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

July 17, 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 2.02 Results of Operations and Financial Condition

The purpose of this Current Report on Form 8-K is to furnish BB&T’s second quarter 2009 earnings release.

ITEM 9.01	Financial Statements and Exhibits
Exhibit No.	Description of Exhibit
99.1	BB&T Corporation Earnings Release issued July 17, 2009.
99.2	BB&T Corporation Quarterly Performance Summary issued July 17, 2009.

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: July 17, 2009

EX-99.1

Exhibit 99.1

July 17, 2009
FOR IMMEDIATE RELEASE
Contacts:
ANALYSTS		MEDIA
Tamera Gjesdal	Daryl Bible	Bob Denham
Senior Vice President	Sr. Exec. Vice President	Senior Vice President
Investor Relations	Chief Financial Officer	Corporate Communications
(336) 733-3058	(336) 733-3031	(336) 733-1475

BB&T reports 2nd quarter 2009 net income of $208 million; EPS totals $.20 including regulatory costs

BB&T announces agreement to repurchase TARP warrant

    WINSTON-SALEM, N.C. -- BB&T Corporation (NYSE: BBT) reported today net income for the second quarter of 2009 totaling $208 million and net income available to common shareholders totaling $121 million, or $.20 per diluted common share, compared with $428 million, or $.78 per diluted common share, earned during the second quarter of 2008. Results for the second quarter of 2009 produced annualized returns on average assets and average common shareholders’ equity of .56% and 3.43%, respectively.

Results for the quarter were reduced by a special assessment from the FDIC totaling $.07 per diluted share and accelerated amortization on the preferred stock repaid to the United States Department of the Treasury (the “Treasury”) in connection with the Troubled Asset Relief Program (TARP) totaling $.08 per diluted share. These costs were partially offset by gains on sales of securities and extinguishment of debt, which increased earnings per diluted share by $.06.

BB&T also recorded a $701 million provision for credit losses in the second quarter. The provision for credit losses exceeded net charge-offs by $250 million and resulted in an increase in the allowance for loan and lease losses as a percentage of loans and leases held for investment to 2.19% at June 30, compared to 1.94% at March 31 and 1.62% at Dec. 31, 2008.

“I am pleased with our overall second quarter results considering the difficult economic conditions and the aggressive measures we have taken relating to the challenging credit environment,” said President and Chief Executive Officer Kelly S. King. “We absorbed a $701 million loan loss provision during the quarter and a number of special items that negatively affected earnings. However, our underlying revenue growth was strong at 13% for the quarter compared to the second quarter last year. Also, we enjoyed another outstanding quarter in mortgage banking production, with a record $8.5 billion in originations, and a record quarter from our insurance revenues, up 19%. Average client deposits have continued an impressive growth trend, up 12% this quarter.”

     Cash basis performance measures exclude the unamortized balances of intangibles from assets and shareholders’ equity, and exclude the amortization of intangibles and the net amortization of purchase accounting mark-to-market adjustments from earnings. Cash basis diluted earnings per common share were $.21 for the second quarter compared to $.81 earned in the second quarter last year. Cash basis results for the second quarter of 2009 produced annualized returns on average tangible assets and average tangible common shareholders’ equity of .61% and 6.41%, respectively.

BB&T Exceeds Stress Test Capital Levels; Exits TARP

BB&T was one of nine large financial institutions sufficiently capitalized under a “more adverse” macroeconomic scenario, as determined by banking regulators. The government’s “stress test” projected a prolonged and deepening recession using assumptions that were more severe than BB&T’s internal estimates with respect to earnings and expected loan losses. The stress test results determined that BB&T had more than enough capital even in a more adverse downturn in the economy. BB&T was one of two super-regional commercial banks in the country and the only large commercial bank in the mid-Atlantic and Southeast to achieve a favorable outcome from the stress test.

On June 17, BB&T exited TARP by repurchasing the preferred stock sold to the Treasury under the Capital Purchase Program. BB&T paid approximately $3.134 billion to the Treasury to repurchase the preferred stock plus $14 million for the final dividend payment. In connection with the repurchase of the preferred stock, BB&T recognized $47 million in the second quarter of 2009 to account for the difference between the amortized cost of the preferred stock and the repurchase price.

BB&T also today announced an agreement with the Treasury for the repurchase of the warrant issued in connection with the government’s TARP investment. The warrant will be repurchased for $67 million in cash. The exchange price for the warrant will be recorded as a charge to shareholders’ equity in the third quarter.

“Our capital levels have remained strong throughout this economic downturn, allowing us to pay back TARP in a very short amount of time,” said King. “Our successful results in the government’s stress test and our ability to repay the government’s TARP investment are significant achievements for BB&T. Removing this distraction frees our company to focus on serving our clients and strengthening our franchise for the opportunities that will be available as the economy improves. We are also very pleased to have reached a settlement with the Treasury on the warrant. BB&T was an excellent investment for the American taxpayer, as their annualized return on the preferred stock and warrant was 8.4% after-tax.”

BB&T Completes $1.7 Billion Common Stock Offering; Improves Common Capital Levels

On May 13, BB&T successfully issued 86.25 million shares of common stock at $20 per share for net proceeds of $1.7 billion. The offering strengthened BB&T’s already healthy regulatory and tangible common equity ratios. The tangible common equity ratio improved to 6.5% at June 30, compared to 5.6% at March 31. The Tier 1 common ratio improved to 8.4% at June 30 compared to 7.0% at March 31. In addition, the Tier 1 risk-based capital and total risk-based capital ratios were 10.6% and 15.2%, respectively, compared to 12.1% and 17.1%, respectively, at March 31. The decline in the regulatory capital levels reflects the repayment of TARP preferred stock in the second quarter. BB&T’s risk-based and tangible capital ratios remain well above regulatory standards for well-capitalized banks.

Nonperforming Assets and Credit Losses Increase

Nonperforming assets, as a percentage of total assets, increased to 2.19% at June 30, compared to 1.92% at March 31. Annualized net charge-offs were 1.81% of average loans and leases for the second quarter of 2009, up from 1.58% in the first quarter and .72% during the second quarter last year. The increase in net charge-offs largely resulted from further deterioration in housing-related portfolios, including mortgage, home equity and consumer real estate. In particular, BB&T’s consumer real estate portfolio, which is composed of loans made to individuals to purchase developed lots, experienced significant deterioration in the quarter. BB&T is aggressively moving its problem loans to nonaccrual status and recognizing losses. Early indicators of credit problems improved for the second consecutive quarter as loans past due 30-89 days improved in nearly all portfolios and loans past due more than 90 days improved in all portfolios.

The provision for credit losses totaled $701 million in the second quarter of 2009, an increase of $371 million compared to the same quarter last year, and exceeded net charge-offs by $250 million. The higher provision increased the allowance for loan and lease losses as a percentage of loans held for investment to 2.19% at June 30, compared to 1.94% at March 31, and 1.33% at June 30, 2008. The increases in net charge-offs, nonperforming assets and the provision for credit losses were driven by continued deterioration in housing-related credits and deterioration in consumer real estate. The largest concentration of housing-related credit issues continues to be in Georgia, Florida and metro Washington, D.C.

Balance Sheet Growth Remains Healthy; Client Deposit Growth Very Strong

Average loans and leases held for investment totaled $96.2 billion for the second quarter of 2009, reflecting an increase of $3.0 billion, or 3.2%, compared to the second quarter of 2008. This increase was led by growth in average commercial loans and leases, which increased $3.2 billion, or 6.9%; average sales finance loans, which increased $114 million, or 1.8%; average revolving credit loans, which increased $174 million, or 10.7%; and growth in average loans originated by BB&T’s specialized lending subsidiaries, which increased $1.6 billion, or 29.6% including acquisitions, compared to the second quarter last year. Average mortgage loans declined $1.4 billion, or 7.9%, as the vast majority of new mortgage loan production is conforming loans that are sold in the secondary market.

The growth rate in average client deposits was very strong at 11.5% compared to the second quarter of 2008. Average deposits totaled $94.4 billion for the second quarter of 2009, an increase of $7.7 billion, or 8.9%, compared to the second quarter last year. The increase in client deposits included growth in average noninterest-bearing deposits, which increased $2.4 billion, or 18.0% compared to the second quarter of 2008 and 46.8%, on an annualized basis, compared to the first quarter of 2009.

Total Revenues Increase 12.7% Led by Mortgage Banking

BB&T’s fully taxable equivalent net interest income totaled $1.17 billion for the second quarter, an increase of 7.1% compared to the same quarter of 2008. The net interest margin was 3.56% for the current quarter, down nine basis points from 3.65% in the second quarter of 2008 and down 1 basis point from the first quarter of 2009. The reduction in the margin reflects lower yields on the investment portfolio due to a management decision to shorten duration in the portfolio and lower yields resulting from increases in nonaccrual loans.

Noninterest income increased $166 million, or 20.1%, during the second quarter of 2009 compared to 2008. These increases reflect another very strong performance from BB&T’s mortgage banking operations during the quarter, as well as record revenues from BB&T’s insurance operations.

Mortgage-related revenues totaled $184 million for the second quarter of 2009, an increase of 222.8% compared to the second quarter of 2008. This increase includes the net change in the mortgage servicing rights valuation, which resulted in an increase of $29 million compared to the second quarter of 2008, as a result of the increase in the valuation of mortgage servicing rights exceeding the losses on the hedging

instruments. Excluding the impact of this item, mortgage banking income increased $98 million, or 155.6%, compared to the same period last year. The growth in mortgage banking income is primarily attributable to continued strong production revenues from residential mortgage banking operations, including $8.5 billion in mortgage loan originations during the second quarter of 2009 and $16 billion for the six months ended June 30, equal to mortgage originations for all of 2008. The increase in mortgage originations reflects continued benefits from the consumers’ “flight to quality” to BB&T and the favorable interest rate environment.

BB&T’s insurance operations produced record revenues of $281 million during the current quarter, up $44 million, or 18.6%, compared to the second quarter of 2008. The increase in insurance income was primarily the result of growth in property and casualty, credit and employee benefit insurance commissions, including growth from acquisitions.

Expenses Increase Due to FDIC Insurance Premiums, Acquisitions and Credit Costs

BB&T’s noninterest expenses increased $222 million, or 23.1%, in the second quarter of 2009 compared to the same period in 2008. The increase included $103 million of additional FDIC insurance expense, of which $71 million was the special assessment, approximately $46 million of growth resulting from purchase acquisitions and $16 million for pension costs. The increase also included higher foreclosed property-related expenses, legal fees and settlements totaling $56 million associated with the current credit environment. Excluding these items, noninterest expenses were basically flat compared to the second quarter last year.

