TERMINATION AGREEMENT


                  THIS TERMINATION AGREEMENT ("Agreement"),  dated as of October
31, 2002, is between  FLORIDAFIRST  BANCORP,  INC.  ("FloridaFirst"),  a Florida
corporation  having  its  principal  office  at  Lakeland,   Florida,  and  BB&T
CORPORATION  ("BB&T"),  a North Carolina corporation having its principal office
at Winston-Salem, North Carolina;

                                R E C I T A L S:
                                - - - - - - - -

                  By Agreement and Plan of Reorganization  dated October 2, 2002
(the "Merger  Agreement"),  FloridaFirst  agreed to be merged into BB&T (herein,
the  "Merger")  on terms as  provided in the Merger  Agreement.  Incident to the
Merger  Agreement,   FloridaFirst   granted  to  BB&T  an  option  (the  "Option
Agreement") to acquire,  under certain  circumstances,  1,060,000  shares of the
common stock of FloridaFirst.  In addition,  Branch Banking and Trust Company, a
subsidiary of BB&T,  entered into  Employment  Agreements  dated October 2, 2002
with each of the  Employees,  conditional  upon and  effective as of the date of
consummation of the Merger (the "Employment Agreements").  BB&T and FloridaFirst
have been advised by the Office of Thrift Supervision that it believes that BB&T
must meet certain conditions prior to having entered into the Merger Agreement.

                  NOW,  THEREFORE,  in  consideration  of the  premises  and the
mutual   covenants,   promises   herein,   and  for  other  good  and   valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the
parties hereto agree as follows:

          1.   The Merger Agreement shall be and hereby is terminated  effective
               on the date  hereof,  and the  provisions  of Section  7.2 of the
               Merger Agreement shall be applicable.

          2.   The Option Agreement shall be and hereby is terminated  effective
               on the date hereof,  and the Option  Agreement is hereby void and
               shall have no effect.

          3.   Each  of  the  Employment  Agreements  shall  be  and  hereby  is
               terminated  effective  on  the  date  hereof,  and  each  of  the
               Employment Agreements is hereby void and has no effect.

          4.   The parties  hereto  agree to  undertake  their  reasonable  best
               efforts to prepare and for BB&T to file an  application  with the
               Office of Thrift  Supervision  under Section 563b.525 seeking its
               approval for BB&T to make an offer to acquire FloridaFirst.

          5.   This  Agreement  shall be governed by and construed in accordance
               with the laws of the State of North  Carolina,  without regard to
               the principles of conflicts of laws.





          6.   No  provision  of  this  Agreement  may  be  changed,  waived  or
               terminated except by a writing signed by the parties against whom
               enforcement of the change, waiver or termination is sought.