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 Date of Report (Date of earliest event reported) October 21, 1997 CCB Financial Corporation (Exact name of registrant as specified in its charter) North Carolina 0-12358 56-1347849 (State or other (Commission File (IRS Employer jurisdiction of Number) Identification No.) incorporation) 111 Corcoran Street, Post Office Box 931, Durham, NC 27702 (Address of principal executive offices) Registrant's telephone number, including area code (919) 683-7777 N/A (Former name or former address, if changed since last report) Item 5. Other Events. On October 21, 1997, the Board of Directors of the Registrant adopted a severance plan (the "Plan") for employees that would be implemented in the event of a change in control. The Plan was adopted in recognition of the consolidations being experienced in the banking industry which might generate uncertainties about a potential future merger in which the Registrant might not be the surviving entity. Such uncertainties might prevent the Registrant from attracting and retaining qualified personnel. The Board believes that the adoption of a severance compensation plan of this kind will assure fair treatment of all employees and reduce the distractions and other adverse effects on employees' performance which are inherent in a change in control. Severance payments would be based on employee classification and years of service. Management of the Registrant estimates that if the severance provision of the Plan were effected under the most severe scenario, an in- market merger, severance payments would total approximately $.70 per share after-tax. Item 7. Financial Statements and Exhibits. (c) Exhibits Exhibit 99.1 CCB Financial Corporation Plan for Severance Compensation After A Change in Control SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CCB FINANCIAL CORPORATION Date: November 20, 1997 By: /s/ ROBERT L. SAVAGE, JR. Robert L. Savage, Jr. Senior Vice President and Chief Financial Officer