As Filed with the Securities and Exchange Commission on January 5, 2000
Registration No. 333 - 87163
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE
AMENDMENT NO. 1
TO
FORM S-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
BB&T CORPORATION
(Exact name of registrant as specified in its charter)
North Carolina 6060 56-0939887
(State or other (Primary Standard (I.R.S. Employer
jurisdiction Industrial Classification Identification Number)
of incorporation Code Number)
or organization)
200 West Second Street
Winston-Salem, North Carolina 27101
(336) 733-2000
(Address, including Zip Code, and telephone number, including
area code, of registrant's principal executive offices)
Jerone C. Herring, Esq.
200 West Second Street, 3rd Floor
Winston-Salem, North Carolina 27101
(336) 733-2180
(Name, address, including Zip Code, and telephone number,
including area code, of agent for service)
The Commission is requested to send copies of
all communications to:
Peter A. Zorn, Esq. Richard A. Hills, Jr., Esq.
Womble Carlyle Sandridge & Rice, PLLC First Liberty Financial Corp.
200 West Second Street, 17th Floor 6491 Peachtree Industrial Boulevard
Winston-Salem, North Carolina 27101 Atlanta, Georgia 30360
<PAGE>
Pursuant to Registration Statement No. 333-87163 on Form S-4, BB&T
Corporation, a North Carolina corporation (the "Company"), registered 13,288,069
shares of its common stock, par value $5.00 per share (the "Common Stock"),
issuable pursuant to an Agreement and Plan of Reorganization dated as of April
27, 1999, as amended on September 3, 1999, and a related Plan of Merger between
the Company and First Liberty Financial Corp., a former Georgia corporation
("First Liberty"), that provided for the merger of First Liberty with and into
the Company (the "Merger"). The Company hereby removes from registration 870,202
shares of Common Stock that remain unissued after the Merger.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the
registrant has duly caused this Post-Effective Amendment No. 1 to the
Registration Statement on Form S-4 to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Winston-Salem, State of
North Carolina, on January 5, 2000.
BB&T CORPORATION
By: /s/ Jerone C. Herring
Name: Jerone C. Herring
Title: Executive Vice President and Secretary
Pursuant to the requirements of the Securities Act of 1933, as amended,
this Post-Effective Amendment No. 1 to the Registration Statement on Form S-4
has been signed by the following persons in the capacities indicated on January
5, 2000.
/s/ John A. Allison IV* /s/ Scott E. Reed*
Name: John A. Allison IV Name: Scott E. Reed
Title: Chairman of the Board and Title: Senior Executive Vice President
Chief Executive Officer and Chief Financial Officer
(principal executive officer) (principal financial officer)
/s/ Sherry A. Kellett* /s/ Paul B. Barringer*
Name: Sherry A. Kellett Name: Paul B. Barringer
Title: Executive Vice President Title: Director
and Controller
(principal accounting officer)
/s/ Alfred E. Cleveland* /s/ W. R. Cuthbertson, Jr.*
Name: Alfred E. Cleveland Name: W. R. Cuthbertson, Jr.
Title: Director Title: Director
/s/ Ronald E. Deal* /s/ A. J. Dooley, Sr.*
Name: Ronald E. Deal Name: A. J. Dooley, Sr.
Title: Director Title: Director
/s/ Tom D. Efird* /s/ Paul S. Goldsmith*
Name: Tom D. Efird Name: Paul S. Goldsmith
Title: Director Title: Director
/s/ L. Vincent Hackley*
Name: L. Vincent Hackley
Title: Director
/s/ Jane P. Helm* /s/ Richard Janeway, M.D.*
Name: Jane P. Helm Name: Richard Janeway, M.D.
Title: Director Title: Director
<PAGE>
/s/ J. Ernest Lathem, M.D.* /s/ James H. Maynard*
Name: J. Ernest Lathem, M.D. Name: James H. Maynard
Title: Director Title: Director
/s/ Joseph A. McAleer, Jr.* /s/ Albert O. McCauley*
Name: Joseph A. McAleer, Jr. Name: Albert O. McCauley
Title: Director Title: Director
/s/ Richard L. Player, Jr.* /s/ C. Edward Pleasants, Jr.*
Name: Richard L. Player, Jr. Name: C. Edward Pleasants, Jr.
Title: Director Title: Director
/s/ E. Rhone Sasser*
Name: Nido R. Qubein Name: E. Rhone Sasser
Title: Director Title: Director
/s/ Jack E. Shaw*
Name: Jack E. Shaw Name: Harold B. Wells
Title: Director Title: Director
*By: /s/ Jerone C. Herring
Jerone C. Herring
Attorney-in-Fact
<PAGE>
WOMBLE CARLYLE SANDRIDGE & RICE,
A Professional Limited Liability Company
200 WEST SECOND STREET
WINSTON-SALEM, NORTH CAROLINA 27102
TELEPHONE (336) 721-3600
FACSIMILE (336) 721-3660
January 5, 2000
VIA EDGAR
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: BB&T Corporation (Commission File No. 1-10853)
Post-Effective Amendment No. 1 to Registration Statement on Form S-4
(File No. 333-87163)
Ladies and Gentlemen:
On behalf of BB&T Corporation, a North Carolina corporation ("BB&T"),
accompanying this letter for filing pursuant to the Securities Act of 1933, as
amended, is BB&T's Post-Effective Amendment No. 1 to Registration Statement on
Form S-4, which amends BB&T's Registration Statement on Form S-4 to deregister
unissued shares of BB&T's common stock. Manually signed signature pages have
been executed prior to the time of this electronic filing and will be retained
by BB&T for five years.
Please call the undersigned at (336) 721-3634 with any questions or
comments regarding this filing.
Very truly yours,
WOMBLE CARLYLE SANDRIDGE & RICE
A Professional Limited Liability Company
/s/ Peter A. Zorn
Peter A. Zorn
cc: BB&T Corporation
