SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 10)
CCB FINANCIAL CORPORATION
(Name of Issuer)
COMMON STOCK, $5.00 PAR VALUE
(Title of Class of Securities)
12487510
(Cusip Number)
Check the following box if a fee is being paid with this statement [ ] .
(A fee is not required only if the filing person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosure provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
(Continued on following page(s))
Page 1 of 5
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CUSIP NO. 12487510 13G PAGE 2 OF 5 PAGES
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1. NAME OF REPORTING PERSON
Central Carolina Bank and Trust Company
56-1373093
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
a. ____
b. _X__
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
A banking organization organized under the laws of North Carolina. (The
Reporting Person formerly was a national bank and was converted to a
state-chartered bank during 1990.)
5. SOLE VOTING POWER
2,175,840
6. SHARED VOTING POWER
57,017
7. SOLE DISPOSITIVE POWER
1,253,654
8. SHARED DISPOSITIVE POWER
399,752
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
2,233,057
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
yes
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.53%
12. TYPE OF REPORTING PERSON *
BK
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AMENDMENT NO. 10
TO
SCHEDULE 13-G
Item 1(a). NAME OF ISSUER.
CCB Financial Corporation
Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES.
111 Corcoran Street
Post Office Box 931
Durham, North Carolina 27702
Item 2(a). NAME OF PERSON FILING.
Central Carolina Bank and Trust Company (formerly, Central
Carolina Bank and Trust Company, N.A.)
Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE.
111 Corcoran Street
Post Office Box 931
Durham, North Carolina 27702
Item 2(c). CITIZENSHIP.
The reporting Person is a banking corporation organized under
the laws of North Carolina. (The Reporting Person formerly was
a national bank and was converted to a state-chartered bank
during 1990.)
Item 2(d). TITLE OF CLASS OF SECURITIES.
Common Stock, $5.00 par value per share
Item 2(e). CUSIP Number.
12487510
Item 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b), or
13d- 2(b), CHECK WHETHER THE PERSON FILING IS A:
(a) ____ Broker or Dealer registered under
Section 15 of the Act;
(b) __X_ Bank as defined in Section 3(a)(6) of
the Act;
(c) ____ Insurance Company as defined in Section
3(a)(19) of the Act;
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(d) ____ Investment Company registered under
Section 8 of the Investment Act;
(e) ____ Investment adviser registered under
Section 203 of the Investment Advisers Act
of 1940;
(f) ____ Employee Benefit Plan, Pension Fund
which is subject to the provisions of the
Employee Retirement Income Security Act of
1974, or Endowment Fund;
(g) ____ Parent Holding Company, in accordance
with Section 240.13d-1(b)(ii)(G);
(h) ____ Group, in accordance with Section
240.13d-1(b)(1)(ii)(H)
Item 4. OWNERSHIP.
(a) Amount Beneficially Owned: 2,233,057 shares
In addition to the shares reflected above, the
Reporting Person holds certain other shares in
various fiduciary capacities as to which the
Reporting Person disclaims beneficial ownership.
(b) Percent of Class: 5.53%
(c) Number of Shares as to which such person has:
(i) sole power to vote or to direct the vote:
2,175,840 shares
(ii) shared power to vote or to direct the vote:
57,017 shares
(iii) sole power to dispose of or to direct the
disposition of: 1,253,654 shares
(iv) shared power to dispose of or to direct the
disposition of: 399,752 shares
The above numbers of shares held by the Reporting Persons are as of
December 31, 1998.
Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not applicable.
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Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF
ANOTHER PERSON.
The shares reflected above as beneficially owned are held by
the Reporting Person through its Trust Department in various
fiduciary capacities, whether as trustee, executor or
custodian, for the benefit of various other persons. However,
the Reporting Person does not hold more than 5% of the
Issuer's Common Stock on behalf of any one trust, estate or
other beneficial owner.
Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY.
Not applicable.
Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not applicable.
Item 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
Item 10. CERTIFICATION.
By signing below, I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired in
the ordinary course of business and were not acquired for the
purpose of and do not have the effect of changing or
influencing the control of the issuer of such securities, and
were not acquired in connection with or as a participant in
any transaction having such purposes or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
CENTRAL CAROLINA BANK AND TRUST COMPANY
By: /s/ L.W.Edwards, Jr.
_____________________________________________
L. W. Edwards, Jr.
First Vice President and Regional Manager
Date: February 16, 1999
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