SECURITIES AND EXCHANGE 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
Date of Report (Date of earliest event reported ):
August 27, 1998
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MAINSTREET FINANCIAL CORPORATION
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(Exact name of as specified in charter)
Virginia 0-8622 54-1046817
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(State or other (Commission IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
P.O. BOX 4831, Martinsville, Virginia 24115-4831
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 540-666-6724
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Item 5. Other Events
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This current report on Form 8-K is being filed by MainStreet
Financial Corporation ("MainStreet") to report an execution of a
definitive agreement with BB&T Corporation (BB&T), in which
MainStreet will be acquired by BB&T.
The transaction will be a stock for stock exchange in which
1.18 shares of BB&T stock will be exchanged for each share of
MainStreet common stock. Based upon a BB&T closing price of
$32.94 on August 25, 1998, the transaction will be valued at
$554.3 million or $38.87 per MainStreet share. The transaction
is subject to both regulatory and MainStreet shareholder approval
and will be accounted for as a pooling of interests.
BB&T is a multi-bank holding company with approximately
$32.1 billion in assets. It operates 512 banking offices in the
Carolinas, Virginia, Maryland and Washington, D.C. BB&T is
traded on the New York Stock Exchange under the symbol BBK.
MainStreet is a multi-community bank holding company
headquartered in Martinsville, Virginia. It owns ten community
banks ( 49 offices), and two nonbanking subsidiaries. One
nonbank subsidiary is a trust company chartered as a limited
purpose national banking association and the other is a trust
formed under the laws of the State of Delaware, exclusively for
the purpose of issuing Trust Securities and investing the
proceeds in 8.90% Junior Subordinated Deferrable Interest
Debentures issued by the Registrant. MainStreet has
approximately $2.1 billion in assets. MainStreet currently
serves the following markets: City of Martinsville and Henry
County; the City of Galax, Town of Hillsville and Carroll and
Grayson Counties; the Towns of Ferrum and Rocky Mount and
Franklin County; the Town of Forest, City of Lynchburg and
Bedford, Campbell and Amherst Counties; the Town of Stuart and
Patrick County; the Towns of Saltville and Chilhowie and Smyth
County; the City of Clifton Forge and Alleghany County; the City
of Richmond and the Towns of Ashland and Mechanicsville and the
Counties of Hanover, Henrico and Chesterfield; the County of
Fairfax and the Cities of Reston and McClean, Virginia; the
cities of Ballston, Falls Church, Alexandria, and Arlington; the
counties of Arlington, Fairfax and Loudoun; the town of College
Park, and the counties of Prince George and Montgomery, Maryland
and contiguous areas.
MainStreet will continue to trade under the NASDAQ symbol
MSBC until the legal consummation of the agreement.
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Signatures
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, thereunto duly authorized.
MAINSTREET FINANCIAL CORPORATION
Date: October 1, 1998 By: /s/ James E. Adams
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James E. Adams
Executive Vice President,
Chief Financial Officer/Treasurer
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