ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 31, 2012, J. Littleton Glover, Jr., Jane P. Helm and Valeria Lynch Lee retired from the board of directors of BB&T Corporation ("BB&T") pursuant to BB&T's director retirement policy. Under the director retirement policy, a director is permitted to serve through the calendar year in which such director reaches age 70. Effective January 1, 2013, the board designated Ronald E. Deal as BB&T's lead director, succeeding Ms. Helm in that role upon her retirement.

On January 1, 2013, James A. Faulkner, I. Patricia Henry, Eric C. Kendrick, Dr. Louis B. Lynn, Edward C. Milligan, Charles A. Patton and Tollie W. Rich, Jr. joined the board of directors of BB&T. Information pertaining to their election to the BB&T board was previously reported in Item 5.02 of BB&T's Form 8-K filed August 28, 2012 and is incorporated herein by reference.

S I G N A T U R E

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/ Daryl N. Bible

Daryl N. Bible Senior Executive Vice President and Chief Financial Officer (Principal Financial Officer)

Date: January 2, 2013