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

October 21, 2010
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

     On October 21, 2010, BB&T Corporation issued a press release reporting third quarter 2010 results, and posted on its website its third quarter 2010 Earnings Release, Quarterly Performance Summary and Earnings Release Presentation. The release contains forward-looking statements regarding BB&T and includes a cautionary statement identifying important factors that could cause actual results to differ materially from those anticipated. The Earnings Release, Quarterly Performance Summary and Earnings Release Presentation are furnished as Exhibit 99.1, 99.2 and 99.3, respectively.

ITEM 9.01 Financial Statements and Exhibits

Exhibit No.	Description of Exhibit
99.1	BB&T Corporation's Earnings Release issued October 21, 2010.
99.2	BB&T Corporation's Quarterly Performance Summary issued October 21, 2010.
99.3	BB&T Corporation's Earnings Release Presentation issued October 21, 2010.

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/ Cynthia B. Powell

Cynthia B. Powell

Executive Vice President and Corporate Controller 

(Principal Accounting Officer)

Date: October 21, 2010

EX-99.1

		Exhibit 99.1
October 21, 2010
FOR IMMEDIATE RELEASE
Contacts:
ANALYSTS		MEDIA
Tamera Gjesdal	Alan Greer	Cynthia Williams
Senior Vice President	Executive Vice President	Executive Vice President
Investor Relations	Investor Relations	Corporate Communications
(336) 733-3058	(336) 733-3021	(336) 733-1478

BB&T reports 3^rd quarter EPS totaling $.30, up 30%; Net income increased 39%

BB&T grows loans in all non-real estate categories

     WINSTON-SALEM, N.C. -- BB&T Corporation (NYSE: BBT) today reported earnings for the third quarter of 2010. Net income available to common shareholders totaled $210 million, or $.30 per diluted common share, compared with $152 million, or $.23 per diluted common share, earned during the third quarter of 2009. These results reflect increases of 38.2% and 30.4%, respectively. Results include $10 million, or $.01 per share, of merger-related charges.

     “BB&T again produced industry-leading loan growth, including substantial growth in all non-real estate portfolios compared to last quarter,” said Chairman and Chief Executive Officer Kelly S. King. “Loan growth in C&I lending, automobile finance, revolving credit and our specialized lending businesses has been exceptional. In fact, we generated double-digit growth in specialized lending and automobile finance. I am also pleased that we continued to grow pre-tax pre-provision earnings, which are up 61% on an annualized linked quarter basis, excluding securities gains. Our underlying businesses, in many ways, are performing better than ever, particularly in terms of client service delivery and market position. Also, we continued to grow low cost deposits, with 15.4% annualized growth in noninterest-bearing deposits compared to last quarter.

     “We gained momentum in the execution of our asset disposition strategy, transferring $1.3 billion in nonperforming loans to loans held for sale. We have sold $451 million in loans and foreclosed properties this quarter and have more than $350 million in nonperforming assets under contract to sell.

     “Despite elevated credit costs, we continue to invest in our revenue producing businesses through the development of our corporate banking team, wealth team and specialized lending subsidiaries, among others,” said King. “These previous strategic investments are paying off because we have a strong balance sheet and we are creating a better value proposition for our clients.”

Quarterly Highlights Include:

Average total loans and leases held for investment, excluding the impact of the asset disposition strategy, increased $907 million, or 3.6% on an annualized basis for the third quarter compared to the second quarter of 2010
o	All non-real estate loan portfolios grew; the pace accelerated in almost all portfolios
o	Annualized linked quarter growth includes a 20.8% increase in average loans originated by BB&T’s specialized lending group, a 10.4% increase in average sales finance loans, a 9.1% increase in average revolving credit loans and average C&I growth of 6.0%
o	C&I includes annualized growth of 20% in BB&T’s large corporate banking initiative
Average client deposits were up $3.6 billion, or 3.7%, in the third quarter compared to the third quarter of 2009, including stronger account openings in the legacy Colonial branches
o	BB&T increased net new transaction accounts from 17,400 in 3Q09 to 37,700 in 3Q10
o	Deposit mix continued to improve with 15.4% annualized linked quarter growth in average noninterest-bearing deposit accounts
BB&T’s capital levels remained strong at September 30
o	Tangible common equity unchanged at 7.0%
o	Leverage capital improved to 9.3%
o	Tier 1 common improved to 9.0%
o	Tier 1 risk-based capital remained strong at 11.7%
Net revenue growth, excluding securities gains, was 1.1% in the third quarter on an annualized basis compared to the second quarter of 2010
o	Pre-tax pre-provision earnings available to common shareholders increased 61% on an annualized basis in the quarter, excluding securities gains
o	Mortgage revenues increased significantly driving stronger overall revenues
Net interest income for the third quarter increased 6.2% compared to the third quarter of 2009
o	The net interest margin was 4.09% for the third quarter, a 41 basis point increase compared to the third quarter of 2009 and a decrease of 3 basis points compared to last quarter
o	The continued strong margin was driven primarily by higher yields on loans purchased from legacy Colonial and lower deposit costs
Executed a strategic de-risking of the investment portfolio which produced gains and provided additional balance sheet flexibility
o	BB&T sold $10.7 billion of securities and recorded net gains of $239 million in the quarter
o	Effective duration decreased to 2.9 years
o	Significantly reduced OCI risk in light of Basel III capital rules
Significant progress made in problem asset disposition strategy
o	Nonperforming assets decreased 4.2% and decreased 20.9% excluding loans held for sale
o	The allowance for loan and lease losses to nonperforming loans held for investment, excluding covered loans, improved to 130% at September 30 compared with 98% at June 30
o	Net charge-offs, excluding covered loans, totaled 3.54% for the quarter including $432 million in charge-offs associated with the NPA disposition strategy. Excluding these losses and covered loans, net core charge-offs were 1.80% for the quarter

Acquired loan assessment indicates continued outperformance
o	The combined assessments for all quarters resulted in an improvement in interest income of $18 million related to loans, offset by a reduction of $12 million related to covered securities. The assessment also revealed additional impairment in certain loan pools, resulting in an increase to the provision for loan and lease losses of $29 million compared to the prior quarter.

BB&T has no issues of concern in its foreclosure processes

     After completing an internal review, BB&T identified no issues of concern with its foreclosure processes. With knowledgeable specialists preparing all affidavits, BB&T has not engaged in “robo-signing.” In addition, the company did not actively participate in private label securitizations that caused problems with assignment of loans for other banks. The company works hard to mitigate losses and work with borrowers, resorting to foreclosure only as a last option. BB&T has been very successful modifying mortgage loans with a 73% success rate under the HAMP program converting troubled borrowers to permanent modifications compared to an industry rate of approximately 20%.

     “We operate a relatively low risk mortgage business model and we believe our foreclosure process is sound,” said King. “It truly is a values-based approach where we work with our clients. Recently, we were recognized by J.D. Power and Associates for ‘Highest in Customer Satisfaction With Primary Mortgage Servicers.’”*

Noninterest revenues increased 18.1%

     Noninterest income increased $170 million, or 18.1%, in the third quarter compared to the same period last year primarily due to a $208 million increase in securities gains and a $40 million increase in mortgage banking income. These increases were partially offset by a $33 million decrease in service charges on deposits and a $46 million reduction in noninterest income to reflect the offset related to the FDIC loss share agreements.

     BB&T earned $184 million in mortgage banking revenue in the third quarter, an increase of 27.8% compared to the third quarter last year. The increase in mortgage banking income is primarily due to increased refinance-related production revenues from favorable spreads on mortgage loans. BB&T originated $6.7 billion of mortgage loans during the third quarter compared to $5.0 billion in originations in the second quarter and $6.9 billion in the third quarter last year.

     Checkcard fees and other nondeposit fees and commissions increased 18.6% and 25.4%, respectively, compared to the third quarter of 2009. The increase in checkcard fees was primarily due to increased usage by new and existing clients. The growth in nondeposit fees and commissions was primarily the result of stronger performance in commercial lending-related revenues. Service charges on deposit accounts totaled $147 million in the third quarter, a decrease of 18.3% compared to the same quarter of 2009. The decrease in service charges was primarily due to regulatory changes related to overdraft policies. Trust and investment advisory revenue increased 11.1% for this same period due to improved performance from Sterling Capital Management, BB&T’s asset management subsidiary.

     Other noninterest income totaled $(13 million) during the third quarter, compared with $20 million for the same period of 2009. The decrease is due to market-related decreases in trading assets for post-employment benefits that are offset by a similar decrease in personnel expense and losses recorded on loans held for sale.

Noninterest expenses decrease on a linked quarter basis

     BB&T’s noninterest expenses decreased $92 million, or 24.3% on an annualized linked quarter basis. This decrease was due to substantially lower foreclosed property costs and lower merger-related expenses. Noninterest expenses increased $88 million, or 6.7%, in the third quarter of 2010 compared with the same period in 2009. The increase included $49 million of additional expenses related to foreclosed properties; a $16 million increase in professional services costs; $15 million in loan processing expense; and $17 million in higher regulatory charges. These increases were partially offset by declines of $8 million in merger-related and restructuring charges and $8 million in other expenses.

BB&T’s performance drives positive operating leverage for the third quarter

     Growth in revenues and lower expenses drove positive operating leverage for the third quarter of 2010 compared to the second quarter. Total revenues increased by 4% on an annualized basis and expenses decreased by 24%, led by lower writedowns on foreclosed properties.

Earnings webcast, presentation and Quarterly Performance Summary

     To hear a live webcast of BB&T’s third quarter 2010 earnings conference call at 8 a.m. (ET) today, please visit our Web site at www.BBT.com. A presentation will be used during the earnings conference call and will be available on our Web site. Replays of the conference call will be available on the BB&T Web site until Thursday, November 4, or by dialing 1-888-203-1112 (access code 4313363) until Tuesday, October 26.

     To access the webcast and presentation, including an appendix reconciling non-GAAP disclosures, go to www.BBT.com and click on “About BB&T” and proceed to “Investor Relations.” The webcast link can be found under “Webcasts” and the presentation can be found under “View Recent Presentations.”

     BB&T’s Third Quarter 2010 Quarterly Performance Summary, which contains detailed financial schedules, is available on BB&T’s Web site at www.BBT.com/financials.html.

About BB&T

     As of Sept. 30, BB&T is one of the largest financial services holding companies in the U.S. with $157.2 billion in assets and market capitalization of $16.7 billion. Based in Winston-Salem, N.C., the company operates approximately 1,800 financial centers in 12 states and Washington, D.C., and offers a full range of consumer and commercial banking, securities brokerage, asset management, mortgage and insurance products and services. A Fortune 500 company, BB&T is consistently recognized for outstanding client satisfaction by J.D. Power and Associates, the U.S. Small Business Administration, Greenwich Associates and others. More information about BB&T and its full line of products and services is available at www.BBT.com.

