 = 39.6%
Supported by Client Central (sales platform)

Products Cross Sold	9/30/07		11/30/08
Debit Card	84.2	%	86.6	%
Online Banking	65.6	%	72.7	%
Savings	28.0	%	39.1	%
Overdraft	15.4	%	28.5	%
Bankcard	2.2	%	9.6	%

38

DELIVERING CLIENT SOLUTIONS

RELATIONSHIP BANKER PRODUCTION

39

 

Time-Tested

40

PERFECT CLIENT EXPERIENCE
“PCE”

• Reliable – sticking with our clients through thick and thin

• Responsive – reassuring our clients with quick follow-up

• Empathetic – willing to listen to our clients and provide honest feedback

• Competent – giving sound advice and serving as a financial partner

41

EXECUTING PCE

• Continue to focus on PCE as the foundation of service quality differentiation

• Adhere 100% to weekly PCE meeting schedule for commercial and retail teams

• Inspect using client service measurements

42

MYSTERY SHOPS

43

INTERNAL CLIENT SERVICE
 MEASUREMENT

44

2008 COMPETITIVE SCORES

Retail Overall Satisfaction

45

Research conducted by Maritz Research Inc. in 2008

Time-Tested

46

EXPENSE MANAGEMENT

Achieving greater efficiencies is fundamental to long-term success
	In economic uncertainty, expense management is an area where we can exercise considerable control
	RPs are demonstrating strong leadership
	Regions are being held accountable to their budgets

47

EXPENSE MANAGEMENT

Decreased staff in 2007 and 2008 without a significant reduction-in-force
	Used attrition
	Better managed non-performers
Introduced a teller staffing model in mid-2008
	Tellers reduced by 500
	Anticipate similar reduction in 2009
In 2009, continue to right-size across all areas
	Execute on additional staff reductions
	Minimize impact on revenue generation and service quality

48

NONINTEREST EXPENSE GROWTH

Excludes FDIC Insurance and
Foreclosed Property Expenses

49

     ACHIEVING EFFICIENCIES BY
 LEVERAGING OUR RESOURCES

$ in Billions							Two Year
(Period-End Data)		2006		2007		2008	Growth (%)
Total Loans & Leases	$	55.1	$	58.0	$	62.4	13.2	%
Total Deposits	$	75.6	$	77.5	$	82.6	9.3	%
Noninterest Income	$	1.41	$	1.58	$	1.72	22.0	%
Total FTE Employees		14,868		14,685		13,961	-6.1	%
FTE: Full-Time Equivalent

50

 

Time-Tested

51

CREDIT RISK MANAGEMENT
Regional President
	Drives Regional Loan Review Committee meetings
	Ensures Senior and Regional Credit Officers follow a daily process of managing quality
	Manages credit deterioration costs
	Makes certain credit relationships are serviced at all levels
Relationship Manager
	Stays close to clients
	Avoids adverse selection
	Reassures our clients
	Provides needed financial acumen

52

OPERATIONAL RISK MANAGEMENT

Challenging economic times call for strong risk management
	Ensure physical security procedures are followed
	Address departmental and branch audits

$ in Millions	2006	2007	2008
Operational Charge-Offs	$21.5	$24.6	$21.9

53

Time-Tested

54

PERFORMANCE MANAGEMENT

Centralized and regional tracking each month
	Balance sheet growth and quality
	Noninterest income growth
	Expense control
	Net income growth
Effort is expected, but RESULTS matter

55

GROWTH RESULTS

	2007		2008
Total Business Loans & Leases	5.87	%	9.75	%
Direct Retail Loans	2.80	%	0.58	%
Bankcard & Constant Credit	9.44	%	13.95	%
Demand Deposits	-1.92	%	-2.00	%
Total All Deposits	5.98	%	2.84	%
Noninterest Income	11.78	%	8.97	%
Noninterest Expense*	2.88	%	4.39	%
All data excludes the impact of bank acquisitions in 2007
*Includes FDIC and Foreclosed Property Expenses

56

PROFITABILITY TRENDS

$ in Thousands

	2006		2007		2008
Net Revenue per FTE	$329		$342		$361
Noninterest Income per FTE	$97		$108		$120
Noninterest Expense* as a % of
Total Loans and Total Deposits	1.14	%	1.11	%	1.06	%