At June 30, BB&T had $152.4 billion in assets and operated 1,505 banking offices in the Carolinas, Virginia, West Virginia, Kentucky, Georgia, Maryland, Tennessee, Florida, Alabama, Indiana and Washington, D.C. BB&T’s common stock is traded on the New York Stock Exchange under the trading symbol BBT. For additional information about BB&T’s financial performance, company news, products and services, please visit our Web site at www.BBT.com.

Earnings Webcast

To hear a live webcast of BB&T’s second quarter 2009 earnings conference call at 11:00 a.m. (EDT) today, please visit our Web site at www.BBT.com. Replays of the conference call will be available through our Web site until Wednesday, July 22, or by dialing 1-888-203-1112 plus access code 6794434 until Friday, July 24.

#

Risk-based capital ratios are preliminary.

This press release contains 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. BB&T’s management believes that these non-GAAP financial measures provide a greater understanding of ongoing operations and enhance comparability of results with prior periods as well as demonstrating the effects of significant gains and charges in the current period. The Company believes that a meaningful analysis of its financial performance requires an understanding of the factors underlying that performance. BB&T’s management believes that investors may use these non-GAAP financial measures to analyze financial performance without the impact of unusual items that may obscure trends in the Company’s underlying performance. 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. BB&T’s non-GAAP disclosures include cash basis results, which adjust GAAP performance to exclude the amortization of intangibles and purchase accounting mark-to-market adjustments. BB&T’s management uses these measures to evaluate the underlying performance and efficiency of its operations. BB&T’s management believes these measures reflect core trends of the business, excluding purchase accounting amortization that will cease in the future, while the acquired business will remain. Tangible common equity and Tier 1 common equity ratios are Non-GAAP measures. BB&T uses the Tier 1 common equity definition used in the SCAP assessment to calculate these ratios. BB&T' s management uses these measures to assess the quality of capital and believes that investors may find them useful in their analysis of the Corporation. These capital measures are not necessarily comparable to similar capital measures that may be presented by other companies.

This press release contains certain forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. These statements may address issues that involve significant risks, uncertainties, estimates and assumptions made by management. Actual results may differ materially from current projections. Please refer to BB&T’s filings with the Securities and Exchange Commission for a summary of important factors that may affect BB&T’s forward-looking statements. BB&T undertakes no obligation to revise these statements following the date of this press release.

EX-99.2

Exhibit 99.2

  BB&T Corporation
Quarterly Performance Summary
Second Quarter 2009

BB&T Corporation 
Quarterly Performance Summary
Table of Contents

 

	Page
Financial Highlights	3
Financial Highlights - Five Quarter Trend	4
Consolidated Statements of Income	5
Consolidated Statements of Income - Five Quarter Trend	6
Consolidated Balance Sheets	7
Consolidated Balance Sheets - Five Quarter Trend	8
Average Balance Sheets	9
Average Balance Sheets - Five Quarter Trend	10
Average Balances and Rates - Quarters	11-12
Average Balances and Rates - Year-To-Date	13
Credit Quality	14-15
Credit Quality - Supplemental Schedules	16-17
Capital Information - Five Quarter Trend	18
Selected Growth Rates Adjusted for Purchase
Acquisitions and Selected Items	19
Selected Items & Additional Information - Five Quarter Trend	20
NON-GAAP Reconciliation Table	21

BB&T Corporation
Financial Highlights
(Dollars in millions, except per share data, shares in thousands)

 

		Quarter Ended										Year-to-Date
		June 30						%				June 30						%
		2009			2008			Change				2009				2008		Change
Summary Income Statement
Interest income	$	1,670			$	1,817		(8.1	) %		$	3,379			$	3,735		(9.5	) %
Interest expense		503				727		(30.8	)			1,038				1,611		(35.6	)
Net interest income - taxable equivalent		1,167				1,090		7.1				2,341				2,124		10.2
Less: Taxable-equivalent adjustment		29				22		31.8				57				39		46.2
Net interest income		1,138				1,068		6.6				2,284				2,085		9.5
Provision for credit losses		701				330		112.4				1,377				553		149.0
Net interest income after provision for credit losses		437				738		(40.8	)			907				1,532		(40.8	)
Noninterest income		993				827		20.1				2,024				1,598		26.7
Noninterest expense		1,181				959		23.1				2,250				1,894		18.8
Income before income taxes		249				606		(58.9	)			681				1,236		(44.9	)
Provision for income taxes		41				175		(76.6	)			155				376		(58.8	)
Net income		208				431		(51.7	)			526				860		(38.8	)
Noncontrolling interest		4				3		33.3				10				4		150.0
Dividends and accretion on preferred stock		83				-		100.0				124				-		100.0
Net income available to common shareholders		121				428		(71.7	)			392				856		(54.2	)
Per Common Share Data
Earnings
Basic	$	.20			$	.78		(74.4	) %		$	.67			$	1.57		(57.3	) %
Diluted		.20				.78		(74.4	)			.67				1.56		(57.1	)
Cash dividends paid		.47				.46		2.2				.94				.92		2.2
Book value		22.76				23.40		(2.7	)			22.76				23.40		(2.7	)
Tangible book value (1)		14.74				13.50		9.2				14.74				13.50		9.2
End of period shares outstanding (in thousands)		648,068			546,928			18.5				648,068			546,928			18.5
Weighted average shares (in thousands)
Basic		602,726			546,628			10.3				581,382			546,421			6.4
Diluted		608,797			549,758			10.7				586,256			549,344			6.7
Performance Ratios
Return on average assets		.56	%			1.28	%					.71	%			1.29	%
Return on average common shareholders' equity		3.43				13.27						5.78				13.29
Net interest margin - taxable equivalent		3.56				3.65						3.57				3.59
Fee income ratio (2)		44.9				43.0						43.5				42.2
Efficiency ratio (2)		53.0				49.2						52.0				50.7
Cash Basis Performance Ratios - Non-GAAP (3)
Diluted earnings per common share	$	.21			$	.81		(74.1	)	%	$	.70			$	1.62		(56.8	) %
Return on average tangible assets		.61	%			1.38	%					.77	%			1.39	%
Return on average tangible common shareholders' equity		6.41				24.22						10.68				24.24
Efficiency ratio (2)		52.1				47.9						51.0				49.3
Credit Quality
Nonperforming assets	$	3,340			$	1,301					$	3,340			$	1,301
Nonperforming assets as a percentage of:
Total assets		2.19	%			.95	%					2.19	%			.95	%
Loans and leases plus foreclosed property		3.29				1.36						3.29				1.36
Net charge-offs as a percentage of average
loans and leases		1.81				.72						1.70				.63
Allowance for loan and lease losses as a percentage
of loans and leases held for investment		2.19				1.33						2.19				1.33
Ratio of allowance for loan and lease losses to
nonperforming loans and leases		1.01	X			1.24	X					1.01	X			1.24	X
Average Balances
Total assets	$	148,496		$	135,557			9.5	%		$	149,182		$	134,491			10.9	%
Investment securities		30,468				23,898		27.5				30,945				23,656		30.8
Loans and leases		99,577				94,866		5.0				99,650				93,792		6.2
Deposits		94,385				86,685		8.9				94,161				86,634		8.7
Client deposits		85,927				77,044		11.5				85,035				76,967		10.5
Shareholders' equity		16,683				13,017		28.2				16,546				12,988		27.4
Period-End Balances
Total assets	$	152,398		$	136,465			11.7	%		$	152,398		$	136,465			11.7	%
Investment securities		31,555				23,171		36.2				31,555				23,171		36.2
Loans and leases		100,334				95,715		4.8				100,334				95,715		4.8
Deposits		102,164				88,214		15.8				102,164				88,214		15.8
Client deposits		88,339				79,781		10.7				88,339				79,781		10.7
Shareholders' equity		14,792				12,838		15.2				14,792				12,838		15.2
Capital Ratios (4)
Risk-based
Tier 1		10.6	%			8.9	%					10.6	%			8.9	%
Total		15.2				14.0						15.2				14.0
Leverage		8.5				7.2						8.5				7.2
Tangible common equity (1)		6.5				5.6						6.5				5.6
Tier 1 common equity to risk-weighted assets (1)		8.4				7.1						8.4				7.1
Note:  Applicable ratios are annualized.

(1	)	Tangible common equity and Tier 1 common equity ratios are Non-GAAP measures. BB&T uses the Tier 1 common equity definition used in the SCAP assessment to calculate these ratios. See the calculations and management's reasons for using these measures on page 18 of this supplement.
(2	)	Excludes securities gains (losses), foreclosed property expense, increases or decreases in the valuation of mortgage servicing rights, and gains or losses on mortgage servicing rights-related derivatives.  See Non-GAAP reconciliations.
(3	)	Cash basis performance information excludes the amortization of intangible assets and purchase accounting mark-to-market adjustments. In addition, cash basis performance excludes the unamortized balances of intangibles from assets and equity, net of deferred taxes. See Non-GAAP reconciliations.
(4	)	Current quarter regulatory capital information is preliminary.

