August 19, 1997



CCB Financial Corporation
111 Corcoran Street
Durham, North Carolina 27701

Re:       Registration Statement on Form S-8
          149,008 Shares of Common Stock

Gentlemen and Ladies:

   In connection with the possible offering and sale from
time to time of all or a portion of 149,008 shares of the
Common stock, $5.00 par value per share (the "Shares"), of
CCB Financial Corporation (the "Corporation"), upon the
terms and conditions set forth in the Registration Statement
on Form S-8 (the "Registration Statement") filed August 22,
1997 by the Corporation with the Securities and Exchange
Commission under the Securities Act of 1933, as amended, we
are of the opinion that:

          1.  The Corporation is a corporation duly organized
              and validly existing under the laws of the State
              of North Carolina;

          2.   When (a) the Registration Statement shall become
               effective and (b) the Shares have been sold upon 
               the terms and conditions set forth in the Registration
               Statement, the Shares will be validly authorized
               and legally issued, fully paid and non-assessable.

     We hereby consent (1) to be named in the Registration
Statement and in the Prospectus which constitutes a part
thereof as attorneys who will pass upon legal matters in
connection with the Shares and (2) to the filing of a copy
of this opinion as Exhibit 5 to the Registration Statement.

                                   Very truly yours,

                                   /s/  ROBERT A. SINGER
                                   Robert A. Singer