All data excludes the impact of bank acquisitions in 2006 and 2007

*Excludes FDIC and Foreclosed Property Expenses

57

     PRODUCTION TRENDS
 PER SELLING FTE PER MONTH

	2005	2006	2007	2008
Business Loans ($)	$2,017,343	$2,046,450	$1,809,977	$1,845,990
Business Loans (#)	5.3	5.0	4.2	3.2
Retail Loans ($)	$393,542	$361,704	$336,938	$263,295
Retail Loans (#)	7.8	7.1	6.7	5.4
Mortgage Loans ($)	$1,342,326	$1,159,930	$1,402,121	$1,217,733
Mortgage Loans (#)	6.6	5.3	6.3	6.3
Net New Transaction Accounts (#)	89,598	123,254	91,334	94,012

All data excludes the impact of bank acquisitions in 2006 and 2007

58

 

Time-Tested

59

APPENDIX

• All financial data is based on internal management reporting in the Banking Network division excluding bank acquisitions in 2006 and 2007 where noted

• Loan data excludes marketable mortgage loan balances which are held outside of the Banking Network division

60

EX-99.7

Exhibit 99.7

Appendix

Reconciliations of Non-GAAP
 Financial Measures

Generating Fee Income and Operating Efficiency 1

	For the Years Ended December 31,
		2004		2005		2006		2007		2008
Noninterest Income as a Percentage of Net Revenue
(T/E) Based on Operating Earnings		37.8	%	39.1	%	40.6	%	41.3	%	40.3	%
Effect of other, net (1)		-		-		-		-		1.1
Noninterest Income as a Percentage of
Net Revenue (T/E) Based on GAAP		37.8	%	39.1	%	40.6	%	41.3	%	41.4	%
Cash Basis Efficiency Ratio		49.7	%	50.4	%	53.2	%	51.6	%	51.3	%
Effect of pretax merger-related and restructuring items		.1		(.2	)	.3		.3		.2
Effect of pretax amortization of intangibles		2.0		1.9		1.6		1.5		1.3
Effect of other, net (2)		-		.8		( .4	)	.3		(.7	)
Effect of amortization of mark-to-market adjustments		.2		.2		.1		-		-
Efficiency Ratio Based on GAAP		52.0	%	53.1	%	54.8	%	53.7	%	52.1	%
Operating Leverage		(1.36	)%	(1.51	)%	(4.79	)%	3.03	%	1.05	%
Effect of merger-related and restructuring items
and non-recurring items (3)		19.77		(.91	)	.24		(.03	)	2.95
Operating Leverage Based on GAAP		18.41	%	(2.42	)%	(4.55	)%	3.00	%	4.00	%

(1)	Reflects gains from the initial public offering and sale of Visa stock in 2008, and the impact of a nonrecurring item associated with BB&T’s leasing operations in 2003.
(2)	Reflects gains from the initial public offering and sale of Visa stock, a gain from the early extinguishment of debt and nonrecurring professional fees in 2008, a reserve charge relating to the Visa settlement in 2007, a gain on the sale of duplicate facilities in 2006, and a one-time adjustment related to the accounting for property and equipment leases in 2005.
(3)	Reflects the impact of the fluctuations in merger-related and restructuring charges and non-recurring items.

1

Operating Efficiency
	Annualized Link Quarter
	4Q08 vs 3Q08		3Q08 vs 2Q08		2Q08 vs 1Q08		1Q08 vs 4Q07
Revenue Growth	7.38	%	3.40	%	22.48	%	10.49	%
Effect of other, net (1)	(8.64	)	(6.72	)	2.48		7.92
Revenue Growth Based on GAAP	(1.26	)%	(3.32	)%	24.96	%	18.41	%
Expense Growth	3.98		1.20		22.13		8.70
Effect of other, net (1)	(2.01	)	18.24		(10.96	)	(11.26	)
Expense Growth Based on GAAP	1.97		19.44		11.17		(2.56	)
Operating Leverage	3.40	%	2.20	%	.35	%	1.79
Effect of other, net (1)	(6.63	)	(24.96	)	13.44		19.18
Operating Leverage Based on GAAP	3.23	%	(22.76	)	13.79		20.97

(1) Reflects the impact of the fluctuations in merger-related and restructuring charges and non-recurring items.

2

     Operating Earnings
 Available to Common Shareholders

as originally reported (dollars in millions)

		Operating Earnings			Net Income
1993	$	98		$	98
1994		237			237
1995		254			178
1996		305			284
1997		409			360
1998		513			502
1999		659			613
2000		875			626
2001		1,100			974
2002		1,318			1,303
2003		1,424			1,065
2004		1,562			1,558
2005		1,674			1,654
2006		1,707			1,528
2007		1,749			1,734
2008		1,376			1,498
Fifteen-Year Compound Annual Growth Rate		19.2	%		19.9	%

3

Pre-Tax Pre-Provision
 Operating Earnings

as originally reported (dollars in millions)