3

BB&T Corporation
Financial Highlights - Five Quarter Trend
(Dollars in millions, except per share data, shares in thousands)

 

	Quarter Ended
		June 30			March 31			Dec. 31			Sept. 30			June 30
		2009			2009			2008			2008			2008
Summary Income Statement
Interest income	$	1,670		$	1,709		$	1,757		$	1,821		$	1,817
Interest expense		503			535			669			712			727
Net interest income - taxable equivalent		1,167			1,174			1,088			1,109			1,090
Less: Taxable-equivalent adjustment		29			28			23			21			22
Net interest income		1,138			1,146			1,065			1,088			1,068
Provision for credit losses		701			676			528			364			330
Net interest income after provision for credit losses		437			470			537			724			738
Noninterest income		993			1,031			807			792			827
Noninterest expense		1,181			1,069			1,012			1,005			959
Income before income taxes		249			432			332			511			606
Provision for income taxes		41			114			25			149			175
Net income		208			318			307			362			431
Noncontrolling interest		4			6			2			4			3
Dividends and accretion on preferred stock		83			41			21			-			-
Net income available to common shareholders		121			271			284			358			428
Per Common Share Data
Earnings
Basic	$	.20		$	.48		$	.51		$	.65		$	.78
Diluted		.20			.48			.51			.65			.78
Cash dividends paid		.47			.47			.47			.47			.46
Book value		22.76			23.29			23.16			23.42			23.40
Tangible book value (1)		14.74			13.93			13.87			13.81			13.50
End of period shares outstanding (in thousands)		648,068			560,563			559,248			552,259			546,928
Weighted average shares (in thousands)
Basic		602,726			559,801			552,732			549,761			546,628
Diluted		608,797			563,566			556,746			553,544			549,758
Performance Ratios
Return on average assets		.56	%		.86	%		.86	%		1.05	%		1.28	%
Return on average common shareholders' equity		3.43			8.29			8.47			10.86			13.27
Net interest margin - taxable equivalent (2)		3.56			3.57			3.47			3.66			3.65
Fee income ratio (3)		44.9			42.1			40.5			40.5			43.0
Efficiency ratio (3)		53.0			50.9			53.9			52.7			49.2
Cash Basis Performance Ratios - Non-GAAP (4)
Diluted earnings per share	$	.21		$	.51		$	.54		$	.68		$	.81
Return on average tangible assets		.61	%		.93	%		.94	%		1.15	%		1.38	%
Return on average tangible common shareholders' equity		6.41			15.62			15.57			19.97			24.22
Efficiency ratio (3)		52.1			49.8			52.6			51.3			47.9
Credit Quality
Nonperforming assets	$	3,340		$	2,750		$	2,030		$	1,638		$	1,301
Nonperforming assets as a percentage of:
Total assets		2.19	%		1.92	%		1.34	%		1.20	%		.95	%
Loans and leases plus foreclosed property		3.29			2.72			2.04			1.69			1.36
Net charge-offs as a percentage of average
loans and leases		1.81			1.58			1.29			1.00			.72
Allowance for loan and lease losses as a percentage
of loans and leases held for investment		2.19			1.94			1.62			1.45			1.33
Ratio of allowance for loan and lease losses to
nonperforming loans and leases		1.01	X		1.08	X		1.11	X		1.15	X		1.24	X
Average Balances
Total assets	$	148,496		$	149,876		$	141,555		$	136,933		$	135,557
Investment securities		30,468			31,427			26,573			24,083			23,898
Loans and leases		99,577			99,724			97,224			95,943			94,866
Deposits		94,385			93,934			91,986			90,021			86,685
Client deposits		85,927			84,133			81,868			80,236			77,044
Shareholders' equity		16,683			16,406			14,967			13,176			13,017
Period-End Balances
Total assets	$	152,398		$	143,425		$	152,015		$	137,041		$	136,465
Investment securities		31,555			19,489			33,219			21,082			23,171
Loans and leases		100,334			100,239			98,669			96,682			95,715
Deposits		102,164			90,617			98,613			88,387			88,214
Client deposits		88,339			84,292			83,575			80,028			79,781
Shareholders' equity		14,792			16,182			16,081			12,980			12,838
Capital Ratios (5)
Risk-based
Tier 1		10.6	%		12.1	%		12.3	%		9.4	%		8.9	%
Total		15.2			17.1			17.4			14.4			14.0
Leverage		8.5			9.4			9.9			7.6			7.2
Tangible common equity (1)		6.5			5.6			5.3			5.8			5.6
Tier 1 common equity to risk-weighted assets (1)		8.4			7.0			7.1			7.2			7.1
Note: Applicable ratios are annualized.

(1)	Tangible common equity and Tier 1 common equity ratios are Non-GAAP measures. BB&T uses the Tier 1 common equity definition used in the SCAP assessment to calculate these ratios. See the calculations and management's reasons for using these measures on page 18 of this supplement.
(2)	The net interest margin for the fourth quarter of 2008 was 3.68% excluding the $67 million charge related to the leveraged lease settlement.
(3)	Excludes securities gains (losses), foreclosed property expense, increases or decreases in the valuation of mortgage servicing rights, and gains or losses on mortgage servicing rights-related derivatives. See Non-GAAP reconciliations.
(4)	Cash basis performance information excludes the amortization of intangible assets and purchase accounting mark-to-market adjustments. In addition, cash basis performance excludes the unamortized balances of intangibles from assets and equity, net of deferred taxes.  See Non-GAAP reconciliations.
(5)	Current quarter regulatory capital information is preliminary.

4

BB&T Corporation
Consolidated Statements of Income
(Dollars in millions, except per share data, shares in thousands)

 

		Quarter Ended										Year-to-Date
		June 30					Change					June 30				Change
		2009			2008		$		%			2009		2008		$		%
Interest Income
Interest and fees on loans and leases	$	1,336		$	1,501	$	(165	)	(11.0	) %	$	2,658	$	3,096	$	(438	)	(14.1	) %
Interest and dividends on securities		302			283		19		6.7			657		572		85		14.9
Interest on short-term investments		2			6		(4	)	(66.7	)		4		17		(13	)	(76.5	)
Total interest income		1,640			1,790		(150	)	(8.4	)		3,319		3,685		(366	)	(9.9	)
Interest Expense
Interest on deposits		320			455		(135	)	(29.7	)		666		1,019		(353	)	(34.6	)
Interest on federal funds purchased, securities sold under
repurchase agreements and short-term borrowed funds		17			59		(42	)	(71.2	)		40		147		(107	)	(72.8	)
Interest on long-term debt		165			208		(43	)	(20.7	)		329		434		(105	)	(24.2	)
Total interest expense		502			722		(220	)	(30.5	)		1,035		1,600		(565	)	(35.3	)
Net interest income		1,138			1,068		70		6.6			2,284		2,085		199		9.5
Provision for credit losses		701			330		371		112.4			1,377		553		824		149.0
Net interest income after provision for credit losses		437			738		(301	)	(40.8	)		907		1,532		(625	)	(40.8	)
Noninterest income
Insurance income		281			237		44		18.6			533		449		84		18.7
Service charges on deposits		168			172		(4	)	(2.3	)		324		326		(2	)	(0.6	)
Investment banking brokerage fees and commissions		92			88		4		4.5			174		174		-		-
Mortgage banking income		184			57		127		NM			372		116		256		NM
Checkcard fees		57			53		4		7.5			106		99		7		7.1
Other nondeposit fees and commissions		53			47		6		12.8			106		93		13		14.0
Trust and investment advisory revenues		33			38		(5	)	(13.2	)		65		78		(13	)	(16.7	)
Bankcard fees and merchant discounts		39			39		-		-			74		75		(1	)	(1.3	)
Income from bank-owned life insurance		25			25		-		-			48		38		10		26.3
Securities gains, net		19			10		9		90.0			169		53		116		NM
Other income		42			61		(19	)	(31.1	)		53		97		(44	)	(45.4	)
Total noninterest income		993			827		166		20.1			2,024		1,598		426		26.7
Noninterest Expense
Personnel expense		623			565		58		10.3			1,223		1,112		111		10.0
Occupancy and equipment expense		128			124		4		3.2			257		247		10		4.0
Professional services		64			48		16		33.3			117		85		32		37.6
Foreclosed property expense		60			17		43		NM			96		30		66		NM
Regulatory charges		106			4		102		NM			139		9		130		NM
Loan processing expense		34			33		1		3.0			63		64		(1	)	(1.6	)
Amortization of intangibles		24			25		(1	)	(4.0	)		49		52		(3	)	(5.8	)
Merger-related and restructuring charges, net		(1	)		1		(2	)	NM			11		6		5		83.3
Other expenses		143			142		1		0.7			295		289		6		2.1
Total noninterest expense		1,181			959		222		23.1			2,250		1,894		356		18.8
Earnings
Income before income taxes		249			606		(357	)	(58.9	)		681		1,236		(555	)	(44.9	)
Provision for income taxes		41			175		(134	)	(76.6	)		155		376		(221	)	(58.8	)
Net Income		208			431		(223	)	(51.7	)		526		860		(334	)	(38.8	)
Noncontrolling interest		4			3		1		33.3			10		4		6		150.0
Dividends and accretion on preferred stock		83			-		83		100.0			124		-		124		100.0
Net income available to common shareholders	$	121		$	428	$	(307	)	(71.7	)	$	392	$	856	$	(464	)	(54.2	) %
Earnings Per Common Share
Basic	$	.20		$	.78	$	(0.58	)	(74.4	) %	$	.67	$	1.57	$	(.90	)	(57.3	) %
Diluted		.20			.78		(0.58	)	(74.4	)		.67		1.56		(.89	)	(57.1	)
Weighted Average Shares Outstanding
Basic		602,726		546,628			56,098		10.3			581,382		546,421		34,961		6.4
Diluted		608,797		549,758			59,039		10.7			586,256		549,344		36,912		6.7
NM - not meaningful.

5

BB&T Corporation
Consolidated Statements of Income - Five Quarter Trend
(Dollars in millions, except per share data, shares in thousands)

 

	Quarter Ended
		June 30			March 31		Dec. 31			Sept. 30		June 30
		2009			2009		2008			2008		2008
Interest Income
Interest and fees on loans and leases	$	1,336		$	1,322	$	1,408		$	1,499	$	1,501
Interest and dividends on securities		302			355		317			287		283
Interest on short-term investments		2			2		4			7		6
Total interest income		1,640			1,679		1,729			1,793		1,790
Interest Expense
Interest on deposits		320			346		423			449		455
Interest on federal funds purchased, securities sold under
repurchase agreements and short-term borrowed funds		17			23		40			48		59
Interest on long-term debt		165			164		201			208		208
Total interest expense		502			533		664			705		722
Net interest income		1,138			1,146		1,065			1,088		1,068
Provision for credit losses		701			676		528			364		330
Net interest income after provision for credit losses		437			470		537			724		738
Noninterest income
Insurance income		281			252		247			232		237
Service charges on deposits		168			156		171			176		172
Investment banking brokerage fees and commissions		92			82		96			84		88
Mortgage banking income		184			188		76			83		57
Checkcard fees		57			49		50			52		53
Other nondeposit fees and commissions		53			53		49			47		47
Trust and investment advisory revenues		33			32		32			37		38
Bankcard fees and merchant discounts		39			35		38			38		39
Income from bank-owned life insurance		25			23		22			24		25
Securities gains net		19			150		41			13		10
Other income (loss)		42			11		(15	)		6		61
Total noninterest income		993			1,031		807			792		827
Noninterest Expense
Personnel expense		623			600		537			552		565
Occupancy and equipment expense		128			129		135			127		124
Professional services		64			53		64			55		48
Foreclosed property expense		60			36		27			22		17
Regulatory charges		106			33		13			8		4
Loan processing expense		34			29		29			32		33
Amortization of intangibles		24			25		23			25		25
Merger-related and restructuring charges, net		(1	)		12		4			5		1
Other expenses		143			152		180			179		142
Total noninterest expense		1,181			1,069		1,012			1,005		959
Earnings
Income before income taxes		249			432		332			511		606
Provision for income taxes		41			114		25			149		175
Net Income		208			318		307			362		431
Noncontrolling interest		4			6		2			4		3
Dividends and accretion on preferred stock		83			41		21			-		-
Net income available to common shareholders	$	121		$	271	$	284		$	358	$	428
Earnings Per Common Share
Basic	$	.20		$	.48	$	.51		$	.65	$	.78
Diluted		.20			.48		.51			.65		.78
Weighted Average Shares Outstanding
Basic		602,726			559,801		552,732			549,761		546,628
Diluted		608,797			563,566		556,746			553,544		549,758