###

Regulatory capital ratios are preliminary.

* Branch Banking and Trust received the highest numerical score among mortgage servicers in the proprietary J.D. Power and Associates 2010 Primary Mortgage Servicer StudySM. Study based on responses from 4,516 consumers measuring 19 companies and measures the satisfaction of consumers with their current mortgage servicer. Proprietary study results are based on experiences and perceptions of consumers surveyed in May-June 2010. Your experiences may vary. Visit jdpower.com

This news release contains performance measures 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 uses these measures to evaluate the underlying performance and efficiency of its operations. It believes that these non-GAAP 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 financial measures determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies. 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. Asset quality ratios have been adjusted to remove the impact of acquired loans and foreclosed property covered by the FDIC loss sharing a greements as management believes their inclusion results in distortion of those ratios and may not be comparable to other periods presented or to other portfolios that were not impacted by purchase accounting.

This news 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 news release.

EX-99.2

Exhibit 99.2

BB&T Corporation
Quarterly Performance Summary
Third Quarter 2010

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	14-16
Credit Quality - Supplemental Schedules
Supplemental Commercial Real Estate Loan Portfolio Information	17
Supplemental Residential Mortgage Portfolio Information	18
Supplemental Troubled Debt Restructurings Information	19
Capital Information - Five Quarter Trend	20
Selected Growth Rates Adjusted for Purchase
Acquisitions and Selected Items	21
Selected Items & Additional Information	22
NON-GAAP Reconciliation Table	23

2

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

		Quarter Ended								Year-to-Date
		September 30					%			September 30						%
		2010		2009			Change			2010				2009		Change
Summary Income Statement
Interest income	$	1,796		$	1,776		1.1	%	$	5,461			$	5,155		5.9	%
Interest expense		449			509		(11.8	)		1,375				1,547		(11.1	)
Net interest income - taxable equivalent		1,347			1,267		6.3			4,086				3,608		13.2
Less: Taxable-equivalent adjustment		33			30		10.0			98				87		12.6
Net interest income		1,314			1,237		6.2			3,988				3,521		13.3
Provision for credit losses		770			709		8.6			1,995				2,086		(4.4	)
Net interest income after provision for credit losses		544			528		3.0			1,993				1,435		38.9
Noninterest income		1,110			940		18.1			2,993				2,964		1.0
Noninterest expense		1,408			1,320		6.7			4,249				3,570		19.0
Income before income taxes		246			148		66.2			737				829		(11.1	)
Provision for income taxes		27			(9	)	NM			100				146		(31.5	)
Net income		219			157		39.5			637				683		(6.7	)
Noncontrolling interest		9			5		80.0			29				15		93.3
Dividends and accretion on preferred stock		-			-		-			-				124		(100.0	)
Net income available to common shareholders		210			152		38.2			608				544		11.8
Per Common Share Data
Earnings
Basic	$	.30		$	.23		30.4	%	$	.88			$	.89		(1.1	) %
Diluted		.30			.23		30.4			.87				.88		(1.1	)
Cash dividends declared		.15			.15		-			.45				1.09		(58.7	)
Book value		24.11			23.41		3.0			24.11				23.41		3.0
Tangible book value (1)		15.25			14.10		8.2			15.25				14.10		8.2
End of period shares outstanding (in thousands)		693,560			687,446		0.9			693,560				687,446		0.9
Weighted average shares (in thousands)
Basic		693,017			665,408		4.1			691,982				609,698		13.5
Diluted		701,535			672,457		4.3			700,551				615,307		13.9
Performance Ratios
Return on average assets		.56	%		.40	%				.53	%			.60	%
Return on average common shareholders' equity		4.91			3.90					4.84				5.09
Net interest margin - taxable equivalent		4.09			3.68					4.03				3.61
Fee income ratio (2)		42.3			41.8					40.7				43.4
Efficiency ratio (2)		54.1			52.0					53.4				50.2
Credit Quality (including amounts related to covered loans and
covered foreclosed property)
Nonperforming assets as a percentage of
Total assets		2.81	%		2.48	%				2.81	%			2.48	%
Loans and leases plus foreclosed property		4.11			3.78					4.11				3.78
Net charge-offs as a percentage of average
loans and leases		3.31			1.71					2.55				1.70
Allowance for loan and lease losses as a percentage
of loans and leases held for investment		2.56			2.29					2.56				2.29
Ratio of allowance for loan and lease losses to
nonperforming loans and leases held for investment		1.32	X		.93	X				1.32	X			.93	X
Average Balances
Total assets	$	155,666		$	157,451		(1.1	) %	$	159,723		$		151,969		5.1	%
Securities available for sale		23,277			31,511		(26.1	)		28,156				30,511		(7.7	)
Loans and leases		104,755			103,334		1.4			104,396				100,892		3.5
Deposits		103,505			107,310		(3.5	)		107,171				98,592		8.7
Client deposits		99,914			96,349		3.7			102,272				88,848		15.1
Shareholders' equity		17,035			15,537		9.6			16,864				16,206		4.1
Period-End Balances
Total assets	$	157,230		$	165,328		(4.9	) %	$	157,230		$		165,328		(4.9	) %
Securities available for sale		24,497			33,477		(26.8	)		24,497				33,477		(26.8	)
Loans and leases		106,014			107,027		(0.9	)		106,014				107,027		(0.9	)
Deposits		106,419			114,510		(7.1	)		106,419				114,510		(7.1	)
Client deposits		99,399			103,725		(4.2	)		99,399				103,725		(4.2	)
Shareholders' equity		16,787			16,142		4.0			16,787				16,142		4.0
Capital Ratios (3)
Risk-based
Tier 1		11.7	%		11.1	%				11.7	%			11.1	%
Total		15.7			15.6					15.7				15.6
Leverage		9.3			8.5					9.3				8.5
Tangible common equity (1)		7.0			6.1					7.0				6.1
Tier 1 common equity to risk-weighted assets (1)		9.0			8.4					9.0				8.4

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 20 of this supplement.
(2)	Excludes securities gains (losses), foreclosed property expense, amortization of intangible assets, merger-related and restructuring charges, the impacts of FDIC loss share accounting, and other selected items as detailed on page 22 of this supplement. See Non-GAAP reconciliations.
(3)	Current quarter regulatory capital information is preliminary.
	NM - not meaningful.

3

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

	Quarter Ended
		Sept. 30			June 30			March 31			Dec. 31			Sept. 30
		2010			2010			2010			2009			2009
Summary Income Statement
Interest income	$	1,796		$	1,852		$	1,813		$	1,853		$	1,776
Interest expense		449			460			466			498			509
Net interest income - taxable equivalent		1,347			1,392			1,347			1,355			1,267
Less: Taxable-equivalent adjustment		33			32			33			32			30
Net interest income		1,314			1,360			1,314			1,323			1,237
Provision for credit losses		770			650			575			725			709
Net interest income after provision for credit losses		544			710			739			598			528
Noninterest income		1,110			1,039			844			970			940
Noninterest expense		1,408			1,500			1,341			1,361			1,320
Income before income taxes		246			249			242			207			148
Provision for income taxes		27			25			48			13			(9	)
Net income		219			224			194			194			157
Noncontrolling interest		9			14			6			9			5
Net income available to common shareholders		210			210			188			185			152
Per Common Share Data
Earnings
Basic	$	.30		$	.30		$	.27		$	.27		$	.23
Diluted		.30			.30			.27			.27			.23
Cash dividends declared		.15			.15			.15			.15			.15
Book value		24.11			24.07			23.80			23.47			23.41
Tangible book value (1)		15.25			14.93			14.67			14.44			14.10
End of period shares outstanding (in thousands)		693,560			692,777			691,869			689,750			687,446
Weighted average shares (in thousands)
Basic		693,017			692,113			690,792			688,590			665,408
Diluted		701,535			701,322			698,675			696,038			672,457
Performance Ratios
Return on average assets		.56	%		.56	%		.48	%		.47	%		.40	%
Return on average common shareholders' equity		4.91			5.01			4.59			4.52			3.90
Net interest margin - taxable equivalent		4.09			4.12			3.88			3.80			3.68
Fee income ratio (2)		42.3			40.8			39.0			41.2			41.8
Efficiency ratio (2)		54.1			53.7			52.4			51.4			52.0
Credit Quality (including amounts related to covered
loans and covered foreclosed property)
Nonperforming assets as a percentage of
Total assets		2.81	%		2.90	%		2.84	%		2.65	%		2.48	%
Loans and leases plus foreclosed property		4.11			4.24			4.38			4.07			3.78
Net charge-offs as a percentage of average
loans and leases		3.31			2.48			1.84			1.83			1.71
Allowance for loan and lease losses as a percentage
of loans and leases held for investment		2.56			2.66			2.65			2.51			2.29
Ratio of allowance for loan and lease losses to
nonperforming loans and leases held for investment		1.32	X		.98	X		.94	X		.96	X		.93	X
Average Balances
Total assets	$	155,666		$	159,786		$	163,807		$	164,719		$	157,451
Securities available for sale		23,277			28,309			32,989			33,351			31,511
Loans and leases		104,755			103,964			104,468			105,869			103,334
Deposits		103,505			107,060			111,031			113,622			107,310
Client deposits		99,914			102,203			104,754			105,426			96,349
Shareholders' equity		17,035			16,925			16,627			16,336			15,537
Period-End Balances
Total assets	$	157,230		$	155,083		$	163,700		$	165,764		$	165,328
Securities available for sale		24,497			23,662			32,654			33,253			33,477
Loans and leases		106,014			104,719			104,401			106,207			107,027
Deposits		106,419			104,451			113,723			114,965			114,510
Client deposits		99,399			101,115			104,109			106,760			103,725
Shareholders' equity		16,787			16,740			16,528			16,241			16,142
Capital Ratios (3)
Risk-based
Tier 1		11.7	%		11.7	%		11.6	%		11.5	%		11.1	%
Total		15.7			15.8			15.9			15.8			15.6
Leverage		9.3			8.9			8.7			8.5			8.5
Tangible common equity (1)		7.0			7.0			6.4			6.2			6.1
Tier 1 common equity to risk-weighted assets (1)		9.0			8.9			8.6			8.5			8.4

