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UNITED STATES
SECURITIES AND EXCAHNGE 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
JANUARY 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 36 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 ("BB&T") has entered into a definitive agreement to acquire
Mason-Dixon Bancshares of Westminster, Maryland ("Mason-Dixon") and to file
certain analyst presentation materials related to this transaction as Exhibit
99.1.
Mason-Dixon shareholders will receive 1.30 shares of BB&T common stock
for each share of Mason-Dixon common stock held. Based on BB&T's closing price
of $38.44 on Jan. 26, 1999, the indicated value for Mason-Dixon would be $49.97
per share, which translates to an indicated market value of $256.9 million. The
transaction, approved by the boards of directors of both companies, will be
accounted for as a pooling of interests.
Mason-Dixon will increase BB&T's assets to approximately $2.4 billion
in Maryland, where BB&T will rank eighth in market share. Mason-Dixon's branch
network includes 23 banking offices, 12 consumer finance offices and three
mortgage loan offices.
Its $1.1 billion franchise will extend BB&T's Maryland presence in the
markets in central Maryland. Mason-Dixon Bancshares is the parent company of
Carroll County Bank and Trust Company, Bank of Maryland and Rose Shanis
Financial Services LLC.
The merger, which is subject to the approval of Mason-Dixon
shareholders and banking regulators, is expected to be completed in the third
quarter of 1999.
Item 7. Exhibits
99.1 Analyst Presentation Materials
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: January 28, 1999.