6

BB&T Corporation
Consolidated Balance Sheets
(Dollars in millions)

 

		As of June 30,						Change
		2009			2008			$		%
Assets
Cash and due from banks	$	1,571		$	1,888		$	(317	)	(16.8	) %
Interest-bearing deposits with banks		416			577			(161	)	(27.9	)
Federal funds sold and securities purchased under
resale agreements or similar arrangements		247			178			69		38.8
Segregated cash due from banks		267			196			71		36.2
Trading securities at fair value		522			514			8		1.6
Securities available for sale at fair value		31,033			22,657			8,376		37.0
Loans and leases:
Commercial loans and leases		50,364			47,790			2,574		5.4
Direct retail loans		14,577			15,623			(1,046	)	(6.7	)
Sales finance loans		6,536			6,266			270		4.3
Revolving credit loans		1,843			1,667			176		10.6
Mortgage loans		15,639			17,304			(1,665	)	(9.6	)
Specialized lending		7,393			5,550			1,843		33.2
Total loans and leases held for investment		96,352			94,200			2,152		2.3
Loans held for sale		3,982			1,515			2,467		162.8
Total loans and leases		100,334			95,715			4,619		4.8
Allowance for loan and lease losses		(2,110	)		(1,257	)		(853	)	67.9
Premises and equipment		1,577			1,557			20		1.3
Goodwill		5,491			5,306			185		3.5
Core deposit and other intangible assets		497			505			(8	)	(1.6	)
Residential mortgage servicing rights at fair value		615			611			4		0.7
Other assets		11,938			8,018			3,920		48.9
Total assets	$	152,398		$	136,465		$	15,933		11.7	%
Liabilities and Shareholders' Equity
Deposits:
Noninterest-bearing deposits	$	16,054		$	13,567		$	2,487		18.3	%
Interest checking		3,181			2,542			639		25.1
Other client deposits		43,632			36,871			6,761		18.3
Client certificates of deposit		25,472			26,801			(1,329	)	(5.0	)
Total client deposits		88,339			79,781			8,558		10.7
Other interest-bearing deposits		13,825			8,433			5,392		63.9
Total deposits		102,164			88,214			13,950		15.8
Fed funds purchased, repos and other borrowings		12,631			10,804			1,827		16.9
Long-term debt		18,110			20,556			(2,446	)	(11.9	)
Other liabilities		4,701			4,053			648		16.0
Total liabilities		137,606			123,627			13,979		11.3
Shareholders' equity:
Preferred stock		-			-			-		-
Common stock		3,240			2,735			505		18.5
Additional paid-in capital		4,828			3,146			1,682		53.5
Retained earnings		7,409			7,258			151		2.1
Noncontrolling interest		45			38			7		18.4
Accumulated other comprehensive loss		(730	)		(339	)		(391	)	115.3
Total shareholders' equity		14,792			12,838			1,954		15.2
Total liabilities and shareholders' equity	$	152,398		$	136,465		$	15,933		11.7	%

7

BB&T Corporation
Consolidated Balance Sheets - Five Quarter Trend
(Dollars in millions)

 

	As of
		June 30			March 31			Dec. 31			Sept. 30			June 30
		2009			2009			2008			2008			2008
Assets
Cash and due from banks	$	1,571		$	1,188		$	1,639		$	1,675		$	1,888
Interest-bearing deposits with banks		416			511			751			420			577
Federal funds sold and securities purchased under
resale agreements or similar arrangements		247			301			350			297			178
Segregated cash due from banks		267			283			379			307			196
Trading securities at fair value		522			481			376			548			514
Securities available for sale at fair value		31,033			19,008			32,843			20,534			22,657
Loans and leases:
Commercial loans and leases		50,364			50,392			50,480			48,694			47,790
Direct retail loans		14,577			15,000			15,454			15,569			15,623
Sales finance loans		6,536			6,275			6,354			6,314			6,266
Revolving credit loans		1,843			1,760			1,777			1,718			1,667
Mortgage loans		15,639			16,336			17,091			17,259			17,304
Specialized lending		7,393			6,678			6,089			5,709			5,550
Total loans and leases held for investment		96,352			96,441			97,245			95,263			94,200
Loans held for sale		3,982			3,798			1,424			1,419			1,515
Total loans and leases		100,334			100,239			98,669			96,682			95,715
Allowance for loan and lease losses		(2,110	)		(1,869	)		(1,574	)		(1,377	)		(1,257	)
Premises and equipment		1,577			1,583			1,580			1,557			1,557
Goodwill		5,491			5,492			5,483			5,340			5,306
Core deposit and other intangible assets		497			521			542			507			505
Residential mortgage servicing rights at fair value		615			365			370			601			611
Other assets		11,938			15,322			10,607			9,950			8,018
Total assets	$	152,398		$	143,425		$	152,015		$	137,041		$	136,465
Liabilities and Shareholders' Equity
Deposits:
Noninterest-bearing deposits	$	16,054		$	14,766		$	13,649		$	13,534		$	13,567
Interest checking		3,181			2,401			2,576			2,189			2,542
Other client deposits		43,632			40,604			39,413			37,786			36,871
Client certificates of deposit		25,472			26,521			27,937			26,519			26,801
Total client deposits		88,339			84,292			83,575			80,028			79,781
Other interest-bearing deposits		13,825			6,325			15,038			8,359			8,433
Total deposits		102,164			90,617			98,613			88,387			88,214
Fed funds purchased, repos and other borrowings		12,631			13,721			10,788			10,075			10,804
Long-term debt		18,110			17,955			18,032			21,337			20,556
Other liabilities		4,701			4,950			8,501			4,262			4,053
Total liabilities		137,606			127,243			135,934			124,061			123,627
Shareholders' equity:
Preferred stock		-			3,085			3,082			-			-
Common stock		3,240			2,803			2,796			2,761			2,735
Additional paid-in capital		4,828			3,547			3,510			3,278			3,146
Retained earnings		7,409			7,385			7,381			7,357			7,258
Noncontrolling interest		45			45			44			45			38
Accumulated other comprehensive loss		(730	)		(683	)		(732	)		(461	)		(339	)
Total shareholders' equity		14,792			16,182			16,081			12,980			12,838
Total liabilities and shareholders' equity	$	152,398		$	143,425		$	152,015		$	137,041		$	136,465

8

BB&T Corporation
Average Balance Sheets
(Dollars in millions) 

 

		Quarter Ended									Year-to-Date
		June 30				Change					June 30				Change
		2009		2008		$		%			2009		2008		$		%
Assets
Securities, at amortized cost
U.S. government-sponsored entities (GSE)	$	1,170	$	4,730	$	(3,560	)	(75.3	) %	$	1,126	$	6,542	$	(5,416	)	(82.8	) %
Mortgage-backed securities issued by GSE		24,295		13,982		10,313		73.8			24,714		11,880		12,834		108.0
States and political subdivisions		2,259		1,729		530		30.7			2,270		1,571		699		44.5
Non-agency mortgage-backed securities		1,475		1,658		(183	)	(11.0	)		1,509		1,684		(175	)	(10.4	)
Other securities		791		1,228		(437	)	(35.6	)		863		1,251		(388	)	(31.0	)
Trading securities		478		571		(93	)	(16.3	)		463		728		(265	)	(36.4	)
Total securities		30,468		23,898		6,570		27.5			30,945		23,656		7,289		30.8
Other earning assets		1,111		1,035		76		7.3			1,146		1,158		(12	)	(1.0	)
Loans and leases
Commercial loans and leases		50,342		47,097		3,245		6.9			50,486		46,323		4,163		9.0
Direct retail loans		14,785		15,584		(799	)	(5.1	)		15,022		15,612		(590	)	(3.8	)
Sales finance loans		6,302		6,188		114		1.8			6,322		6,109		213		3.5
Revolving credit loans		1,802		1,628		174		10.7			1,785		1,615		170		10.5
Mortgage loans		16,002		17,373		(1,371	)	(7.9	)		16,378		17,418		(1,040	)	(6.0	)
Specialized lending		6,985		5,389		1,596		29.6			6,739		5,301		1,438		27.1
Total loans and leases held for investment		96,218		93,259		2,959		3.2			96,732		92,378		4,354		4.7
Loans held for sale		3,359		1,607		1,752		109.0			2,918		1,414		1,504		106.4
Total loans and leases		99,577		94,866		4,711		5.0			99,650		93,792		5,858		6.2
Total earning assets		131,156		119,799		11,357		9.5			131,741		118,606		13,135		11.1
Non-earning assets		17,340		15,758		1,582		10.0			17,441		15,885		1,556		9.8
Total assets	$	148,496	$	135,557	$	12,939		9.5	%	$	149,182	$	134,491	$	14,691		10.9	%
Liabilities and Shareholders' Equity
Deposits
Noninterest-bearing deposits		15,443		13,086	$	2,357		18.0	%	$	14,640	$	12,881	$	1,759		13.7	%
Interest checking		2,670		2,566		104		4.1			2,566		2,433		133		5.5
Other client deposits		41,926		34,650		7,276		21.0			41,317		34,750		6,567		18.9
Client certificates of deposit		25,888		26,742		(854	)	(3.2	)		26,512		26,903		(391	)	(1.5	)
Total client deposits		85,927		77,044		8,883		11.5			85,035		76,967		8,068		10.5
Other interest-bearing deposits		8,458		9,641		(1,183	)	(12.3	)		9,126		9,667		(541	)	(5.6	)
Total deposits		94,385		86,685		7,700		8.9			94,161		86,634		7,527		8.7
Fed funds purchased, repos and other borrowings		14,732		10,350		4,382		42.3			15,762		10,555		5,207		49.3
Long-term debt		17,755		21,697		(3,942	)	(18.2	)		17,596		20,449		(2,853	)	(14.0	)
Other liabilities		4,941		3,808		1,133		29.8			5,117		3,865		1,252		32.4
Total liabilities		131,813		122,540		9,273		7.6			132,636		121,503		11,133		9.2
Shareholders' equity		16,683		13,017		3,666		28.2			16,546		12,988		3,558		27.4
Total liabilities and shareholders' equity	$	148,496	$	135,557	$	12,939		9.5	%	$	149,182	$	134,491	$	14,691		10.9	%

