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

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                                    FORM 8-K
                                 CURRENT REPORT

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

                                 April 28, 1999

                Date of Report (Date of earliest event recorded)

                                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)

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                           This Form 8-K has 3 pages.




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Item 5. Other Events

     The purpose of this  Current  Report on Form 8-K is to  announce  that BB&T
Corporation's  ("BB&T")  Board of  Directors,  at their April 27, 1999  meeting,
approved a new plan to repurchase  up to 10 million  shares of BB&T common stock
as needed for issuance in specific business  combinations to be accounted for as
purchases.

     BB&T has a similar  plan,  approved by the Board of  Directors  in February
1998, that provided for the repurchase of up to 10 million shares of BB&T common
stock for issuance in specific  business  combinations  to be  accounted  for as
purchases.  Substantially all of the shares authorized under this plan have been
repurchased in connection  with business  combinations  completed since February
1998 that were accounted for as purchases.






                                    SIGNATURE

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


                                             BB&T CORPORATION
                                               (Registrant)

                                 By:         /S/ SHERRY A. KELLETT              

                                                 Sherry A. Kellett
                                  Senior Executive Vice President and Controller
                                           (Principal Accounting Officer)
Date:  April 28, 1999.