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 20 of this supplement.
(2)	Excludes securities gains (losses), foreclosed property expense, amortization of intangible assets, merger-related and restructuring charges, the impacts of FDIC loss share accounting, and other selected items as detailed on page 22 of this supplement.  See Non-GAAP reconciliations.
(3)	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
		Sept. 30						Change					Sept. 30					Change
		2010		2009				$		%			2010			2009		$		%
Interest Income
Interest and fees on loans and leases	$	1,549		$	1,414		$	135		9.5	%	$	4,514		$	4,072	$	442		10.9	%
Interest and dividends on securities		207			327			(120	)	(36.7	)		834			978		(144	)	(14.7	)
Interest on other earning assets		6			4			2		50.0			12			14		(2	)	(14.3	)
Total interest income		1,762			1,745			17		1.0			5,360			5,064		296		5.8
Interest Expense
Interest on deposits		225			311			(86	)	(27.7	)		725			977		(252	)	(25.8	)
Interest on federal funds purchased, securities sold under
repurchase agreements and short-term borrowed funds		5			11			(6	)	(54.5	)		16			51		(35	)	(68.6	)
Interest on long-term debt		218			186			32		17.2			631			515		116		22.5
Total interest expense		448			508			(60	)	(11.8	)		1,372			1,543		(171	)	(11.1	)
Net interest income		1,314			1,237			77		6.2			3,988			3,521		467		13.3
Provision for credit losses		770			709			61		8.6			1,995			2,086		(91	)	(4.4	)
Net interest income after provision for credit losses		544			528			16		3.0			1,993			1,435		558		38.9
Noninterest income
Insurance income		252			254			(2	)	(0.8	)		792			787		5		.6
Service charges on deposits		147			180			(33	)	(18.3	)		475			504		(29	)	(5.8	)
Mortgage banking income		184			144			40		27.8			383			516		(133	)	(25.8	)
Investment banking and brokerage fees and commissions		85			89			(4	)	(4.5	)		255			263		(8	)	(3.0	)
Other nondeposit fees and commissions		74			59			15		25.4			202			165		37		22.4
Checkcard fees		70			59			11		18.6			201			165		36		21.8
Bankcard fees and merchant discounts		45			41			4		9.8			130			115		15		13.0
Trust and investment advisory revenues		40			36			4		11.1			117			101		16		15.8
Income from bank-owned life insurance		30			24			6		25.0			92			72		20		27.8
FDIC loss share income, net		(43	)		3			(46	)	NM			(116	)		3		(119	)	NM
Securities gains, net		239			31			208		NM			455			200		255		127.5
Other income		(13	)		20			(33	)	(165.0	)		7			73		(66	)	(90.4	)
Total noninterest income		1,110			940			170		18.1			2,993			2,964		29		1.0
Noninterest Expense
Personnel expense		642			644			(2	)	(0.3	)		1,937			1,867		70		3.7
Foreclosed property expense		167			118			49		41.5			585			214		371		173.4
Occupancy and equipment expense		157			149			8		5.4			453			406		47		11.6
Professional services		84			68			16		23.5			242			185		57		30.8
Regulatory charges		61			44			17		38.6			152			183		(31	)	(16.9	)
Loan processing expenses		53			38			15		39.5			135			101		34		33.7
Amortization of intangibles		30			29			1		3.4			94			78		16		20.5
Merger-related and restructuring charges, net		10			18			(8	)	(44.4	)		65			29		36		124.1
Other expenses		204			212			(8	)	(3.8	)		586			507		79		15.6
Total noninterest expense		1,408			1,320			88		6.7			4,249			3,570		679		19.0
Earnings
Income before income taxes		246			148			98		66.2			737			829		(92	)	(11.1	)
Provision for income taxes		27			(9	)		36		NM			100			146		(46	)	(31.5	)
Net Income		219			157			62		39.5			637			683		(46	)	(6.7	)
Noncontrolling interest		9			5			4		80.0			29			15		14		93.3
Dividends and accretion on preferred stock		-			-			-		-			-			124		(124	)	(100.0	)
Net income available to common shareholders	$	210		$	152		$	58		38.2	%	$	608		$	544	$	64		11.8	%
Earnings Per Common Share
Basic	$	.30		$	.23		$	.07		30.4	%	$	.88		$	.89	$	(.01	)	(1.1	) %
Diluted		.30			.23			.07		30.4			.87			.88		(.01	)	(1.1	)
Weighted Average Shares Outstanding
Basic		693,017		665,408				27,609		4.1			691,982			609,698		82,284		13.5
Diluted		701,535		672,457				29,078		4.3			700,551			615,307		85,244		13.9
NM - not meaningful.

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5

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

		Quarter Ended
		Sept. 30			June 30		March 31				Dec. 31			Sept. 30
		2010			2010			2010			2009			2009
Interest Income
Interest and fees on loans and leases	$	1,549		$	1,525		$	1,440		$	1,475		$	1,414
Interest and dividends on securities		207			291			336			341			327
Interest on other earning assets		6			3			3			4			4
Total interest income		1,762			1,819			1,779			1,820			1,745
Interest Expense
Interest on deposits		225			241			259			294			311
Interest on federal funds purchased, securities sold under
repurchase agreements and short-term borrowed funds		5			6			5			7			11
Interest on long-term debt		218			212			201			196			186
Total interest expense		448			459			465			497			508
Net interest income		1,314			1,360			1,314			1,323			1,237
Provision for credit losses		770			650			575			725			709
Net interest income after provision for credit losses		544			710			739			598			528
Noninterest income
Insurance income		252			287			253			260			254
Service charges on deposits		147			164			164			186			180
Mortgage banking income		184			110			89			142			144
Investment banking and brokerage fees and commissions		85			91			79			83			89
Other nondeposit fees and commissions		74			63			65			64			59
Checkcard fees		70			70			61			62			59
Bankcard fees and merchant discounts		45			45			40			41			41
Trust and investment advisory revenues		40			39			38			38			36
Income from bank-owned life insurance		30			31			31			25			24
FDIC loss share income, net		(43	)		(78	)		5			11			3
Securities gains (losses), net		239			219			(3	)		(1	)		31
Other income		(13	)		(2	)		22			59			20
Total noninterest income		1,110			1,039			844			970			940
Noninterest Expense
Personnel expense		642			649			646			650			644
Foreclosed property expense		167			240			178			142			118
Occupancy and equipment expense		157			158			138			173			149
Professional services		84			86			72			77			68
Regulatory charges		61			46			45			47			44
Loan processing expenses		53			47			35			34			38
Amortization of intangibles		30			32			32			36			29
Merger-related and restructuring charges, net		10			38			17			9			18
Other expenses		204			204			178			193			212
Total noninterest expense		1,408			1,500			1,341			1,361			1,320
Earnings
Income before income taxes		246			249			242			207			148
Provision for income taxes		27			25			48			13			(9	)
Net Income		219			224			194			194			157
Noncontrolling interest		9			14			6			9			5
Net income available to common shareholders	$	210		$	210		$	188		$	185		$	152
Earnings Per Common Share
Basic	$	.30		$	.30		$	.27		$	.27		$	.23
Diluted		.30			.30			.27			.27			.23
Weighted Average Shares Outstanding
Basic		693,017			692,113			690,792			688,590			665,408
Diluted		701,535			701,322			698,675			696,038			672,457

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6

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

		As of September 30,						Change
		2010			2009			$		%
Assets
Cash and due from banks	$	1,225		$	1,292		$	(67	)	(5.2	) %
Interest-bearing deposits with banks		944			579			365		63.0
Federal funds sold and securities purchased under
resale agreements or similar arrangements		285			520			(235	)	(45.2	)
Segregated cash due from banks		269			286			(17	)	(5.9	)
Trading securities at fair value		568			686			(118	)	(17.2	)
Securities available for sale at fair value (1)		24,497			33,477			(8,980	)	(26.8	)
Loans and leases:
Commercial loans and leases		48,131			49,591			(1,460	)	(2.9	)
Direct retail loans		13,828			14,482			(654	)	(4.5	)
Sales finance loans		6,972			6,493			479		7.4
Revolving credit loans		2,065			1,929			136		7.1
Mortgage loans		16,316			15,463			853		5.5
Specialized lending		8,047			7,497			550		7.3
Other acquired loans		69			141			(72	)	(51.1	)
Total loans and leases held for investment (excluding
covered loans)		95,428			95,596			(168	)	(0.2	)
Covered loans		6,753			8,305			(1,552	)	(18.7	)
Total loans and leases held for investment		102,181			103,901			(1,720	)	(1.7	)
Loans held for sale		3,833			3,126			707		22.6
Total loans and leases		106,014			107,027			(1,013	)	(0.9	)
Allowance for loan and lease losses		(2,611	)		(2,379	)		(232	)	9.8
FDIC loss share receivable		1,924			3,336			(1,412	)	(42.3	)
Premises and equipment		1,831			1,591			240		15.1
Goodwill		6,013			6,183			(170	)	(2.7	)
Core deposit and other intangible assets		535			645			(110	)	(17.1	)
Residential mortgage servicing rights at fair value		585			639			(54	)	(8.5	)
Other assets (2)		15,151			11,446			3,705		32.4
Total assets	$	157,230		$	165,328		$	(8,098	)	(4.9	) %
Liabilities and Shareholders' Equity
Deposits:
Noninterest-bearing deposits	$	20,607		$	18,673		$	1,934		10.4	%
Interest checking		2,225			3,621			(1,396	)	(38.6	)
Other client deposits		52,795			48,878			3,917		8.0
Client certificates of deposit		23,772			32,553			(8,781	)	(27.0	)
Total client deposits		99,399			103,725			(4,326	)	(4.2	)
Other interest-bearing deposits		7,020			10,785			(3,765	)	(34.9	)
Total deposits		106,419			114,510			(8,091	)	(7.1	)
Fed funds purchased, repos and other borrowings		5,820			8,357			(2,537	)	(30.4	)
Long-term debt		22,111			21,317			794		3.7
Other liabilities		6,093			5,002			1,091		21.8
Total liabilities		140,443			149,186			(8,743	)	(5.9	)
Shareholders' equity:
Common stock		3,468			3,437			31		0.9
Additional paid-in capital		5,753			5,563			190		3.4
Retained earnings		7,833			7,458			375		5.0
Accumulated other comprehensive loss		(335	)		(364	)		29		(8.0	)
Noncontrolling interest		68			48			20		41.7
Total shareholders' equity		16,787			16,142			645		4.0
Total liabilities and shareholders' equity	$	157,230		$	165,328		$	(8,098	)	(4.9	) %

(1)	Includes $1.5 billion and $1.2 billion at September 30, 2010 and September 30, 2009, respectively, covered by FDIC loss sharing agreements.
(2)	Includes $314 million and $210 million of foreclosed property and other assets covered by FDIC loss sharing agreements at September 30, 2010 and September 30, 2009, respectively.