9
 

BB&T Corporation
Average Balance Sheets - Five Quarter Trend
(Dollars in millions)

 

	Quarter Ended
		June 30		March 31		Dec. 31		Sept. 30		June 30
		2009		2009		2008		2008		2008
Assets
Securities, at amortized cost
U.S. government-sponsored entities (GSE)	$	1,170	$	1,080	$	1,497	$	3,619	$	4,730
Mortgage-backed securities issued by GSE		24,295		25,137		19,826		15,186		13,982
States and political subdivisions		2,259		2,282		2,146		2,070		1,729
Non-agency mortgage-backed securities		1,475		1,543		1,583		1,615		1,658
Other securities		791		937		982		1,068		1,228
Trading securities		478		448		539		525		571
Total securities		30,468		31,427		26,573		24,083		23,898
Other earning assets		1,111		1,180		1,347		975		1,035
Loans and leases
Commercial loans and leases		50,342		50,630		49,428		48,125		47,097
Direct retail loans		14,785		15,263		15,501		15,595		15,584
Sales finance loans		6,302		6,342		6,352		6,292		6,188
Revolving credit loans		1,802		1,767		1,737		1,688		1,628
Mortgage loans		16,002		16,759		17,198		17,279		17,373
Specialized lending		6,985		6,490		5,781		5,648		5,389
Total loans and leases held for investment		96,218		97,251		95,997		94,627		93,259
Loans held for sale		3,359		2,473		1,227		1,316		1,607
Total loans and leases		99,577		99,724		97,224		95,943		94,866
Total earning assets		131,156		132,331		125,144		121,001		119,799
Non-earning assets		17,340		17,545		16,411		15,932		15,758
Total assets	$	148,496	$	149,876	$	141,555	$	136,933	$	135,557
Liabilities and Shareholders' Equity
Deposits
Noninterest-bearing deposits	$	15,443	$	13,828	$	13,298	$	13,181	$	13,086
Interest checking		2,670		2,461		2,270		2,369		2,566
Other client deposits		41,926		40,701		38,791		38,369		34,650
Client certificates of deposit		25,888		27,143		27,509		26,317		26,742
Total client deposits		85,927		84,133		81,868		80,236		77,044
Other interest-bearing deposits		8,458		9,801		10,118		9,785		9,641
Total deposits		94,385		93,934		91,986		90,021		86,685
Fed funds purchased, repos and other borrowings		14,732		16,804		12,296		8,915		10,350
Long-term debt		17,755		17,436		17,700		20,770		21,697
Other liabilities		4,941		5,296		4,606		4,051		3,808
Total liabilities		131,813		133,470		126,588		123,757		122,540
Shareholders' equity		16,683		16,406		14,967		13,176		13,017
Total liabilities and shareholders' equity	$	148,496	$	149,876	$	141,555	$	136,933	$	135,557

10

BB&T Corporation
Average Balances and Rates - Quarters
(Dollars in millions)

 

	Quarter Ended
		June 30, 2009						March 31, 2009
				Interest						Interest
		Average		Income/	Yields/		Average			Income/	Yields/
		Balances (1)	Expense		Rates (2)		Balances (1)		Expense		Rates (2)
Assets
Securities, at amortized cost
U.S. government-sponsored entities (GSE)	$	1,170	$	11	4.02	%	$	1,080	$	12	4.31	%
Mortgage-backed securities issued by GSE		24,295		246	4.04			25,137		295	4.69
States and political subdivisions		2,259		32	5.76			2,282		34	5.94
Non-agency mortgage-backed securities		1,475		22	5.83			1,543		22	5.83
Other securities		791		3	1.46			937		5	2.30
Trading securities		478		3	2.27			448		3	2.51
Total securities		30,468		317	4.16			31,427		371	4.73
Other earning assets		1,111		2	.74			1,180		2	.74
Loans and leases
Commercial loans and leases		50,342		534	4.25			50,630		511	4.09
Direct retail loans		14,785		200	5.44			15,263		212	5.62
Sales finance loans		6,302		102	6.45			6,342		101	6.48
Revolving credit loans		1,802		43	9.45			1,767		43	9.89
Mortgage loans		16,002		230	5.75			16,759		246	5.88
Specialized lending		6,985		203	11.64			6,490		193	12.01
Total loans and leases held for investment		96,218		1,312	5.46			97,251		1,306	5.43
Loans held for sale		3,359		39	4.70			2,473		30	4.77
Total loans and leases		99,577		1,351	5.44			99,724		1,336	5.42
Total earning assets		131,156		1,670	5.10			132,331		1,709	5.21
Non-earning assets		17,340						17,545
Total assets	$	148,496					$	149,876
Liabilities and Shareholders' Equity
Interest-bearing liabilities
Interest checking	$	2,670		2	.34		$	2,461		2	.35
Other client deposits		41,926		93	.89			40,701		97	.97
Client certificates of deposit		25,888		196	3.03			27,143		209	3.13
Other interest-bearing deposits		8,458		29	1.37			9,801		38	1.55
Total interest-bearing deposits		78,942		320	1.63			80,106		346	1.75
Fed funds purchased, repos and other borrowings		14,732		19	.52			16,804		24	.59
Long-term debt		17,755		164	3.70			17,436		165	3.81
Total interest-bearing liabilities		111,429		503	1.81			114,346		535	1.90
Noninterest-bearing deposits		15,443						13,828
Other liabilities		4,941						5,296
Shareholders' equity		16,683						16,406
Total liabilities and shareholders' equity	$	148,496					$	149,876
Average interest-rate spread					3.29						3.31
Net interest income/ net interest margin			$	1,167	3.56	%			$	1,174	3.57	%
Taxable-equivalent adjustment			$	29					$	28

(1	)	Excludes basis adjustments for fair value hedges.
(2	)	Yields are on a fully taxable-equivalent basis.

11

BB&T Corporation
Average Balances and Rates - Quarters
(Dollars in millions) 

 

								Quarter Ended
		December 31, 2008						September 30, 2008						June 30, 2008
				Interest						Interest						Interest
	Average			Income/	Yields/		Average			Income/	Yields/		Average			Income/	Yields/
	Balances (1)			Expense	Rates (2)		Balances (1)			Expense	Rates (2)		Balances (1)			Expense	Rates (2)
Assets
Securities, at amortized cost
U.S. government-sponsored entities (GSE)	$	1,497	$	17	4.34	%	$	3,619	$	46	5.08	%	$	4,730	$	60	5.12	%
Mortgage-backed securities issued by GSE		19,826		248	5.01			15,186		186	4.89			13,982		167	4.79
States and political subdivisions		2,146		34	6.48			2,070		33	6.40			1,729		27	6.07
Non-agency mortgage-backed securities		1,583		23	5.81			1,615		23	5.82			1,658		24	5.81
Other securities		982		7	2.94			1,068		11	3.88			1,228		17	5.44
Trading securities		539		3	2.19			525		4	2.99			571		4	2.81
Total securities		26,573		332	5.00			24,083		303	5.03			23,898		299	5.01
Other earning assets		1,347		4	1.33			975		7	2.61			1,035		6	2.48
Loans and leases
Commercial loans and leases		49,428		574	4.61			48,125		656	5.42			47,097		655	5.59
Direct retail loans		15,501		239	6.11			15,595		248	6.35			15,584		251	6.47
Sales finance loans		6,352		106	6.61			6,292		104	6.57			6,188		102	6.60
Revolving credit loans		1,737		46	10.49			1,688		45	10.72			1,628		44	10.86
Mortgage loans		17,198		255	5.95			17,279		259	6.00			17,373		261	6.01
Specialized lending		5,781		182	12.53			5,648		179	12.61			5,389		176	13.07
Total loans and leases held for investment		95,997		1,402	5.81			94,627		1,491	6.28			93,259		1,489	6.41
Loans held for sale		1,227		19	6.16			1,316		20	6.18			1,607		23	5.83
Total loans and leases		97,224		1,421	5.82			95,943		1,511	6.28			94,866		1,512	6.40
Total earning assets		125,144		1,757	5.59			121,001		1,821	6.00			119,799		1,817	6.09
Non-earning assets		16,411						15,932						15,758
Total assets	$	141,555					$	136,933					$	135,557
Liabilities and Shareholders' Equity
Interest-bearing liabilities
Interest checking	$	2,270		4	.74		$	2,369		8	1.32		$	2,566		6	.97
Other client deposits		38,791		137	1.41			38,369		157	1.62			34,650		135	1.57
Client certificates of deposit		27,509		227	3.28			26,317		220	3.33			26,742		248	3.73
Other interest-bearing deposits		10,118		55	2.13			9,785		64	2.61			9,641		66	2.74
Total interest-bearing deposits		78,688		423	2.14			76,840		449	2.32			73,599		455	2.49
Fed funds purchased, repos and other borrowings		12,296		45	1.47			8,915		55	2.44			10,350		64	2.51
Long-term debt		17,700		201	4.52			20,770		208	4.00			21,697		208	3.83
Total interest-bearing liabilities		108,684		669	2.45			106,525		712	2.66			105,646		727	2.77
Noninterest-bearing deposits		13,298						13,181						13,086
Other liabilities		4,606						4,051						3,808
Shareholders' equity		14,967						13,176						13,017
Total liabilities and shareholders' equity	$	141,555					$	136,933					$	135,557
Average interest-rate spread					3.14						3.34						3.32
Net interest income/ net interest margin (3)			$	1,088	3.47	%			$	1,109	3.66	%			$	1,090	3.65	%
Taxable-equivalent adjustment			$	23					$	21					$	22

(1	)	Excludes basis adjustments for fair value hedges.
(2	)	Yields are on a fully taxable-equivalent basis.
(3	)	The net interest margin for the fourth quarter of 2008 was 3.68% excluding the $67 million charge related to the leveraged lease settlement.

