FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * CLEVELAND ALFRED E   2. Issuer Name and Ticker or Trading Symbol BB&T CORP [(BBT)] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) P O BOX 1250 3. Date of Earliest Transaction (Month/Day/Year) 12/06/2004 (Street) WINSTON-SALEM, NC 271021250 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 08/06/2004   L V 3.297 A $ 37.913 40,800.88 (1) D   Common Stock 10/01/2004   L V 3.126 A $ 39.989 40,804.006 D   Common Stock 12/03/2004   L V 2.928 A $ 42.692 40,808.183 (2) D   Common Stock 12/06/2004   M   1,492 A $ 22.602 42,300.183 D   Common Stock 12/06/2004   G V 1,492 D $ 0 40,808.183 D   Common Stock 12/06/2004   G V 1,492 A $ 0 4,906 I By Spouse Common Stock               19,590 I By Trust

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option (right to buy)

$ 22.602

12/06/2004

M

1,492

06/30/1998

12/31/2007

Common Stock

1,492

$ 22.602

0

D

Stock Option (right to buy)

$ 24.777

01/01/1999

07/01/2008

Common Stock

2,724

2,724

D

Stock Option (right to buy)

$ 26.764

01/01/2000

07/01/2009

Common Stock

2,690

2,690

D

Stock Option (right to buy)

$ 20.744

01/03/2001

07/03/2010

Common Stock

3,977

3,977

D

Stock Option (right to buy)

$ 27.063

01/01/2002

07/02/2011

Common Stock

3,270

3,270

D

Stock Option (right to buy)

$ 28.11

01/01/2003

07/01/2012

Common Stock

3,255

3,255

D

Stock Option (Right to Buy)

$ 25.75

01/01/2004

07/01/2013

Common Stock

4,428

4,428

D

Stock Option (right to buy)

$ 27.53

01/01/2005

07/01/2014

Common Stock

4,319

4,319

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
CLEVELAND ALFRED E P O BOX 1250 WINSTON-SALEM, NC 271021250	X

Signatures

By: Sandra B. Lewis, Attorney- in-fact		12/07/2004
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Includes 1.254 shares acquired in August, under the Issuer's Dividend Reinvestment Plan.
(2)	Includes 1.249 shares acquired in November, under the Issuer's Dividend Reinvestment Plan.

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