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7

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

		As of
		Sept. 30			June 30			March 31			Dec. 31			Sept. 30
		2010			2010			2010			2009			2009
Assets
Cash and due from banks	$	1,225		$	1,270		$	1,265		$	1,584		$	1,292
Interest-bearing deposits with banks		944			931			574			667			579
Federal funds sold and securities purchased under
resale agreements or similar arrangements		285			308			399			398			520
Segregated cash due from banks		269			255			269			270			286
Trading securities at fair value		568			587			651			636			686
Securities available for sale at fair value (1)		24,497			23,662			32,654			33,253			33,477
Loans and leases:
Commercial loans and leases		48,131			49,054			49,304			49,820			49,591
Direct retail loans		13,828			13,939			14,055			14,283			14,482
Sales finance loans		6,972			6,863			6,555			6,290			6,493
Revolving credit loans		2,065			2,024			1,981			2,016			1,929
Mortgage loans		16,316			15,452			15,498			15,435			15,463
Specialized lending		8,047			7,954			7,394			7,670			7,497
Other acquired loans		69			85			99			123			141
Total loans and leases held for investment (excluding
covered loans)		95,428			95,371			94,886			95,637			95,596
Covered loans		6,753			7,177			7,458			8,019			8,305
Total loans and leases held for investment		102,181			102,548			102,344			103,656			103,901
Loans held for sale		3,833			2,171			2,057			2,551			3,126
Total loans and leases		106,014			104,719			104,401			106,207			107,027
Allowance for loan and lease losses		(2,611	)		(2,723	)		(2,714	)		(2,600	)		(2,379	)
FDIC loss share receivable		1,924			2,230			2,611			3,062			3,336
Premises and equipment		1,831			1,835			1,798			1,583			1,591
Goodwill		6,013			6,067			6,055			6,053			6,183
Core deposit and other intangible assets		535			569			601			640			645
Residential mortgage servicing rights at fair value		585			665			875			832			639
Other assets (2)		15,151			14,708			14,261			13,179			11,446
Total assets	$	157,230		$	155,083		$	163,700		$	165,764		$	165,328
Liabilities and Shareholders' Equity
Deposits:
Noninterest-bearing deposits	$	20,607		$	19,767		$	19,022		$	18,945		$	18,673
Interest checking		2,225			3,760			3,504			3,420			3,621
Other client deposits		52,795			49,989			51,897			52,097			48,878
Client certificates of deposit		23,772			27,599			29,686			32,298			32,553
Total client deposits		99,399			101,115			104,109			106,760			103,725
Other interest-bearing deposits		7,020			3,336			9,614			8,205			10,785
Total deposits		106,419			104,451			113,723			114,965			114,510
Fed funds purchased, repos and other borrowings		5,820			6,080			7,020			8,106			8,357
Long-term debt		22,111			22,086			21,428			21,376			21,317
Other liabilities		6,093			5,726			5,001			5,076			5,002
Total liabilities		140,443			138,343			147,172			149,523			149,186
Shareholders' equity:
Common stock		3,468			3,464			3,459			3,449			3,437
Additional paid-in capital		5,753			5,720			5,677			5,620			5,563
Retained earnings		7,833			7,729			7,624			7,539			7,458
Accumulated other comprehensive loss		(335	)		(237	)		(292	)		(417	)		(364	)
Noncontrolling interest		68			64			60			50			48
Total shareholders' equity		16,787			16,740			16,528			16,241			16,142
Total liabilities and shareholders' equity	$	157,230		$	155,083		$	163,700		$	165,764		$	165,328

(1)	Includes $1.5 billion, $1.4 billion, $1.3 billion, $1.2 billion and $1.2 billion at September 30, 2010, June 30, 2010, March 31, 2010, December 31, 2009 and September 30, 2009, respectively, covered by FDIC loss sharing agreements.
(2)	Includes $314 million, $222 million, $229 million, $215 million and $210 million of foreclosed property and other assets covered by FDIC loss sharing agreements at September 30, 2010, June 30, 2010, March 31, 2010, December 31, 2009 and September 30, 2009, respectively.

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8

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

		Quarter Ended									Year-to-Date
		September 30				Change					September 30				Change
		2010		2009		$		%			2010		2009		$		%
Assets
Securities, at amortized cost
U.S. government-sponsored entities (GSE)	$	54	$	1,180	$	(1,126	)	(95.4	) %	$	742	$	1,144	$	(402	)	(35.1	) %
Mortgage-backed securities issued by GSE		18,636		25,892		(7,256	)	(28.0	)		22,729		25,111		(2,382	)	(9.5	)
States and political subdivisions		2,019		2,190		(171	)	(7.8	)		2,067		2,243		(176	)	(7.8	)
Non-agency mortgage-backed securities		1,152		1,411		(259	)	(18.4	)		1,225		1,477		(252	)	(17.1	)
Other securities		209		252		(43	)	(17.1	)		201		339		(138	)	(40.7	)
Covered securities		1,207		586		621		106.0			1,192		197		995		NM
Total securities		23,277		31,511		(8,234	)	(26.1	)		28,156		30,511		(2,355	)	(7.7	)
Other earning assets		2,951		2,331		620		26.6			2,913		2,169		744		34.3
Loans and leases
Commercial loans and leases		48,620		49,916		(1,296	)	(2.6	)		49,024		50,294		(1,270	)	(2.5	)
Direct retail loans		13,867		14,507		(640	)	(4.4	)		14,008		14,849		(841	)	(5.7	)
Sales finance loans		6,906		6,528		378		5.8			6,682		6,391		291		4.6
Revolving credit loans		2,048		1,886		162		8.6			2,013		1,819		194		10.7
Mortgage loans		15,828		15,515		313		2.0			15,625		16,088		(463	)	(2.9	)
Specialized lending		8,046		7,542		504		6.7			7,725		7,009		716		10.2
Other acquired loans		73		75		(2	)	(2.7	)		93		25		68		NM
Total loans and leases held for investment (excluding
covered loans)		95,388		95,969		(581	)	(0.6	)		95,170		96,475		(1,305	)	(1.4	)
Covered loans		6,957		4,380		2,577		58.8			7,251		1,476		5,775		NM
Total loans and leases held for investment		102,345		100,349		1,996		2.0			102,421		97,951		4,470		4.6
Loans held for sale		2,410		2,985		(575	)	(19.3	)		1,975		2,941		(966	)	(32.8	)
Total loans and leases		104,755		103,334		1,421		1.4			104,396		100,892		3,504		3.5
Total earning assets		130,983		137,176		(6,193	)	(4.5	)		135,465		133,572		1,893		1.4
Non-earning assets		24,683		20,275		4,408		21.7			24,258		18,397		5,861		31.9
Total assets	$	155,666	$	157,451	$	(1,785	)	(1.1	) %	$	159,723	$	151,969	$	7,754		5.1	%
Liabilities and Shareholders' Equity
Deposits
Noninterest-bearing deposits	$	20,099	$	17,389	$	2,710		15.6	%	$	19,309	$	15,566	$	3,743		24.0	%
Interest checking		3,482		2,762		720		26.1			3,710		2,632		1,078		41.0
Other client deposits		50,458		47,046		3,412		7.3			50,787		43,248		7,539		17.4
Client certificates of deposit		25,875		29,152		(3,277	)	(11.2	)		28,466		27,402		1,064		3.9
Total client deposits		99,914		96,349		3,565		3.7			102,272		88,848		13,424		15.1
Other interest-bearing deposits		3,591		10,961		(7,370	)	(67.2	)		4,899		9,744		(4,845	)	(49.7	)
Total deposits		103,505		107,310		(3,805	)	(3.5	)		107,171		98,592		8,579		8.7
Fed funds purchased, repos and other borrowings		7,355		9,964		(2,609	)	(26.2	)		8,879		13,808		(4,929	)	(35.7	)
Long-term debt		21,833		19,867		1,966		9.9			21,573		18,362		3,211		17.5
Other liabilities		5,938		4,773		1,165		24.4			5,236		5,001		235		4.7
Total liabilities		138,631		141,914		(3,283	)	(2.3	)		142,859		135,763		7,096		5.2
Shareholders' equity		17,035		15,537		1,498		9.6			16,864		16,206		658		4.1
Total liabilities and shareholders' equity	$	155,666	$	157,451	$	(1,785	)	(1.1	) %	$	159,723	$	151,969	$	7,754		5.1	%
Average balances exclude basis adjustments for fair value hedges.
NM - not meaningful.

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9

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

		Quarter Ended
		Sept. 30		June 30		March 31		Dec. 31		Sept. 30
		2010		2010		2010		2009		2009
Assets
Securities, at amortized cost
U.S. government-sponsored entities (GSE)	$	54	$	554	$	1,636	$	2,162	$	1,180
Mortgage-backed securities issued by GSE		18,636		23,080		26,558		26,332		25,892
States and political subdivisions		2,019		2,077		2,107		2,141		2,190
Non-agency mortgage-backed securities		1,152		1,214		1,311		1,361		1,411
Other securities		209		192		202		194		252
Covered securities		1,207		1,192		1,175		1,161		586
Total securities		23,277		28,309		32,989		33,351		31,511
Other earning assets		2,951		3,101		2,681		2,655		2,331
Loans and leases
Commercial loans and leases		48,620		49,079		49,380		49,419		49,916
Direct retail loans		13,867		13,994		14,165		14,379		14,507
Sales finance loans		6,906		6,729		6,406		6,393		6,528
Revolving credit loans		2,048		2,002		1,991		1,961		1,886
Mortgage loans		15,828		15,586		15,459		15,452		15,515
Specialized lending		8,046		7,645		7,479		7,533		7,542
Other acquired loans		73		96		108		133		75
Total loans and leases held for investment (excluding
covered loans)		95,388		95,131		94,988		95,270		95,969
Covered loans		6,957		7,162		7,642		8,095		4,380
Total loans and leases held for investment		102,345		102,293		102,630		103,365		100,349
Loans held for sale		2,410		1,671		1,838		2,504		2,985
Total loans and leases		104,755		103,964		104,468		105,869		103,334
Total earning assets		130,983		135,374		140,138		141,875		137,176
Non-earning assets		24,683		24,412		23,669		22,844		20,275
Total assets	$	155,666	$	159,786	$	163,807	$	164,719	$	157,451
Liabilities and Shareholders' Equity
Deposits
Noninterest-bearing deposits	$	20,099	$	19,346	$	18,464	$	18,822	$	17,389
Interest checking		3,482		3,905		3,745		3,419		2,762
Other client deposits		50,458		50,207		51,712		50,623		47,046
Client certificates of deposit		25,875		28,745		30,833		32,562		29,152
Total client deposits		99,914		102,203		104,754		105,426		96,349
Other interest-bearing deposits		3,591		4,857		6,277		8,196		10,961
Total deposits		103,505		107,060		111,031		113,622		107,310
Fed funds purchased, repos and other borrowings		7,355		9,105		10,207		8,584		9,964
Long-term debt		21,833		21,660		21,221		21,232		19,867
Other liabilities		5,938		5,036		4,721		4,945		4,773
Total liabilities		138,631		142,861		147,180		148,383		141,914
Shareholders' equity		17,035		16,925		16,627		16,336		15,537
Total liabilities and shareholders' equity	$	155,666	$	159,786	$	163,807	$	164,719	$	157,451
Average balances exclude basis adjustments for fair value hedges.