12

BB&T Corporation
Average Balances and Rates - Year-To-Date
(Dollars in millions)

 

		Year-to-Date
		June 30, 2009						June 30, 2008
			Interest						Interest
		Average	Income/		Yields/		Average		Income/		Yields/
		Balances (1)	Expense		Rates (2)		Balances (1)		Expense		Rates (2)
Assets
Securities, at amortized cost
U.S. government-sponsored entities (GSE)	$	1,126	$	23	4.16	%	$	6,542	$	158	4.85	%
Mortgage-backed securities issued by GSE		24,714		541	4.37			11,880		293	4.94
States and political subdivisions		2,270		66	5.85			1,571		48	6.18
Non-agency mortgage-backed securities		1,509		44	5.83			1,684		49	5.81
Other securities		863		8	1.92			1,251		37	5.78
Trading securities		463		6	2.39			728		17	4.68
Total securities		30,945		688	4.45			23,656		602	5.09
Other earning assets		1,146		4	.74			1,158		17	3.00
Loans and leases
Commercial loans and leases		50,486		1,045	4.17			46,323		1,387	6.02
Direct retail loans		15,022		412	5.53			15,612		521	6.70
Sales finance loans		6,322		203	6.46			6,109		202	6.66
Revolving credit loans		1,785		86	9.66			1,615		91	11.32
Mortgage loans		16,378		476	5.82			17,418		525	6.03
Specialized lending		6,739		396	11.81			5,301		349	13.22
Total loans and leases held for investment		96,732		2,618	5.45			92,378		3,075	6.69
Loans held for sale		2,918		69	4.73			1,414		41	5.79
Total loans and leases		99,650		2,687	5.43			93,792		3,116	6.67
Total earning assets		131,741		3,379	5.15			118,606		3,735	6.32
Non-earning assets		17,441						15,885
Total assets	$	149,182					$	134,491
Liabilities and Shareholders' Equity
Interest-bearing liabilities
Interest checking	$	2,566		4	.34		$	2,433		16	1.34
Other client deposits		41,317		190	.93			34,750		318	1.84
Client certificates of deposit		26,512		405	3.08			26,903		538	4.02
Other interest-bearing deposits		9,126		67	1.47			9,667		147	3.06
Total interest-bearing deposits		79,521		666	1.69			73,753		1,019	2.78
Fed funds purchased, repos and other borrowings		15,762		43	.56			10,555		158	3.01
Long-term debt		17,596		329	3.75			20,449		434	4.25
Total interest-bearing liabilities		112,879		1,038	1.85			104,757		1,611	3.09
Noninterest-bearing deposits		14,640						12,881
Other liabilities		5,117						3,865
Shareholders' equity		16,546						12,988
Total liabilities and shareholders' equity	$	149,182					$	134,491
Average interest-rate spread					3.30						3.23
Net interest income/ net interest margin			$	2,341	3.57				$	2,124	3.59
Taxable-equivalent adjustment			$	57					$	39

(1	)	Excludes basis adjustments for fair value hedges.
(2	)	Yields are on a fully taxable-equivalent basis.

13

 

BB&T Corporation
Credit Quality
(Dollars in millions) 

 

	As of/For the Quarter Ended
		June 30			March 31			Dec. 31		Sept. 30				June 30
		2009			2009			2008		2008				2008
Nonperforming assets
Nonaccrual loans and leases
Commercial loans and leases	$	1,252		$	1,028		$	845		$	722		$	621
Direct retail loans		144			120			89			76			65
Sales finance loans		6			7			7			6			4
Mortgage loans		595			481			375			298			250
Specialized lending		94			91			97			94			76
Total nonaccrual loans and leases		2,091			1,727			1,413			1,196			1,016
Foreclosed real estate		1,201			958			538			382			232
Other foreclosed property		48			65			79			60			53
Total nonperforming assets	$	3,340		$	2,750		$	2,030		$	1,638		$	1,301
Loans 90 days or more past due and still accruing (1)
Commercial loans and leases	$	4		$	7		$	86		$	39		$	42
Direct retail loans		87			127			117			88			72
Sales finance loans		22			28			26			19			17
Revolving credit loans		24			25			23			17			15
Mortgage loans		179			180			165			123			126
Specialized lending		13			14			14			11			10
Total loans 90 days past due and still accruing	$	329		$	381		$	431		$	297		$	282
Loans 30-89 days past due (1)
Commercial loans and leases	$	422		$	507		$	594		$	355		$	492
Direct retail loans		191			256			270			200			175
Sales finance loans		111			111			146			119			93
Revolving credit loans		29			32			34			29			25
Mortgage loans		681			706			690			582			519
Specialized lending		269			221			313			294			258
Total loans 30-89 days past due	$	1,703		$	1,833		$	2,047		$	1,579		$	1,562
Allowance for credit losses
Beginning balance	$	1,895		$	1,607		$	1,393		$	1,273		$	1,113
Allowance for acquired (sold) loans, net		-			-			-			(2	)		-
Provision for credit losses		701			676			528			364			330
Charge-offs
Commercial loans and leases		(134	)		(144	)		(123	)		(87	)		(48	)
Direct retail loans		(134	)		(68	)		(49	)		(41	)		(38	)
Sales finance loans		(19	)		(22	)		(18	)		(15	)		(13	)
Revolving credit loans		(33	)		(30	)		(23	)		(20	)		(18	)
Mortgage loans		(78	)		(49	)		(45	)		(33	)		(13	)
Specialized lending		(74	)		(92	)		(76	)		(61	)		(55	)
Total charge-offs		(472	)		(405	)		(334	)		(257	)		(185	)
Recoveries
Commercial loans and leases		4			3			7			3			2
Direct retail loans		4			4			3			3			3
Sales finance loans		2			2			1			2			2
Revolving credit loans		3			3			3			2			3
Mortgage loans		1			-			1			-			-
Specialized lending		7			5			5			5			5
Total recoveries		21			17			20			15			15
Net charge-offs		(451	)		(388	)		(314	)		(242	)		(170	)
Ending balance	$	2,145		$	1,895		$	1,607		$	1,393		$	1,273
Allowance for credit losses
Allowance for loan and lease losses		2,110			1,869			1,574			1,377			1,257
Reserve for unfunded lending commitments		35			26			33			16			16
Total	$	2,145		$	1,895		$	1,607		$	1,393		$	1,273

(1 )  Excludes mortgage loans guaranteed by GNMA that BB&T does not have the obligation to repurchase.

14

BB&T Corporation
Credit Quality
(Dollars in millions)

 

	As of/For the Quarter Ended
	June 30		March 31		Dec. 31		Sept. 30			June 30
	2009		2009		2008		2008			2008
Asset Quality Ratios
Loans 30-89 days past due and still accruing as a
percentage of total loans and leases (1)	1.70	%	1.83	%	2.07	%	1.63	%		1.63	%
Loans 90 days or more past due and still accruing
as a percentage of total loans and leases (1)	.33		.38		.44		.31			.29
Nonperforming loans and leases as a
percentage of total loans and leases	2.08		1.72		1.43		1.24			1.06
Nonperforming assets as a percentage of:
Total assets	2.19		1.92		1.34		1.20			.95
Loans and leases plus foreclosed property	3.29		2.72		2.04		1.69			1.36
Net charge-offs as a percentage of average loans and leases	1.81		1.58		1.29		1.00			.72
Allowance for loan and lease losses as a percentage of
loans and leases held for investment	2.19		1.94		1.62		1.45			1.33
Ratio of allowance for loan and lease losses to:
Net charge-offs	1.17	X	1.19	X	1.26	X	1.43	X		1.84	X
Nonperforming loans and leases	1.01		1.08		1.11		1.15			1.24
							As of/For the
							Period Ended
							June 30,
							2009			2008
Allowance for credit losses
Beginning balance						$	1,607		$	1,015
Provision for credit losses							1,377			553
Charge-offs
Commercial loans and leases							(278	)		(66	)
Direct retail loans							(202	)		(66	)
Sales finance loans							(41	)		(26	)
Revolving credit loans							(63	)		(36	)
Mortgage loans							(127	)		(18	)
Specialized lending							(166	)		(114	)
Total charge-offs							(877	)		(326	)
Recoveries
Commercial loans and leases							7			6
Direct retail loans							8			6
Sales finance loans							4			4
Revolving credit loans							6			6
Mortgage loans							1			-
Specialized lending							12			9
Total recoveries							38			31
Net charge-offs							(839	)		(295	)
Ending balance						$	2,145		$	1,273
Allowance for credit losses
Allowance for loan and lease losses						$	2,110		$	1,257
Reserve for unfunded lending commitments							35			16
Total						$	2,145		$	1,273
Asset Quality Ratios
Net charge-offs as a percentage of average loans and leases							1.70	%		.63	%
Ratio of allowance for loan and lease losses to net charge-offs							1.25	X		2.12	X

(1 ) Excludes mortgage loans guaranteed by GNMA that BB&T does not have the obligation to repurchase.

15

 

BB&T Corporation
Credit Quality - Supplemental Schedules
(Dollars in millions, except average loan and average client size) 

 

SUPPLEMENTAL COMMERCIAL REAL ESTATE LOAN PORTFOLIO INFORMATION (1)
RESIDENTIAL ACQUISITION, DEVELOPMENT, AND CONSTRUCTION LOANS (ADC)
				As of / For the Period Ended June 30, 2009
						Builder /	Land / Land				Condos /
						Construction	Development				Townhomes			Total ADC
Total loans outstanding					$	2,245	$	4,147		$	475		$	6,867
Average loan size (in thousands)						278		590			1,289			444
Average client size (in thousands)						784		1,305			3,082			1,106
Percentage of total loans						2.2	%	4.1	%		.5	%		6.8	%
Nonaccrual loans and leases as a percentage of category						11.27		8.48			7.63			9.34
Gross charge-offs as a percentage of category - YTD						4.29		5.28			2.60			4.75
Gross charge-offs as a percentage of category - QTD						5.46		4.05			1.46			4.35
		As of / For the Period Ended June 30, 2009
											Gross Charge-			Gross Charge-
											Offs as a			Offs as a
RESIDENTIAL ACQUISITION, DEVELOPMENT, AND						Nonaccrual	Nonaccrual as				Percentage of			Percentage of
CONSTRUCTION LOANS (ADC) BY STATE OF	Total		Percentage of			Loans and	a Percentage of				Outstandings -			Outstandings -
ORIGINATION	Outstandings		Total			Leases	Outstandings				YTD			QTD
North Carolina	$	2,648	38.6	%	$	156		5.90	%		1.77	%		.62	%
Virginia		1,051	15.3			35		3.32			4.07			1.14
Georgia		992	14.4			198		19.92			11.97			13.78
Florida		677	9.9			114		16.80			11.31			13.61
South Carolina		637	9.3			44		6.89			2.17			2.70
Washington, D.C.		216	3.1			5		2.48			.83			1.67
Kentucky		207	3.0			33		16.13			1.45			.41
Tennessee		198	2.9			18		8.96			3.12			4.46
West Virginia		126	1.8			26		20.72			1.82			.77
Maryland		115	1.7			12		10.49			-			-
Total	$	6,867	100.0	%	$	641		9.34	%		4.75	%		4.35	%
OTHER COMMERCIAL REAL ESTATE LOANS (2)
				As of / For the Period Ended June 30, 2009
											Permanent
							Commercial				Income			Total Other
						Commercial	Land/				Producing			Commercial
						Construction	Development				Properties			Real Estate
Total loans outstanding					$	1,321	$	2,513		$	8,570		$	12,404
Average loan size (in thousands)						1,131		805			458			539
Average client size (in thousands)						1,632		980			687			781
Percentage of total loans						1.3	%	2.5	%		8.5	%		12.4	%
Nonaccrual loans and leases as a percentage of category						.53		3.70			1.47			1.82
Gross charge-offs as a percentage of category - YTD						.10		.83			.34			.40
Gross charge-offs as a percentage of category - QTD						.03		1.01			.41			.47
		As of / For the Period Ended June 30, 2009
											Gross Charge-			Gross Charge-
											Offs as a			Offs as a
						Nonaccrual	Nonaccrual as				Percentage of			Percentage of
OTHER COMMERCIAL REAL ESTATE LOANS BY STATE OF	Total		Percentage of			Loans and	a Percentage of				Outstandings -			Outstandings -
ORIGINATION	Outstandings		Total			Leases	Outstandings				YTD			QTD
North Carolina	$	3,717	30.0	%	$	46		1.25	%		.12	%		.10	%
Georgia		2,291	18.5			58		2.53			.84			.49
Virginia		1,876	15.1			13		.67			.01			.02
South Carolina		1,003	8.1			12		1.15			.30			.52
Florida		875	7.0			62		7.14			1.97			3.14
Washington, D.C.		714	5.7			1		.17			-			-
Maryland		506	4.1			5		.99			-			-
West Virginia		472	3.8			6		1.32			.28			.48
Kentucky		466	3.8			15		3.18			.70			1.37
Tennessee		399	3.2			8		1.89			.31			.47
Other		85	.7			-		-			-			-
Total	$	12,404	100.0	%	$	226		1.82	%		.40	%		.47	%

