Form 8-K
                                 CURRENT REPORT

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

                Date of Report (Date of earliest event reported)

                                January 27, 1999

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

                        Commission file number: 1-10853

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

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

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

This Form 8-K has 3 pages.  The sequential numbering of the pages is
indicated in the lower right hand corner.

ITEM 5.  OTHER EVENTS

     The purpose of this  Current  Report on Form 8-K is to  announce  that BB&T
Corporation's Board of Directors has approved a new plan to repurchase up to 1.6
million shares of its common stock in connection  with the proposed  acquisition
of MainStreet Financial Corporation of Martinsville, Virginia.

EXHIBIT INDEX

Exhibit 99.1   Announcement that the BB&T Corporation Board of
               Directors has approved a new plan to repurchase
               up to 1.6 million shares of its common stock.

January 27, 1999


     BB&T Corporation (NYSE:BBK), acting under authority granted by the Board of
Directors,  announced  a new plan to  repurchase  shares of its common  stock in
connection with the proposed acquisition of MainStreet Financial  Corporation of
Martinsville,  Virginia.  A maximum of  approximately  1.6 million shares may be
repurchased  before the merger  date.  However,  the actual  number  repurchased
cannot  exceed  the  limit  allowable  under   pooling-of-interests   accounting
criteria.  The authority to repurchase  these shares will lapse at the effective
date of the merger, which is expected to be in early March.

     In February  1998,  BB&T  announced a plan to  repurchase  up to 10 million
shares of its common  stock  periodically  as needed for  issuance  in  specific
business  combinations  to be accounted for as purchases.  Through  December 31,
1998,  approximately  6.9 million shares had been  repurchased  pursuant to this
authority.

SIGNATURES

     Pursuant to the  requirements of thee Securities  Exchange Act of 1934, the
     registrant  has dully  caused this report to be signed on its behalf by the
     undersigned hereunto duly authorized.

                                           BB&T CORPORATION
                                             (Registrant)

                                           By:  /S/ SHERRY A. KELLETT

                                                  Sherry A. Kellett
                                  Senior Executive Vice President and Controller
                                           (Principal Accounting Officer)

Date:  January 27, 1999