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10

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

		Quarter Ended
		September 30, 2010					June 30, 2010
			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)	$	54	$	-	4.65	%	$	554	$	5	3.68	%
Mortgage-backed securities issued by GSE		18,636		150	3.22			23,080		217	3.77
States and political subdivisions		2,019		29	5.55			2,077		28	5.45
Non-agency mortgage-backed securities		1,152		17	5.90			1,214		18	5.84
Other securities		209		1	2.74			192		1	2.43
Covered securities		1,207		23	7.61			1,192		35	11.65
Total securities		23,277		220	3.78			28,309		304	4.30
Other earning assets		2,951		6	.54			3,101		4	.57
Loans and leases
Commercial loans and leases		48,620		517	4.22			49,079		514	4.21
Direct retail loans		13,867		184	5.26			13,994		185	5.31
Sales finance loans		6,906		100	5.73			6,729		100	6.01
Revolving credit loans		2,048		44	8.64			2,002		44	8.69
Mortgage loans		15,828		213	5.39			15,586		215	5.51
Specialized lending		8,046		229	11.33			7,645		221	11.59
Other acquired loans		73		3	18.97			96		3	10.63
Total loans and leases held for investment (excluding
covered loans)		95,388		1,290	5.38			95,131		1,282	5.40
Covered loans		6,957		258	14.72			7,162		242	13.52
Total loans and leases held for investment		102,345		1,548	6.01			102,293		1,524	5.97
Loans held for sale		2,410		22	3.56			1,671		20	4.73
Total loans and leases		104,755		1,570	5.96			103,964		1,544	5.95
Total earning assets		130,983		1,796	5.45			135,374		1,852	5.48
Non-earning assets		24,683						24,412
Total assets	$	155,666					$	159,786
Liabilities and Shareholders' Equity
Interest-bearing liabilities
Interest checking	$	3,482		3	.29		$	3,905		3	.31
Other client deposits		50,458		79	.62			50,207		81	.65
Client certificates of deposit		25,875		132	2.02			28,745		144	2.01
Other interest-bearing deposits		3,591		11	1.18			4,857		13	1.06
Total interest-bearing deposits		83,406		225	1.07			87,714		241	1.10
Fed funds purchased, repos and other borrowings		7,355		6	.32			9,105		7	.31
Long-term debt		21,833		218	3.98			21,660		212	3.92
Total interest-bearing liabilities		112,594		449	1.58			118,479		460	1.56
Noninterest-bearing deposits		20,099						19,346
Other liabilities		5,938						5,036
Shareholders' equity		17,035						16,925
Total liabilities and shareholders' equity	$	155,666					$	159,786
Average interest-rate spread					3.87						3.92
Net interest income/ net interest margin			$	1,347	4.09	%			$	1,392	4.12	%
Taxable-equivalent adjustment			$	33					$	32

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

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11

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

		Quarter Ended
		March 31, 2010						December 31, 2009						September 30, 2009
				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)	$	1,636	$	15	3.61	%	$	2,162	$	19	3.59	%	$	1,180	$	12	3.75	%
Mortgage-backed securities issued by GSE		26,558		254	3.82			26,332		255	3.87			25,892		256	3.97
States and political subdivisions		2,107		28	5.38			2,141		29	5.42			2,190		31	5.52
Non-agency mortgage-backed securities		1,311		19	5.80			1,361		20	5.81			1,411		20	5.81
Other securities		202		1	2.13			194		2	3.73			252		2	2.75
Covered securities		1,175		34	11.60			1,161		33	11.43			586		17	11.46
Total securities		32,989		351	4.26			33,351		358	4.29			31,511		338	4.28
Other earning assets		2,681		3	.53			2,655		4	.57			2,331		4	.77
Loans and leases
Commercial loans and leases		49,380		518	4.25			49,419		525	4.22			49,916		540	4.29
Direct retail loans		14,165		187	5.34			14,379		195	5.38			14,507		199	5.43
Sales finance loans		6,406		100	6.31			6,393		103	6.42			6,528		107	6.49
Revolving credit loans		1,991		44	9.04			1,961		45	9.30			1,886		45	9.44
Mortgage loans		15,459		213	5.51			15,452		213	5.51			15,515		222	5.72
Specialized lending		7,479		211	11.40			7,533		215	11.34			7,542		211	11.15
Other acquired loans		108		3	12.49			133		4	11.01			75		2	10.46
Total loans and leases held for investment (excluding
covered loans)		94,988		1,276	5.43			95,270		1,300	5.43			95,969		1,326	5.49
Covered loans		7,642		162	8.61			8,095		161	7.91			4,380		71	6.45
Total loans and leases held for investment		102,630		1,438	5.67			103,365		1,461	5.62			100,349		1,397	5.53
Loans held for sale		1,838		21	4.68			2,504		30	4.85			2,985		37	4.94
Total loans and leases		104,468		1,459	5.65			105,869		1,491	5.60			103,334		1,434	5.52
Total earning assets		140,138		1,813	5.22			141,875		1,853	5.20			137,176		1,776	5.15
Non-earning assets		23,669						22,844						20,275
Total assets	$	163,807					$	164,719					$	157,451
Liabilities and Shareholders' Equity
Interest-bearing liabilities
Interest checking	$	3,745		3	.36		$	3,419		4	.42		$	2,762		3	.42
Other client deposits		51,712		90	.70			50,623		106	.83			47,046		102	.86
Client certificates of deposit		30,833		152	2.00			32,562		165	2.01			29,152		177	2.41
Other interest-bearing deposits		6,277		14	.93			8,196		19	.95			10,961		29	1.05
Total interest-bearing deposits		92,567		259	1.14			94,800		294	1.23			89,921		311	1.37
Fed funds purchased, repos and other borrowings		10,207		6	.23			8,584		8	.34			9,964		12	.48
Long-term debt		21,221		201	3.82			21,232		196	3.70			19,867		186	3.73
Total interest-bearing liabilities		123,995		466	1.52			124,616		498	1.59			119,752		509	1.69
Noninterest-bearing deposits		18,464						18,822						17,389
Other liabilities		4,721						4,945						4,773
Shareholders' equity		16,627						16,336						15,537
Total liabilities and shareholders' equity	$	163,807					$	164,719					$	157,451
Average interest-rate spread					3.70						3.61						3.46
Net interest income/ net interest margin (3)			$	1,347	3.88	%			$	1,355	3.80	%			$	1,267	3.68	%
Taxable-equivalent adjustment			$	33					$	32					$	30

Applicable ratios are annualized.
(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 2009 was 3.78% excluding the $9 million adjustment related to the Colonial loan revaluation.

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12

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

		Year-to-Date
		September 30, 2010						September 30, 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)	$	742	$	20	3.65	%	$	1,144	$	35	4.02	%
Mortgage-backed securities issued by GSE		22,729		621	3.64			25,111		797	4.23
States and political subdivisions		2,067		85	5.46			2,243		97	5.75
Non-agency mortgage-backed securities		1,225		54	5.85			1,477		64	5.82
Other securities		201		3	2.44			339		10	3.93
Covered securities		1,192		92	10.27			197		17	11.33
Total securities		28,156		875	4.14			30,511		1,020	4.46
Other earning assets		2,913		13	.55			2,169		14	.88
Loans and leases
Commercial loans and leases		49,024		1,549	4.22			50,294		1,585	4.21
Direct retail loans		14,008		556	5.31			14,849		611	5.50
Sales finance loans		6,682		300	6.00			6,391		310	6.47
Revolving credit loans		2,013		132	8.79			1,819		131	9.59
Mortgage loans		15,625		641	5.47			16,088		698	5.79
Specialized lending		7,725		661	11.44			7,009		607	11.57
Other acquired loans		93		9	13.58			25		2	10.46
Total loans and leases held for investment (excluding
covered loans)		95,170		3,848	5.40			96,475		3,944	5.46
Covered loans		7,251		662	12.20			1,476		71	6.45
Total loans and leases held for investment		102,421		4,510	5.89			97,951		4,015	5.48
Loans held for sale		1,975		63	4.23			2,941		106	4.80
Total loans and leases		104,396		4,573	5.85			100,892		4,121	5.46
Total earning assets		135,465		5,461	5.38			133,572		5,155	5.15
Non-earning assets		24,258						18,397
Total assets	$	159,723					$	151,969
Liabilities and Shareholders' Equity
Interest-bearing liabilities
Interest checking	$	3,710		9	.32		$	2,632		7	.37
Other client deposits		50,787		250	.66			43,248		292	.90
Client certificates of deposit		28,466		428	2.01			27,402		582	2.84
Other interest-bearing deposits		4,899		38	1.03			9,744		96	1.31
Total interest-bearing deposits		87,862		725	1.10			83,026		977	1.57
Fed funds purchased, repos and other borrowings		8,879		19	.28			13,808		55	.54
Long-term debt		21,573		631	3.91			18,362		515	3.74
Total interest-bearing liabilities		118,314		1,375	1.55			115,196		1,547	1.79
Noninterest-bearing deposits		19,309						15,566
Other liabilities		5,236						5,001
Shareholders' equity		16,864						16,206
Total liabilities and shareholders' equity	$	159,723					$	151,969
Average interest-rate spread					3.83						3.36
Net interest income/ net interest margin			$	4,086	4.03	%			$	3,608	3.61	%
Taxable-equivalent adjustment			$	98					$	87

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

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13

BB&T Corporation
Credit Quality
(Dollars in millions)