NOTES:	(1)	Commercial real estate loans (CRE) are defined as loans to finance non-owner occupied real property where the primary repayment source is the sale or rental/lease of the real property. Definition is based on internal classification.
	(2)	C&I loans secured by real property are excluded.

16

BB&T Corporation
Credit Quality - Supplemental Schedules
(Dollars in millions, except average loan size)

 

SUPPLEMENTAL RESIDENTIAL MORTGAGE PORTFOLIO INFORMATION
		As of / For the Period Ended June 30, 2009
									Construction/
MORTGAGE LOANS		Prime				ALT-A			Permanent			Subprime (1)			Total (2)
Total loans outstanding	$	11,352		$		2,916		$	1,134		$	612		$	16,014
Average loan size (in thousands)		194				330			347			68			201
Average credit score		720				734			736			594			719
Percentage of total loans		11.3	%			2.9	%		1.1	%		.6	%		16.0	%
Percentage that are first mortgages		99.7				99.7			98.9			83.0			99.0
Average loan to value at origination		75.9				67.1			75.3			74.6			74.2
Nonaccrual loans and leases as a percentage of category		2.56				6.24			8.11			7.68			3.82
Gross charge-offs as a percentage of category - YTD		1.06				2.40			3.06			3.85			1.57
Gross charge-offs as a percentage of category - QTD		1.34				3.02			3.81			4.37			1.95
		As of / For the Period Ended June 30, 2009
												Gross Charge-			Gross Charge-
												Offs as a			Offs as a
								Nonaccrual as				Percentage of			Percentage of
	Total Mortgages				Percentage of			a Percentage				Outstandings -			Outstandings -
RESIDENTIAL MORTGAGE LOANS BY STATE	Outstanding (2)				Total			of Outstandings				YTD			QTD
North Carolina	$	3,851				24.0	%		1.99	%		.49	%		.68	%
Virginia		3,183				19.9			2.54			1.22			1.47
Florida		2,447				15.3			9.62			5.10			6.51
Maryland		1,654				10.3			2.11			.66			.96
Georgia		1,497				9.4			5.07			1.90			1.89
South Carolina		1,463				9.1			3.69			1.08			1.56
West Virginia		348				2.2			1.57			.61			.64
Kentucky		341				2.1			1.10			.32			.50
Tennessee		245				1.5			3.38			.54			.66
Washington, D.C.		175				1.1			1.25			.19			.26
Other		810				5.1			4.27			1.35			1.01
Total	$	16,014				100.0	%		3.82	%		1.57	%		1.95	%
SUPPLEMENTAL DIRECT RETAIL CONSUMER REAL ESTATE PORTFOLIO INFORMATION (3)
				As of / For the Period Ended June 30, 2009
								Home Equity			Home Equity
DIRECT RETAIL CONSUMER REAL ESTATE LOANS & LINES				Lot Loans				Loans			Lines				Total
Total loans outstanding				$		1,899		$	6,141		$	5,591		$	13,631
Average loan size (in thousands) (4)						68			43			36			42
Average credit score						723			720			760			743
Percentage of total loans						1.9	%		6.1	%		5.6	%		13.6	%
Percentage that are first mortgages						99.8			71.8			25.8			56.8
Average loan to value at origination						80.9			64.8			65.6			66.5
Nonaccrual loans and leases as a percentage of category						3.70			.83			.35			1.04
Gross charge-offs as a percentage of category - YTD						9.63			1.26			1.42			2.57
Gross charge-offs as a percentage of category - QTD						15.49			1.46			1.55			3.53
	As of / For the Period Ended June 30, 2009
	Total Direct											Gross Charge-			Gross Charge-
	Retail Consumer											Offs as a			Offs as a
	Real Estate								Nonaccrual as			Percentage of			Percentage of
DIRECT RETAIL CONSUMER REAL ESTATE LOANS AND	Loans and Lines				Percentage of				a Percentage			Outstandings -			Outstandings -
LINES BY STATE	Outstanding				Total				of Outstandings			YTD			QTD
North Carolina	$	4,703				34.5	%		1.12	%		2.33	%		3.49	%
Virginia		3,069				22.5			.43			1.56			1.86
South Carolina		1,327				9.7			1.58			2.95			4.34
Georgia		1,112				8.2			1.46			4.19			5.55
Maryland		829				6.1			.48			1.69			2.11
West Virginia		826				6.1			.66			1.23			1.64
Florida		687				5.0			2.01			7.70			10.03
Kentucky		575				4.2			.92			.67			1.01
Tennessee		396				2.9			2.03			5.65			7.55
Washington, D.C.		88				.6			1.32			3.69			4.25
Other		19				.2			.63			1.00			2.03
Total	$	13,631				100.0	%		1.04	%		2.57	%		3.53	%

NOTES:	(1)	Includes $374 million in loans originated by Lendmark Financial Services, which are disclosed as a part of the specialized lending category.
	(2)	Excludes mortgage loans guaranteed by GNMA that BB&T does not have the obligation to repurchase.
	(3)	Direct retail consumer real estate loans are originated through the BB&T branching network.
	(4)	Home equity lines without an outstanding balance are excluded from this calculation.

17

BB&T Corporation
Capital Information - Five Quarter Trend
(Dollars in millions, except per share data) 

 

	As of / Quarter Ended
		June 30				March 31			Dec. 31			Sept. 30			June 30
		2009				2009			2008			2008			2008
Selected Capital Information (1)
Risk-based capital
Tier 1		$	12,132		$	13,494		$	13,446		$	10,008		$	9,317
Total			17,362			19,048			19,109			15,318			14,673
Risk-weighted assets (3)			114,260			111,620			109,757			106,097			104,455
Average quarterly tangible assets			143,011			144,281			136,325			131,469			129,915
Risk-based capital ratios
Tier 1			10.6	%		12.1	%		12.3	%		9.4	%		8.9	%
Total			15.2			17.1			17.4			14.4			14.0
Leverage capital ratio			8.5			9.4			9.9			7.6			7.2
Equity as a percentage of total assets			9.7			11.3			10.6			9.5			9.4
Book value per common share		$	22.76		$	23.29		$	23.16		$	23.42		$	23.40
Selected Non-GAAP Capital Information (2)
Tangible common equity as a percentage of tangible assets			6.5	%		5.6		%	5.3	%		5.8	%		5.6	%
Tier 1 common equity as a percentage of risk-weighted assets			8.4			7.0			7.1			7.2			7.1
Tangible book value per common share		$	14.74		$	13.93		$	13.87		$	13.81		$	13.50
Calculations of Tier 1 common equity and tangible assets and related measures:
Tier 1 equity	$		12,132		$	13,494		$	13,446		$	10,008		$	9,317
Less:
Preferred stock			-			3,085			3,082			-			-
Qualifying restricted core capital elements			2,578			2,601			2,607			2,383			1,932
Tier 1 common equity			9,554			7,808			7,757			7,625			7,385
Total assets	$		152,398		$	143,425		$	152,015		$	137,041		$	136,465
Less:
Intangible assets, net of deferred taxes (4)			5,851			5,868			5,873			5,847			5,811
Plus:
Pre-tax regulatory adjustments for accumulated OCI			1,315			1,165			1,220			741			520
Tangible assets		147,862				138,722			147,362			131,935			131,174
Total risk-weighted assets (3)			114,260			111,620			109,757			106,097			104,455
Tangible common equity as a percentage of tangible assets			6.5	%		5.6	%		5.3	%		5.8	%		5.6	%
Tier 1 common equity as a percentage of risk-weighted assets			8.4			7.0			7.1			7.2			7.1
Tier 1 common equity		$	9,554		$	7,808		$	7,757		$	7,625		$	7,385
Outstanding shares at end of period			648,068			560,563			559,248			552,259			546,928
Tangible book value per common share		$	14.74		$	13.93		$	13.87		$	13.81		$	13.50

(1)	Current quarter regulatory capital information is preliminary.
(2)	Tangible common equity and Tier 1 common equity ratios are Non-GAAP measures. BB&T uses the Tier 1 common equity definition used in the SCAP assessment to calculate these ratios. BB&T's management uses these measures to assess the quality of capital and believes that investors may find them useful in their analysis of the Corporation. These capital measures are not necessarily comparable to similar capital measures that may be presented by other companies.
(3)	Risk-weighted assets are determined based on regulatory capital requirements. Under the regulatory framework for determining risk-weighted assets each asset class is assigned a risk-weighting of 0%, 20%, 50% or 100% based on the underlying risk of the specific asset class. In addition, off balance sheet exposures are first converted to a balance sheet equivalent amount and subsequently assigned to one of the four risk-weightings.
(4)	Prior to December 2008, BB&T had a net deferred tax liability.

