ITEM 8.01. Other Events.

On July 18, 2012, BB&T Corporation (the "Company") designated its 3.95% Medium-Term Notes, Series D (Subordinated) due March 22, 2022 (the "Subordinated Notes"), as the "Covered Debt" under that certain Replacement Capital Covenant dated as of June 12, 2007, as amended by the Amendment to Replacement Capital Covenant dated as of November 18, 2011 (as amended, the "Replacement Capital Covenant"). The Subordinated Notes provide that, in the event they are designated as Covered Debt under the Replacement Capital Covenant, each purchaser of the Subordinated Notes, for itself and any and all successors and assigns, waives all rights under, and irrevocably authorizes the Corporation to terminate, without further action by or payment to any holders of the Subordinated Notes, the Replacement Capital Covenant. Pursuant to the Termination of the Replacement Capital Covenant (the "Termination"), dated as of July 19, 2012, the Company has terminated the Replacement Capital Covenant. A copy of the Termination is attached hereto as Exhibit 99.1 and incorporated herein by reference.

ITEM 9.01. Financial Statements and Exhibits.

(d) Exhibits.
99.1 Termination of the Replacement Capital Covenant, dated as of July 19, 2012, by BB&T Corporation

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