		As of/For the Quarter Ended
		Sept. 30		June 30	March 31			Dec. 31		Sept. 30
		2010		2010	2010			2009		2009
Nonperforming assets (1)
Nonaccrual loans and leases
Commercial loans and leases	$	1,273	$	2,075	$	1,788	$	1,651	$	1,610
Direct retail loans		216		234		219		197		187
Sales finance loans		6		6		5		7		7
Mortgage loans (8)		416		387		807		762		662
Specialized lending		62		68		69		96		103
Total nonaccrual loans and leases held for investment		1,973		2,770		2,888		2,713		2,569
Loans held for sale		826		129		6		5		4
Foreclosed real estate		1,309		1,391		1,524		1,451		1,326
Other foreclosed property		39		37		46		58		53
Total nonperforming assets (excluding covered assets) (2) (7)	$	4,147	$	4,327	$	4,464	$	4,227	$	3,952
Performing troubled debt restructurings (TDRs) (3)
Commercial loans and leases	$	876	$	1,099	$	969	$	413	$	68
Direct retail loans		131		133		130		132		116
Revolving credit loans		62		60		58		54		51
Mortgage loans		689		668		557		471		302
Specialized lending		4		4		1		-		-
Loans held for sale		30		-		-		-		-
Total performing TDRs	$	1,792	$	1,964	$	1,715	$	1,070	$	537
Loans 90 days or more past due and still accruing (4)
Commercial loans and leases	$	20	$	22	$	14	$	7	$	13
Direct retail loans		69		69		67		82		79
Sales finance loans		27		28		27		30		24
Revolving credit loans		21		20		23		25		23
Mortgage loans (8)(9)		256		209		155		158		172
Specialized lending		7		7		10		12		10
Other acquired loans		5		5		6		5		2
Total loans 90 days past due and still accruing (excluding covered
loans) (5)	$	405	$	360	$	302	$	319	$	323
Loans 30-89 days past due (4)
Commercial loans and leases	$	535	$	431	$	516	$	377	$	365
Direct retail loans		181		188		203		216		205
Sales finance loans		99		95		94		126		127
Revolving credit loans		28		28		30		32		32
Mortgage loans (9)		625		561		555		623		664
Specialized lending		242		225		200		306		298
Other acquired loans		2		2		3		6		1
Total loans 30-89 days past due (excluding covered loans) (6)	$	1,712	$	1,530	$	1,601	$	1,686	$	1,692

(1)	Covered and other acquired loans are considered to be performing due to the application of the accretion method. Covered loans that are contractually past due are noted in the footnotes below.
(2)	Excludes foreclosed real estate totaling $276 million, $176 million, $181 million, $160 million and $151 million at September 30, 2010, June 30, 2010, March 31, 2010, December 31, 2009 and September 30, 2009, respectively, that are covered by FDIC loss sharing agreements.
(3)	Excludes TDRs that are nonperforming totaling $489 million, $480 million, $333 million, $248 million and $108 million at September 30, 2010, June 30, 2010, March 31, 2010, December 31, 2009 and September 30, 2009, respectively. These amounts are included in total nonperforming assets. Amounts also exclude restructured covered and other acquired loans accounted for under the accretion method.
(4)	Excludes mortgage loans guaranteed by GNMA that BB&T does not have the obligation to repurchase.
(5)	Excludes loans past due 90 days or more that are covered by FDIC loss sharing agreements totaling $1.3 billion at September 30, 2010, $1.5 billion at June 30, 2010, $1.4 billion at March 31, 2010 and December 31, 2009 and $945 million at September 30, 2009.
(6)	Excludes loans totaling $329 million, $429 million, $356 million, $391 million and $564 million past due 30-89 days at September 30, 2010, June 30,2010, March 31, 2010, December 31, 2009 and September 30, 2009, respectively, that are covered by FDIC loss sharing agreements.
(7)	Includes a $207 million reduction from loans sold during the third quarter of 2010 in connection with BB&T's NPA disposition strategy. Includes a $419 million reduction from loans sold during the second quarter of 2010 in connection with BB&T's NPA disposition strategy.
(8)	BB&T revised its nonaccrual policy related to FHA/VA guaranteed mortgage loans during the second quarter of 2010. The change in policy resulted in a decrease in nonaccrual mortgage loans and an increase in mortgage loans 90 days past due and still accruing of approximately $79 million. During the fourth quarter of 2009, BB&T revised its policy related to the reclassification of mortgage loans from nonaccrual to accrual status resulting in an increase of approximately $120 million in nonaccrual mortgage loans.
(9)	Includes mortgage loans past due 90 days or more that are government guaranteed totaling $119 million, $82 million, $7 million, $8 million and $8 million at September 30, 2010, June 30, 2010, March 31, 2010, December 31, 2009 and September 30, 2009, respectively. Includes mortgage loans past due 30-89 days that are government guaranteed totaling $74 million, $42 million, $24 million, $23 million, and $20 million at September 30, 2010, June 30, 2010, March 31, 2010, December 31, 2009 and September 30, 2009, respectively. Past due mortgage loans held for sale are also included in these categories.

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14

BB&T Corporation
Credit Quality
(Dollars in millions)

		As of/For the Quarter Ended
		Sept. 30			June 30		March 31				Dec. 31			Sept. 30
		2010			2010		2010				2009			2009
Allowance for credit losses
Beginning balance	$	2,753		$	2,759		$	2,672		$	2,478		$	2,145
Provision for credit losses (excluding covered loans)		743			652			556			725			709
Provision for covered loans		27			(2	)		19			-			-
Charge-offs
Commercial loans and leases (1)		(683	)		(277	)		(224	)		(238	)		(204	)
Direct retail loans		(83	)		(82	)		(86	)		(79	)		(68	)
Sales finance loans		(10	)		(10	)		(16	)		(17	)		(14	)
Revolving credit loans		(28	)		(31	)		(31	)		(32	)		(32	)
Mortgage loans (2)		(52	)		(207	)		(77	)		(76	)		(77	)
Specialized lending		(56	)		(64	)		(75	)		(75	)		(73	)
Total charge-offs		(912	)		(671	)		(509	)		(517	)		(468	)
Recoveries
Commercial loans and leases (1)		19			8			7			9			5
Direct retail loans		7			6			12			7			4
Sales finance loans		2			2			3			2			3
Revolving credit loans		4			4			4			3			3
Mortgage loans (2)		1			1			1			2			2
Specialized lending		6			8			7			6			5
Total recoveries		39			29			34			29			22
Net charge-offs		(873	)		(642	)		(475	)		(488	)		(446	)
Other changes		-			(14	)		(13	)		(43	)		70
Ending balance	$	2,650		$	2,753		$	2,759		$	2,672		$	2,478
Allowance for credit losses
Allowance for loan and lease losses (excluding covered loans)	$	2,567		$	2,706		$	2,695		$	2,600		$	2,379
Allowance for covered loans		44			17			19			-			-
Reserve for unfunded lending commitments		39			30			45			72			99
Total	$	2,650		$	2,753		$	2,759		$	2,672		$	2,478
											As of/For the
											Nine Months Ended
											September 30,
											2010		2009
Allowance for credit losses
Beginning balance										$	2,672		$	1,607
Provision for credit losses (excluding covered loans)											1,951			2,086
Provision for covered loans											44			-
Charge-offs
Commercial loans and leases (1)											(1,184	)		(482	)
Direct retail loans											(251	)		(270	)
Sales finance loans											(36	)		(55	)
Revolving credit loans											(90	)		(95	)
Mortgage loans (2)											(336	)		(204	)
Specialized lending											(195	)		(239	)
Total charge-offs											(2,092	)		(1,345	)
Recoveries
Commercial loans and leases (1)											34			12
Direct retail loans											25			12
Sales finance loans											7			7
Revolving credit loans											12			9
Mortgage loans (2)											3			3
Specialized lending											21			17
Total recoveries											102			60
Net charge-offs											(1,990	)		(1,285	)
Other changes											(27	)		70
Ending balance										$	2,650		$	2,478

(1)	Includes net charge-offs of $431 million and $7 million in commercial loans and leases during the third and second quarters of 2010, respectively, in connection with BB&T's NPA disposition strategy.
(2)	Includes net charge-offs of $1 million and $141 million in mortgage loans during the third and second quarters of 2010, respectively, in connection with BB&T's NPA disposition strategy.

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15

BB&T Corporation
Credit Quality

	As of/For the Quarter Ended
	Sept. 30		June 30		March 31		Dec. 31		Sept. 30
	2010		2010		2010		2009		2009
Asset Quality Ratios (including amounts related to covered loans
and covered foreclosed property)
Loans 30-89 days past due and still accruing as a
percentage of total loans and leases (1)	1.93	%	1.87	%	1.87	%	1.96	%	2.11	%
Loans 90 days or more past due and still accruing
as a percentage of total loans and leases (1)	1.64		1.82		1.66		1.61		1.18
Nonperforming loans and leases as a
percentage of total loans and leases	2.64		2.77		2.77		2.56		2.40
Nonperforming assets as a percentage of:
Total assets	2.81		2.90		2.84		2.65		2.48
Loans and leases plus foreclosed property	4.11		4.24		4.38		4.07		3.78
Net charge-offs as a percentage of average loans and leases	3.31		2.48		1.84		1.83		1.71
Allowance for loan and lease losses as a percentage of
loans and leases held for investment	2.56		2.66		2.65		2.51		2.29
Ratio of allowance for loan and lease losses to:
Net charge-offs	.75	X	1.06	X	1.41	X	1.34	X	1.35	X
Nonperforming loans and leases held for investment	1.32		.98		.94		.96		.93
Asset Quality Ratios (excluding amounts related to covered loans
and covered foreclosed property) (2)
Loans 30-89 days past due and still accruing as a
percentage of total loans and leases (1)	1.72	%	1.57	%	1.65	%	1.72	%	1.71	%
Loans 90 days or more past due and still accruing
as a percentage of total loans and leases (1)	.41		.37		.31		.32		.33
Nonperforming loans and leases as a
percentage of total loans and leases	2.82		2.97		2.99		2.77		2.61
Nonperforming assets as a percentage of:
Total assets	2.76		2.93		2.86		2.68		2.52
Loans and leases plus foreclosed property	4.12		4.37		4.53		4.24		3.95
Net charge-offs as a percentage of average loans and leases (3)	3.54		2.66		1.99		1.98		1.79
Allowance for loan and lease losses as a percentage of
loans and leases held for investment	2.69		2.84		2.84		2.72		2.49
Ratio of allowance for loan and lease losses to:
Net charge-offs	.74	X	1.05	X	1.40	X	1.34	X	1.35	X
Nonperforming loans and leases held for investment	1.30		.98		.93		.96		.93
							As of/For the
							Nine Months Ended
							September 30,
							2010		2009
Asset Quality Ratios
Including covered loans:
Net charge-offs as a percentage of average loans and leases							2.55	%	1.70	%
Ratio of allowance for loan and lease losses to net charge-offs							.98	X	1.39	X
Excluding covered loans:
Net charge-offs as a percentage of average loans and leases (3)							2.74	%	1.73	%
Ratio of allowance for loan and lease losses to net charge-offs							.96	X	1.39	X

Applicable ratios are annualized.
(1)	Excludes mortgage loans guaranteed by GNMA that BB&T does not have the obligation to repurchase.
(2)	These asset quality ratios have been adjusted to remove the impact of covered loans and covered foreclosed property. Appropriate adjustments to the numerator and denominator have been reflected in the calculation of these ratios. Management believes the inclusion of acquired loans in certain asset quality ratios that include nonperforming assets, past due loans or net charge-offs in the numerator or denominator results in distortion of these ratios and they may not be comparable to other periods presented or to other portfolios that were not impacted by purchase accounting.
(3)	Excluding the impact of losses and balances associated with BB&T's NPA disposition strategy, the adjusted net charge-offs ratio would have been 1.80%, 2.06% and 1.94% for the third quarter of 2010, second quarter of 2010 and the nine months ended September 30, 2010, respectively.