18

BB&T Corporation
Selected Growth Rates Adjusted for Purchase Acquisitions and Selected Items

 

	Percentage Increase (Decrease)
	QTD			Link QTD		YTD
PERCENTAGE CHANGES IN SELECTED BALANCE SHEET ITEMS (1)	2Q09 vs. 2Q08			2Q09 vs. 1Q09		2009 vs. 2008
Average Balances
Commercial loans and leases (2)	7.7	%		(0.6	) %	10.0	%
Direct retail loans	(5.1	)		(12.6	)	(3.8	)
Sales finance loans	1.6			(3.2	)	3.3
Revolving credit loans	10.7			7.9		10.5
Mortgage loans	(7.9	)		(18.1	)	(6.0	)
Specialized lending	8.3			14.1		7.5
Total loans and leases held for investment (2)	2.4			(4.5	)	4.1
Loans held for sale	109.0			143.7		106.4
Total loans and leases (2)	4.2			(0.8	)	5.6
Noninterest-bearing deposits	17.8			46.8		13.5
Interest checking	3.9			34.1		5.3
Other client deposits	20.9			12.1		18.8
Client certificates of deposit	(3.7	)		(18.5	)	(2.1	)
Total client deposits	11.2			8.6		10.2
Other interest-bearing deposits	(12.3	)		(55.0	)	(5.6	)
Total deposits	8.6			1.9		8.4
	Percentage Increase (Decrease)
	QTD			Link QTD		YTD
PERCENTAGE CHANGES IN SELECTED INCOME STATEMENT ITEMS (1)(3)	2Q09 vs. 2Q08			2Q09 vs. 1Q09		2009 vs. 2008
Net interest income - taxable equivalent	5.1		%	(4.8	) %	8.4	%
Noninterest income
Insurance income	3.7			46.2		0.6
Service charges on deposits	(2.3	)		30.9		(0.6	)
Investment banking and brokerage fees	4.5			48.9		-
Mortgage banking income	155.6			2.5		NM
Checkcard fees	7.5			65.5		6.0
Other nondeposit fees and commissions	10.4			-		14.0
Trust and investment advisory revenues	(13.2	)		12.5		(16.7	)
Bankcard fees and merchant discounts	-			45.8		(1.3	)
Other income	63.4			NM		36.5
Total noninterest income	17.0			46.1		16.1
Noninterest expense
Personnel expense	5.2			13.3		5.0
Occupancy and equipment expense	0.8			(3.1	)	2.0
Other noninterest expense	23.7			75.7		19.1
Total noninterest expense	10.4			30.9		8.9

NOTES:		Applicable ratios are annualized.
(1	)	Adjusted to exclude estimated growth that resulted from the timing of acquisitions during 2009 and 2008.
(2	)	Adjusted for the sale of leveraged lease investments.
(3	)	Excludes securities gains or losses, merger-related and restructuring charges, the net impact of valuation adjustments for mortgage servicing rights, gains or losses on mortgage servicing rights-related derivatives and other selected items as noted on the accompanying schedule.
		NM - not meaningful.

19

BB&T Corporation
Selected Items & Additional Information
(Dollars in millions, except per share data)

 

		Favorable (Unfavorable)
Selected Items			Pre-Tax			After-Tax
Second Quarter 2009
Gain from extinguishment of debt	Other noninterest expense	$	36		$	22
FDIC special assessment	Regulatory charges		(71	)		(44	)
Accelerated amortization on preferred stock	Dividends and accretion on preferred stock		(47	)		(47	)
First Quarter 2009
Other-than-temporary impairment charges	Securities gains (losses), net		(36	)		(22	)
Severance expense	Merger-related and restructuring charges, net		(11	)		(7	)
Fourth Quarter 2008
Other-than-temporary impairment charges	Securities gains (losses), net		(63	)		(39	)
Leveraged lease settlement	Net interest income		(67	)		(43	)
Leveraged lease settlement	Provision for income tax		60			60
Third Quarter 2008
Other-than-temporary impairment charges	Securities gains (losses), net		(41	)		(26	)
Second Quarter 2008
Gain from sale of Visa stock	Other noninterest income		47			30
Gain from extinguishment of debt	Other noninterest expense		36			22
Year-to-Date 2009
Gain from extinguishment of debt	Other noninterest expense		36			22
FDIC special assessment	Regulatory charges		(71	)		(44	)
Accelerated amortization on preferred stock	Dividends and accretion on preferred stock		(47	)		(47	)
Other-than-temporary impairment charges	Securities gains (losses), net		(36	)		(22	)
Severance expense	Merger-related and restructuring charges, net		(11	)		(7	)
Year-to-Date 2008
Implementation of fair value accounting standards	Other noninterest income		(6	)		(4	)
Implementation of fair value accounting standards	Mortgage banking income		23			14
Gain from sale of Visa IPO and sale of stock	Other noninterest income		80			51
Reversal of Accrual for Visa settlement	Other noninterest expense		14			9
Gain from extinguishment of debt	Other noninterest expense		36			22
Valuation charge for bank-owned life insurance	Other noninterest income		(12	)		(12	)

	As of / Quarter Ended
		June 30			March 31			Dec. 31			Sept. 30			June 30
		2009			2009			2008			2008			2008
Selected Mortgage Banking Information
Income statement impact of mortgage servicing rights valuation
MSRs fair value (decrease) increase	$	137		$	(46	)	$	(247	)	$	(41	)	$	152
MSRs hedge gains (losses)		(114	)		74			273			65			(158	)
Net	$	23		$	28		$	26		$	24		$	(6	)
Residential mortgage loan originations	$	8,543		$	7,414		$	3,581		$	3,743		$	4,721
Residential mortgage servicing portfolio
Loans serviced for others		47,037			42,923			41,250			39,292			36,810
Bank-owned loans serviced		19,504			19,990			18,434			18,411			18,755
Total servicing portfolio		66,541			62,913			59,684			57,703			55,565
Weighted-average coupon rate		5.74	%		5.92	%		6.03	%		6.01	%		5.98	%
Weighted-average servicing fee		.378			.376			.370			.366			.365
Selected Miscellaneous Information
Derivatives notional amount	$	84,649		$	75,581		$	74,177		$	67,287		$	59,795
Fair value of derivatives		355			486			626			219			156
Unrealized depreciation on securities
available for sale, net of tax		(384	)		(289	)		(324	)		(398	)		(274	)
Common stock prices
High		28.67			27.72			40.00			45.31			37.85
Low		16.27			12.90			21.47			18.71			21.40
End of period		21.98			16.92			27.46			37.80			22.77
Banking offices		1,505			1,504			1,511			1,501			1,489
ATMs		2,194			2,193			2,195			2,178			2,173
FTEs		28,763			29,496			29,633			29,818			30,089

20

 

BB&T Corporation
NON-GAAP Reconciliation Table - Five Quarter Trend
(Dollars in millions, except per share data)

 

		Quarter Ended
		June 30			March 31			Dec. 31			Sept. 30			June 30
NON-GAAP Reconciliation Table		2009			2009			2008			2008			2008
Diluted earnings per common share	$	.20		$	.48		$	.51		$	.65		$	.78
Effect of amortization of intangibles, net of tax		.02			.03			.03			.03			.03
Effect of amortization of mark-to-market adjustments, net of tax		(.01	)		-			-			-			-
Cash basis diluted earnings per common share		.21			.51			.54			.68			.81
Return on average assets		.56	%		.86	%		.86	%		1.05	%		1.28	%
Effect of amortization of intangibles, net of tax		.07			.08			.08			.09			.10
Effect of amortization of mark-to-market adjustments, net of tax		(.02	)		(.01	)		-			.01			-
Cash basis return on average tangible assets		.61			.93			.94			1.15			1.38
Return on average common shareholders' equity		3.43	%		8.29	%		8.47	%		10.86	%		13.27	%
Effect of amortization of intangibles, net of tax		3.18			7.39			7.09			9.10			10.94
Effect of amortization of mark-to-market adjustments, net of tax		(.20	)		(.06	)		.01			.01			.01
Cash basis return on average tangible common shareholders' equity		6.41			15.62			15.57			19.97			24.22
Efficiency ratio - GAAP		54.7	%		48.5	%		53.4	%		52.9	%		50.0	%
Effect of securities gains (losses), net		.5			3.5			1.2			.4			.3
Effect of net MSR valuation		(2.8	)		(1.8	)		(1.5	)		(1.2	)		(.9	)
Effect of foreclosed property expense		.6			.7			.8			.6			(.2	)
Efficiency ratio - reported		53.0			50.9			53.9			52.7			49.2
Effect of amortization of intangibles		(1.1	)		(1.2	)		(1.3	)		(1.4	)		(1.3	)
Effect of amortization of mark-to-market adjustments		.2			.1			-			-			-
Cash basis efficiency ratio		52.1			49.8			52.6			51.3			47.9
Fee income ratio - GAAP		46.0	%		46.7	%		42.6	%		41.7	%		43.1	%
Effect of securities gains (losses), net		(.5	)		(4.0	)		(1.3	)		(.4	)		(.3	)
Effect of net MSR valuation		(.6	)		(.6	)		(.8	)		(.8	)		.2
Fee income ratio - reported		44.9			42.1			40.5			40.5			43.0

		Year-to-Date
		June 30,
NON-GAAP Reconciliation Table		2009			2008
Diluted earnings per common share	$	.67		$	1.56
Effect of amortization of intangibles, net of tax		.05			.06
Effect of amortization of mark-to-market adjustments, net of tax		(.02	)		-
Cash basis diluted earnings per common share		.70			1.62
Return on average assets		.71	%		1.29	%
Effect of amortization of intangibles, net of tax		.07			.10
Effect of amortization of mark-to-market adjustments, net of tax		(.01	)		-
Cash basis return on average tangible assets		.77			1.39
Return on average common shareholders' equity		5.78	%		13.29	%
Effect of amortization of intangibles, net of tax		5.12			10.94
Effect of amortization of mark-to-market adjustments, net of tax		(.22	)		.01
Cash basis return on average tangible common shareholders' equity		10.68			24.24
Efficiency ratio - GAAP		51.6	%		50.9	%
Effect of securities gains (losses), net		2.0			.7
Effect of net MSR valuation		(2.3	)		(.8	)
Effect of foreclosed property expense		.7			(.1	)
Efficiency ratio - reported		52.0			50.7
Effect of amortization of intangibles		(1.2	)		(1.4	)
Effect of amortization of mark-to-market adjustments		.2			-
Cash basis efficiency ratio		51.0			49.3
Fee income ratio - GAAP		46.4	%		42.9	%
Effect of securities gains (losses), net		(2.2	)		(.8	)
Effect of net MSR valuation		(.7	)		.1
Fee income ratio - reported		43.5			42.2

21