		Operating			GAAP
1993	$	164		$	164
1994		380			380
1995		411			295
1996		505			472
1997		705			637
1998		828			813
1999		1,059			996
2000		1,395			1,033
2001		1,739			1,584
2002		2,093			1,556
2003		2,293			1,865
2004		2,577			2,571
2005		2,716			2,684
2006		2,778			2,713
2007		3,053			3,018
2008		3,392			3,493
Fifteen-Year Compound Annual Growth Rate		22.4	%		22.6	%

4

 

Earnings Performance
	For the Year Ended December 31,
Dollars in Millions		2004		2005		2006		2007		2008
Total Revenues Based on Operating Results		6,666		7,830		9,489		10,668		10,334
Pretax merger-related and restructuring charges		-		-		-		-		-
Other, net (1)		-		2		(75	)	-		70
Total Revenues Based on GAAP Results		6,666		7,832		9,414		10,668		10,404
Operating Earnings Available to Common Shareholders		1,562		1,674		1,707		1,749		1,376
Merger-related and restructuring charges, net of tax		(4	)	7		(11	)	(13	)	(10	)
Other, net (2)		-		(27	)	(168	)	(2	)	132
Net Income Available to Common Shareholders		1,558		1,654		1,528		1,734		1,498
Return on Assets Based on Operating Earnings		1.62		1.60		1.49		1.38		1.02
Effect of after-tax merger-related and restructuring charges		-		.01		(.01	)	(.01	)	(.01	)
Effect of other, net (2)		-		(.03	)	(.14	)	-		.10
Return on Assets Based on Net Income		1.62		1.58		1.34		1.37		1.11
Return on Common Equity Based on Operating Earnings Available to Common Shareholders		14.74		15.12		14.91		14.37		10.51
Effect of after-tax merger-related and restructuring charges		(.03	)	.07		(.10	)	(.10	)	(.08	)
Effect of other, net (2)		-		(.24	)	(1.46	)	(.02	)	1.01
Return on Common Equity Based on Net Income Available to Common Shareholders		14.71		14.95		13.35		14.25		11.44
Diluted EPS Based on Operating Earnings Available to Common Shareholders		2.81		3.04		3.14		3.17		2.49
Effect of after-tax merger-related and restructuring charges		(.01	)	.01		(.02	)	(.02	)	(.02	)
Effect of other, net (2)		-		(.05	)	(.31	)	(.01	)	.24
Diluted EPS Based on Net Income Available to Common Shareholders		2.80		3.00		2.81		3.14		2.71
Cash ROA		1.79		1.77		1.63		1.50		1.11
Effect of amortization of mark-to-market adjustments, net of tax		(.01	)	(.02	)	(.01	)	-		-
Effect of amortization of intangibles, net of tax (3)		(.16	)	(.15	)	(.13	)	(.12	)	(.09	)
Return on Assets Based on Operating Earnings		1.62		1.60		1.49		1.38		1.02
Cash ROCE		26.36		27.12		27.23		26.82		19.30
Effect of amortization of mark-to-market adjustments, net of tax		(.28	)	(.29	)	(.13	)	(.03	)	-
Effect of amortization of intangibles, net of tax (3)		(11.34	)	(11.71	)	(12.19	)	(12.42	)	(8.79	)
Return on Common Equity Based on Operating Earnings Available to Common Shareholders		14.74		15.12		14.91		14.37		10.51
Cash Basis Diluted EPS		2.96		3.20		3.27		3.29		2.60
Effect of amortization of mark-to-market adjustments, net of tax		(.03	)	(.04	)	(.01	)	-		-
Effect of amortization of intangibles, net of tax		(.12	)	(.12	)	(.12	)	(.12	)	(.11	)
Diluted EPS Based on Operating Earnings Available to Common Shareholders		2.81		3.04		3.14		3.17		2.49

(1)	Includes gains from the initial public offering and sale of Visa stock, net securities gains and other-than-temporary impairment losses,and an adjustment related to the accounting for leveraged leases in 2008, a loss on sale of securities in 2006, and a one-time adjustment related to the accounting for property and equipment leases in 2005.
(2)	Includes gains from the initial public offering and sale of Visa stock, a gain from the early extinguishment of debt, net securities gains, other-than-temporary impairment losses and nonrecurring professional fees in 2008, a reserve charge relating to the Visa settlement and a credit to the provision for income taxes in 2007, an additional tax provision related to leveraged leases, a loss on the sale of securities, and the impact of a gain on the sale of duplicate facilities in 2006, and a one-time adjustment related to the accounting for property and equipment leases in 2005.
(3)	Excludes average intangibles from average assets and average equity, net of deferred taxes, in the calculation of cash basis ratios.