Edgar Filing: BB&T CORP

Preliminary Proxy Statement

Confidential, for Use of the Commission
Only (as permitted by Rule 14a-6(e)(2))

Definitive Proxy Statement

Definitive Additional Materials

Soliciting Material Pursuant to §240.14a-12

DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a)

of the Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant x

Filed by a Party other than the Registrant ¨

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BB&T Corporation

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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[BB&T Corporation Letterhead]

April 12, 2007

Dear Fellow Shareholder:

All BB&T Corporation shareholders recently received the Proxy Statement for the 2007 Annual Meeting of Shareholders along with our Annual Report on Form 10-K and Summary 2006 Annual Review. At the meeting on April 24, 2007, shareholders are voting on three proposals: (1) the election of fifteen Directors, (2) the approval of amendments to the Corporation’s 2004 Stock Incentive Plan, and (3) the ratification of PricewaterhouseCoopers LLP as the Corporation’s auditor.

The Board and management recommend that shareholders vote FOR each of the 15 Director nominees, vote FOR the approval of the amendments to the Corporation’s 2004 Stock Incentive Plan and vote FOR the ratification of PricewaterhouseCoopers LLP as the Corporation’s auditor.

Your vote is very important. If you haven’t already done so, please vote by completing and returning the enclosed proxy card(s) by mail. Alternatively, you may vote by telephone or by using the Internet. To vote by telephone or the Internet, you will need the codes provided on the enclosed proxy card. Telephone and Internet voting is available 24 hours a day, seven days a week. If you would like to vote by telephone, you may call 1-800-433-2279. If you would like to vote by using the Internet, you may log onto the following website address: https://proxy.georgeson.com. Telephone and Internet voting facilities will close at 11:59 p.m. Eastern Daylight Time on April 23, 2007.

Thank you for your consideration.

Sincerely,

John A. Allison IV

Chairman and Chief Executive Officer

[BB&T Corporation Letterhead]

April 12, 2007

Dear Fellow Shareholder:

Your vote is very important. If you haven’t already done so, please vote by completing and returning the enclosed proxy card(s) by mail. Alternatively, you may vote by telephone or Internet by following the instructions on the enclosed proxy card. Telephone and Internet voting is available 24 hours a day, seven days a week. Telephone and Internet voting facilities will close at 11:59 p.m. Eastern Daylight Time on April 23, 2007.

Thank you for your consideration.

Sincerely,

John A. Allison IV

Chairman and Chief Executive Officer


THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" PROPOSALS 1, 2 AND 3.		Please mark your votes as indicated in this example		x

FOR

ALL

WITHHOLD

ALL

FOR ALL

EXCEPT

To elect fifteen nominees, namely: John A. Allison IV, Jennifer S. Banner, Anna R. Cablik, Nelle R. Chilton, Ronald E. Deal, Tom D. Efird, Barry J. Fitzpatrick, L. Vincent Hackley, Jane P. Helm, John P. Howe, III, M.D., James H. Maynard, Albert O. McCauley, J. Holmes Morrison, Nido R. Qubein and E. Rhone Sasser, as Directors of BB&T as described in Proposal 1 of the Proxy Statement.

To withhold authority to vote for any individual nominee, mark “For All Except” and write the nominee’s name here

Nominee exception(s)

FOR

AGAINST

ABSTAIN

To approve the amendments to the BB&T Corporation 2004 Stock Incentive Plan.


		FOR	AGAINST	ABSTAIN
3.	To ratify the appointment of PricewaterhouseCoopers LLP as BB&T’s independent registered public accounting firm for 2007.	¨	¨	¨

	The undersigned hereby ratifies and confirms all that said attorney-in-fact, or either of them or their substitutes, may lawfully do or cause to be done hereof, and acknowledges receipt of the Notice of the BB&T Annual Meeting and Proxy Statement.

		Date , 2007

		Signature(s)

		Signature(s)
		Title or Authority

		Please insert date of signing. Sign exactly as name appears at left. Where stock is issued in two or more names, all should sign. If signing as attorney, administrator, executor, trustee or guardian, give full title as such. A corporation should sign by an authorized officer and affix seal.

< FOLD AND DETACH HERE <

PLEASE DETACH HERE IF YOU ARE NOT VOTING BY TELEPHONE OR INTERNET

BB&T

VOTE BY INTERNET OR TELEPHONE

24 Hours a Day—7 Days a Week

Save your Company Money—It’s Fast and Convenient

Your telephone or Internet vote authorizes the named attorney-in-fact to vote your shares in the same manner as if you marked, signed and returned the proxy card. If you have submitted your proxy by telephone or the Internet, there is no need for you to mail back your proxy card. Telephone and Internet voting facilities will close at 11:59 p.m. Eastern Daylight Time on April 23, 2007.


TELEPHONE		INTERNET		MAIL
1-800-433-2279		https://proxy.georgeson.com

· Use any touch-tone telephone · Have your proxy form in hand · Follow the simple recorded instructions	OR	· Go to the website address listed above · Have your proxy form in hand · Follow the simple instructions	OR	· Mark, sign and date the proxy card · Detach the proxy card below · Return the proxy card in the postage-paid envelope provided

CALL TOLL-FREE TO VOTE: 1-800-433-2279

BB&T CORPORATION

ANNUAL MEETING APRIL 24, 2007

THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS OF BB&T CORPORATION

The undersigned shareholder of BB&T Corporation, a North Carolina corporation (“BB&T”), appoints John A. Allison IV and Christopher L. Henson, or either of them, with full power to act alone, the true and lawful attorney-in-fact of the undersigned, with full power of substitution and revocation, to vote all shares of stock of BB&T that the undersigned is entitled to vote at the annual meeting of shareholders of BB&T to be held at The Westin Buckhead, 3391 Peachtree Road N.E., Atlanta, Georgia 30326, on April 24, 2007, at 11:00 a.m. local time and at any adjournment thereof, with all powers the undersigned would possess if personally present, as follows:

THIS PROXY WILL BE VOTED IN ACCORDANCE WITH THE DIRECTIONS OF THE UNDERSIGNED. IF NO INSTRUCTION TO THE CONTRARY IS GIVEN, THIS PROXY WILL BE VOTED FOR THE NOMINEES FOR DIRECTOR DESCRIBED IN PROPOSAL 1 AND FOR PROPOSALS 2 AND 3, EACH AS LISTED ON THE REVERSE SIDE. IF ANY OTHER BUSINESS IS PRESENTED AT THE MEETING, THIS PROXY WILL BE VOTED IN ACCORDANCE WITH THE BEST JUDGEMENT OF THE NAMED ATTORNEYS-IN-FACT.

(Continued on reverse side)

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