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16

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 September 30, 2010
		Builder /	Land / Land			Condos /
		Construction	Development			Townhomes			Total ADC
Total loans outstanding	$	1,151	$	2,789		$	229		$	4,169
Average loan size (in thousands)		231		535			1,105			400
Average client size (in thousands)		554		912			2,419			798
Nonaccrual loans and leases as a percentage of category		19.73	%	19.76	%		14.63	%		19.47	%
Gross charge-offs as a percentage of category:
Year-to-Date		7.70		17.75			9.70			14.47
Quarter-to-Date		10.57		30.04			18.97			24.11
		As of / For the Period Ended September 30, 2010
							Gross Charge-Offs as a Percentage of
							Outstandings
			Nonaccrual as a
RESIDENTIAL ACQUISITION, DEVELOPMENT, AND		Total	Percentage of
CONSTRUCTION LOANS (ADC) BY STATE OF ORIGINATION		Outstandings	Outstandings			Year-to-Date			Quarter-to-Date
North Carolina	$	1,845		16.12	%		7.56	%		14.17	%
Virginia		694		10.21			7.62			7.50
South Carolina		394		20.51			13.32			32.93
Georgia		388		31.08			35.00			60.71
Florida		250		32.53			32.02			45.19
Washington, D.C.		141		33.94			24.51			19.33
Tennessee		129		24.26			13.29			24.85
Kentucky		102		29.80			21.46			68.17
West Virginia		101		20.29			17.26			34.38
Maryland		66		2.65			2.53			8.12
Alabama		59		49.15			23.42			23.11
Other		-		-			-			-
Total	$	4,169		19.47	%		14.47	%		24.11	%
OTHER COMMERCIAL REAL ESTATE LOANS (2)
		As of / For the Period Ended September 30, 2010
						Permanent
			Commercial			Income			Total Other
		Commercial	Land/			Producing			Commercial
		Construction	Development			Properties			Real Estate
Total loans outstanding	$	1,003	$	1,614		$	9,432		$	12,049
Average loan size (in thousands)		1,068		686			511			554
Average client size (in thousands)		1,527		814			771			808
Nonaccrual loans and leases as a percentage of category		2.17	%	15.48	%		3.76	%		5.20	%
Gross charge-offs as a percentage of category:
Year-to-Date		2.35		9.61			2.80			3.79
Quarter-to-Date		4.38		21.15			6.12			8.11
		As of / For the Period Ended September 30, 2010
						Gross Charge-Offs as a Percentage of
						Outstandings
			Nonaccrual as a
OTHER COMMERCIAL REAL ESTATE LOANS BY STATE OF		Total	Percentage of
ORIGINATION (2)		Outstandings	Outstandings			Year-to-Date			Quarter-to-Date
North Carolina	$	3,668		4.43	%		2.95	%		6.27	%
Georgia		1,966		9.31			5.83			13.15
Virginia		1,921		1.10			1.15			2.60
South Carolina		956		3.10			1.34			2.15
Florida		833		18.26			14.67			33.20
Washington, D.C.		693		2.53			3.49			7.31
Maryland		574		.61			-			-
Kentucky		455		3.15			1.88			4.05
West Virginia		429		3.30			1.39			1.81
Tennessee		357		5.74			6.18			11.08
Alabama		94		8.91			4.14			6.54
Other		103		-			2.24			-
Total	$	12,049		5.20	%		3.79	%		8.11	%

Applicable ratios are annualized.
(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. Excludes covered loans and in process items. Includes loans transferred to held for sale in connection with BB&T's NPA disposition strategy.
(2)	C&I loans secured by real property are excluded.

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17

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

SUPPLEMENTAL RESIDENTIAL MORTGAGE PORTFOLIO INFORMATION (1)
		As of / For the Period Ended September 30, 2010
							Construction/
RESIDENTIAL MORTGAGE LOANS		Prime		ALT-A			Permanent			Subprime (2)			Total
Total loans outstanding	$	13,268		$	2,239	$	580		$	497		$	16,584
Average loan size (in thousands)		197			314		313			61			196
Average refreshed credit score (3)		722			703		720			575			715
Percentage that are first mortgages		100	%		100	%	99	%		81	%		99	%
Average loan to value at origination		76			68		74			74			74
Nonaccrual loans and leases as a percentage of category		1.77			4.98		8.64			7.60			2.62
Gross charge-offs as a percentage of category:
Year-to-Date		1.99			5.37		5.29			8.85			2.89
Quarter-to-Date		.98			2.17		4.49			3.11			1.34
		As of / For the Period Ended September 30, 2010
									Gross Charge-Offs as a Percentage of
										Outstandings
						Nonaccrual as a
				Total		Percentage of
RESIDENTIAL MORTGAGE LOANS BY STATE				Outstandings		Outstandings			Year-to-Date			Quarter-to-Date
North Carolina				$	4,051		1.67	%		1.35	%		.42	%
Virginia					2,975		1.92			1.96			1.35
Florida					2,248		6.17			7.74			3.99
Maryland					1,629		1.95			2.58			.76
Georgia					1,564		2.73			3.52			1.89
South Carolina					1,533		2.72			2.85			1.32
Kentucky					403		1.42			.53			.22
West Virginia					340		1.32			.84			.64
Tennessee					301		2.10			1.32			.39
Texas					282		.52			.26			.14
Washington, D.C.					206		2.48			.77			.02
Alabama					192		2.03			3.74			.57
Other					860		3.19			2.87			.66
Total				$	16,584		2.62	%		2.89	%		1.34	%
SUPPLEMENTAL DIRECT RETAIL 1-4 FAMILY AND LOT/LAND REAL ESTATE PORTFOLIO INFORMATION (4)
				As of / For the Period Ended September 30, 2010
				Residential			Home Equity			Home Equity
DIRECT RETAIL 1-4 FAMILY AND LOT/LAND REAL ESTATE LOANS & LINES				Lot/Land Loans			Loans			Lines			Total
Total loans outstanding				$	1,454	$	5,810		$	5,595		$	12,859
Average loan size (in thousands) (5)					61		43			36			41
Average refreshed credit score (6)					721		721			762			745
Percentage that are first mortgages					100	%	75	%		27	%		57	%
Average loan to value at origination					80		64			64			65
Nonaccrual loans and leases as a percentage of category					6.74		1.48			.47			1.64
Gross charge-offs as a percentage of category:
Year-to-Date					7.75		1.56			1.49			2.28
Quarter-to-Date					8.19		1.47			1.45			2.24
				As of / For the Period Ended September 30, 2010
									Gross Charge-Offs as a Percentage of
										Outstandings
						Nonaccrual as a
DIRECT RETAIL 1-4 FAMILY AND LOT/LAND REAL ESTATE				Total		Percentage of
LOANS AND LINES BY STATE OF ORIGINATION				Outstandings		Outstandings			Year-to-Date			Quarter-to-Date
North Carolina				$	4,422		1.95	%		2.13	%		2.34	%
Virginia					2,894		.87			1.34			1.22
South Carolina					1,235		2.21			2.47			2.57
Georgia					1,042		2.03			3.78			3.62
Maryland					814		.92			2.25			1.47
West Virginia					784		1.32			.99			.70
Florida					637		2.63			6.43			6.88
Kentucky					565		1.31			.66			.51
Tennessee					352		2.08			4.57			3.48
Washington, D.C.					84		.83			3.62			3.44
Other					30		1.01			1.00			1.83
Total				$	12,859		1.64	%		2.28	%		2.24	%

Applicable ratios are annualized.
(1)	Excludes mortgage loans held for sale, covered loans, mortgage loans guaranteed by GNMA that BB&T does not have the obligation to repurchase and in process items.
(2)	Includes $345 million in loans originated by Lendmark Financial Services, which are disclosed as a part of the specialized lending category.
(3)	Weighted based on outstanding balance.
(4)	Direct retail 1-4 family and lot/land real estate loans are originated through the BB&T branching network. Excludes covered loans and in process items.
(5)	Home equity lines without an outstanding balance are excluded from this calculation.
(6)	Based on number of accounts.

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18

BB&T Corporation
Credit Quality - Supplemental Schedules
(Dollars in millions)

SUPPLEMENTAL TROUBLED DEBT RESTRUCTURINGS INFORMATION

		As of September 30, 2010
						Past Due 30-89			Past Due 90+
		Current Status				Days			Days					Total
Performing restructurings: (1) (2)
Commercial loans	$	809	92.4	%	$	66	7.5	%	$	1	0.1	%	$	876
Direct retail loans		124	94.6			6	4.6			1	0.8			131
Revolving credit loans		48	77.4			7	11.3			7	11.3			62
Residential mortgage loans		545	79.1			121	17.6			23	3.3			689
Specialized lending loans		4	100.0			-	0.0			-	0.0			4
Loans held for sale		8	26.7			18	60.0			4	13.3			30
Total performing restructurings		1,538	85.8			218	12.2			36	2.0			1,792
Nonperforming restructurings (3)		166	33.9			73	14.9			250	51.2			489
Total restructurings	$	1,704	74.7		$	291	12.8		$	286	12.5		$	2,281

(1)	Excludes restructured covered and other acquired loans accounted for under the accretion method.
(2)	Past due performing restructurings are included in past due disclosures.
(3)	Nonperforming restructurings are included in nonaccrual loan disclosures.

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19

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

		As of / Quarter Ended
		Sept. 30				June 30		March 31				Dec. 31			Sept. 30
		2010				2010		2010				2009			2009
Selected Capital Information (1)
Risk-based capital
Tier 1	$	13,828			$	13,594	$		13,657		$	13,456		$	12,851
Total		18,463				18,327			18,658			18,470			18,012
Risk-weighted assets (2)		117,765				116,073			117,410			117,167			115,608
Average quarterly tangible assets		149,253				153,399			157,603			158,061			150,992
Risk-based capital ratios
Tier 1			11.7	%		11.7	%		11.6	%		11.5	%		11.1	%
Total			15.7			15.8			15.9			15.8			15.6
Leverage capital ratio			9.3			8.9			8.7			8.5			8.5
Equity as a percentage of total assets			10.7			10.8			10.1			9.8			9.8
Book value per common share	$		24.11		$	24.07	$		23.80		$	23.47		$	23.41
Selected Non-GAAP Capital Information (3)
Tangible common equity as a percentage of tangible assets			7.0	%		7.0	%		6.4	%		6.2	%		6.1	%
Tier 1 common equity as a percentage of risk-weighted assets			9.0			8.9			8.6			8.5			8.4
Tangible book value per common share	$		15.25		$	14.93	$		14.67		$	14.44		$	14.10
Calculations of Tier 1 common equity and tangible assets and related measures:
Tier 1 equity	$	13,828			$	13,594	$		13,657		$	13,456		$	12,851
Less:
Qualifying restricted core capital elements			3,255			3,254			3,508			3,497			3,157
Tier 1 common equity		10,573				10,340			10,149			9,959			9,694
Total assets	$	157,230			$	155,083	$	163,700			$	165,764		$	165,328
Less:
Intangible assets, net of deferred taxes			6,419			6,502			6,519			6,553			6,695
Plus:
Regulatory adjustments, net of deferred taxes			207			187			493			806			712
Tangible assets		151,018				148,768			157,674			160,017			159,345
Total risk-weighted assets (2)	$	117,765			$	116,073	$	117,410			$	117,167		$	115,608
Tangible common equity as a percentage of tangible assets			7.0	%		7.0	%		6.4	%		6.2	%		6.1	%
Tier 1 common equity as a percentage of risk-weighted assets			9.0			8.9			8.6			8.5			8.4
Tier 1 common equity	$	10,573			$	10,340	$		10,149		$	9,959		$	9,694
Outstanding shares at end of period (in thousands)		693,560				692,777			691,869			689,750			687,446
Tangible book value per common share	$		15.25		$	14.93	$		14.67		$	14.44		$	14.10

(1)	Current quarter regulatory capital information is preliminary.
(2)	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.
(3)	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.

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20

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)	3Q10 vs. 3Q09		3Q10 vs. 2Q10		2010 vs. 2009
Average Balances
Commercial loans and leases (2)	(1.6	) %	.3	%	(2.3	) %
Direct retail loans	(4.4	)	(3.6	)	(5.7	)
Sales finance loans	5.8		10.4		4.6
Revolving credit loans	8.5		9.1		10.4
Mortgage loans (2)	4.6		15.8		(2.2	)
Specialized lending	6.7		20.8		8.9
Other acquired loans	(49.3	)	(95.1	)	(35.4	)
Total loans and leases held for investment (excluding covered loans)	.2		4.7		(1.3	)
Covered loans	(16.9	)	(11.4	)	(13.4	)
Total loans and leases held for investment	(1.2	)	3.6		(2.3	)
Noninterest-bearing deposits	8.9		15.4		10.0
Interest checking	25.4		(43.0	)	38.7
Other client deposits	2.5		2.0		8.0
Client certificates of deposit	(21.7	)	(39.6	)	(17.3	)
Total client deposits	(3.5	)	(8.9	)	.6
Other interest-bearing deposits	(66.8	)	(103.4	)	(49.5	)
Total deposits	(9.5	)	(13.2	)	(3.8	)
	Percentage Increase (Decrease)
	QTD		Link QTD		YTD
PERCENTAGE CHANGES IN SELECTED INCOME STATEMENT ITEMS (1)(3)	3Q10 vs. 3Q09		3Q10 vs. 2Q10		2010 vs. 2009
Net interest income - taxable equivalent	(4.2	) %	(8.5	) %	(1.2	) %
Noninterest income
Insurance income	(2.3	)	(48.4	)	(1.2	)
Service charges on deposits	(21.4	)	(41.1	)	(12.5	)
Investment banking and brokerage fees	(4.5	)	(26.2	)	(3.8	)
Mortgage banking income	15.9		192.6		(26.0	)
Checkcard fees	14.8		-		14.9
Other nondeposit fees and commissions	23.3		69.3		18.1
Trust and investment advisory revenues	11.1		10.2		15.8
Bankcard fees and merchant discounts	9.8		-		13.0
Other income	(12.0	)	102.0		(13.0	)
Total noninterest income	(.4	)	5.7		(5.0	)
Noninterest expense
Personnel expense	(3.7	)	(4.3	)	(2.7	)
Foreclosed property expense	38.0		(120.7	)	160.0
Occupancy and equipment expense	(7.7	)	(7.5	)	(4.3	)
Other noninterest expense	13.1		17.2		11.3
Total noninterest expense	4.3		(17.6	)	10.8

Applicable ratios are annualized.
(1)	Adjusted to exclude estimated growth that resulted from the timing of acquisitions during 2010 and 2009.
(2)	Adjusted to exclude the estimated impact of loans disposed of or transferred in connection with BB&T NPA disposition strategy.
(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, the impacts of FDIC loss share accounting, and other selected items as noted on page 22 of this supplement.
	NM - not meaningful.

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21

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

											Favorable (Unfavorable)
Selected Items												Pre-Tax			After-Tax
Third Quarter 2010
Losses/write-downs related to NPA disposition strategy		Other noninterest income									$	(28	)		$	(17	)
Second Quarter 2010
No selected items noted
First Quarter 2010
Colonial premises and equipment adjustment		Occupancy and equipment expense										16				10
Contingency reserve adjustment		Other noninterest expense										11				7
Fourth Quarter 2009
Colonial acquisition loan revaluation adjustment (1)		Net interest income										9				5
Gain on sale of payroll processing business		Other noninterest income										27				17
Income tax adjustments, net		Provision for income tax										7				7
Third Quarter 2009
Contingency reserve		Other noninterest expense										(25	)			(15	)
Leveraged lease tax adjustment		Provision for income tax										12				12
Second Quarter 2009
Accelerated amortization on preferred stock		Dividends and accretion on preferred stock										(47	)			(47	)
FDIC special assessment		Regulatory charges										(71	)			(44	)
Gain from extinguishment of debt		Other noninterest expense										36				22
First Quarter 2009
Other-than-temporary impairment charges		Securities gains (losses), net										(36	)			(22	)
		As of / Quarter Ended
		Sept. 30		June 30				March 31			Dec. 31				Sept. 30
		2010		2010				2010			2009				2009
Selected Mortgage Banking Information
Income statement impact of mortgage servicing rights valuation
MSRs fair value increase (decrease) (2)	$	(101	)	$	(234	)	$	5		$		158		$		(59	)
MSRs hedge gains (losses)		132			241			(1	)			(130	)			72
Net	$	31		$	7		$	4		$		28		$		13
Residential mortgage loan originations	$	6,656		$	5,013		$	4,791		$	5,327			$	6,899
Residential mortgage servicing portfolio
Loans serviced for others		60,207			59,322			57,200			54,583				52,188
Bank-owned loans serviced		20,331			18,621			18,719			18,991				18,782
Total servicing portfolio		80,538			77,943			75,919			73,574				70,970
Weighted-average coupon rate		5.37	%		5.43	%		5.49	%			5.57	%			5.62	%
Weighted-average servicing fee		.354			.357			.363				.369				.374
Selected Miscellaneous Information
Derivatives notional amount	$	67,201		$	64,187		$	64,558		$	66,175			$	69,624
Fair value of derivatives		277			279			307				283				382
Unrealized appreciation (depreciation) on securities
available for sale, net of tax (3)		49			74			(81	)			(244	)			(26	)
Common stock prices
High		28.69			35.72			32.93			28.66				29.81
Low		21.72			26.18			25.40			23.75				19.83
End of period		24.08			26.31			32.39			25.37				27.24
Banking offices		1,790			1,791			1,838			1,857				1,859
ATMs		2,494			2,496			2,534			2,541				2,576
FTEs		31,331			31,603			31,929			32,394				32,821

(1)	Amounts recorded in fourth quarter 2009 that relate to third quarter 2009.
(2)	Includes a $1 million and $2 million decrease due to a valuation adjustment for MSRs carried at the lower of cost or market at September 30,2010 and June 30, 2010, respectively.
(3)	Includes the impact of the FDIC loss sharing agreements on the covered securities.

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22

BB&T Corporation
NON-GAAP Reconciliation Table

	Quarter Ended
	Sept. 30		June 30		March 31		Dec. 31		Sept. 30
NON-GAAP Reconciliation Table	2010		2010		2010		2009		2009
Efficiency ratio - GAAP	57.3	%	61.7	%	61.2	%	58.5	%	59.8	%
Effect of securities gains (losses), net	5.6		5.1		(.1	)	-		.8
Effect of merger-related and restructuring charges, net	(.4	)	(1.6	)	(.7	)	(.4	)	(.8	)
Effect of contingency reserve	-		-		.5		-		(1.1	)
Effect of losses/write-downs on NPA disposition loans	(.6	)	-		-		-		-
Effect of payroll services gain	-		-		-		.7		-
Effect of Colonial revaluation adjustments	-		-		-		.3		-
Effect of Colonial premises and equipment adjustments	-		-		.8		-		-
Effect of FDIC loss share accounting	.6		-		.3		-		-
Effect of foreclosed property expense	(7.1	)	(10.1	)	(8.1	)	(6.2	)	(5.4	)
Effect of amortization of intangibles	(1.3	)	(1.4	)	(1.5	)	(1.5	)	(1.3	)
Efficiency ratio - reported	54.1		53.7		52.4		51.4		52.0
Fee income ratio - GAAP	45.2	%	42.7	%	38.5	%	41.7	%	42.6	%
Effect of securities gains (losses), net	(5.8	)	(5.5	)	.1		-		(.8	)
Effect of payroll services gain	-		-		-		(.7	)	-
Effect of losses/write-downs on NPA disposition loans	.6		-		-		-		-
Effect of FDIC loss share accounting	2.3		3.6		.4		-		-
Effect of Colonial revaluation adjustments	-		-		-		.2		-
Fee income ratio - reported	42.3		40.8		39.0		41.2		41.8
							Year-to-Date
							September 30,
NON-GAAP Reconciliation Table							2010		2009
Efficiency ratio - GAAP							60.0	%	54.3	%
Effect of securities gains (losses), net							3.6		1.6
Effect of merger-related and restructuring charges, net							(.9	)	(.5	)
Effect of contingency reserve							.2		(.4	)
Effect of losses/write-downs on NPA disposition loans							(.2	)		-
Effect of FDIC special assessment							-		(1.0	)
Effect of gain on extinguishment of debt							-		.7
Effect of Colonial premises and equipment adjustments							.3		-
Effect of FDIC loss share accounting							.3		-
Effect of foreclosed property expense							(8.5	)	(3.3	)
Effect of amortization of intangibles							(1.4	)	(1.2	)
Efficiency ratio - reported							53.4		50.2
Fee income ratio - GAAP							42.3	%	45.1	%
Effect of securities gains (losses), net							(3.9	)	(1.7	)
Effect of losses/write-downs on NPA disposition loans							.2		-
Effect of FDIC loss share accounting							2.1		-
Fee income ratio - reported							40.7		43.4

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23

EX-99.3

Exhibit 99.3