1. There’s opportunity here 2005 ANNUAL REVIEW

2. 20
BB&T

3. 2006 ANNUAL MEETING
BB&T Corporation’s Annual
Meeting of Shareholders will
be held at the Embassy Suites
Winston-Salem at 460 North
Cherry Street, Winston-Salem,
North Carolina, on Tuesday,
April 25, 2006 at 11:00 a.m.
05 ANNUAL REVIEW TABLE OF CONTENTS
Consolidated Financial Highlights 2
Corporate Profile 4
To Our Shareholders 6
Corporate Board of Directors 22
Executive Management 23
Market Coverage 24
Shareholder Information 26
Consolidated Balance Sheets 28
Consolidated Statements of Income 29
Selected Financial Data 30
Selected Ratios 31
General Information 32
“About the Cover
“There’s Opportunity Here” by Bryan Larsen,
“special commission for BB&T
“© 2006 Bryan Larsen
“Quent Cordair Fine Art
“1-866-267-3247 – www.cordair.com

4. Consolidated Financial Highlights
BB&T Corporation and Subsidiaries
(Dollars in millions, except per share data)
2005 2004 % Change
Annual Results
Net income $ 1,654 $ 1,558 6.1 %
Net income per common share:
Basic 3.02 2.82 7.1
Diluted 3.00 2.80 7.1
Cash dividends paid per common share 1.46 1.34 9.0
Annual Operating Results (1)
Operating earnings $ 1,674 $ 1,562 7.2 %
Operating earnings per common share:
Basic 3.06 2.83 8.1
Diluted 3.04 2.81 8.2
Annual Cash Basis Operating Results (1,2)
Cash basis operating earnings $ 1,763 $ 1,646 7.1 %
Cash basis operating earnings per common share:
Basic 3.22 2.98 8.1
Diluted 3.20 2.96 8.1
Year-End Balances
Assets $ 109,170 $ 100,509 8.6 %
Securities, at carrying value 20,489 19,173 6.9
Loans and leases 75,023 68,163 10.1
Deposits 74,282 67,699 9.7
Shareholders’ equity 11,129 10,874 2.3
Book value per common share 20.49 19.76 3.7
Average Balances
Assets $ 104,612 $ 96,276 8.7 %
Securities, at amortized cost 20,467 18,218 12.3
Loans and leases 71,517 66,107 8.2
Deposits 70,346 64,816 8.5
Shareholders’ equity 11,065 10,597 4.4
Performance Ratios Based on Net Income
Return on average assets 1.58 % 1.62 %
Return on average equity 14.95 14.71
2

5. turn on
Fee Income Ratio Total Assets
on Equity
% | based on operating earnings Billion $
asis operating earnings
BB&T ANNUAL REVIEW
27.82 120
05
39.1
109
100
30.0
80
60
15.0
40
20
0.0 0
’01 ’02 ’03 ’04 ’05 ’05
’95 ’96 ’97 ’98 ’99 ’00 ’01 ’02 ’03 ’04
3 ’04 ’05
As originally reported 10-year compound annual growth rate 18.2%
Operating Earnings
ciency Ratio Million $
2005 2004
asis operating earnings
Performance Ratios Based on Operating Earnings (1)
1,800
Return on average assets 1.60 % 1.62 %
50.4 1,674
Return on average equity 15.12 14.74
Fee income ratio 1,600 39.1 37.8
Efficiency ratio 52.5 51.9
1,400
Performance Ratios Based on Cash Basis Operating Earnings (1,2)
Return on average tangible assets 1.77 % 1.79 %
1,200
Return on average tangible equity 27.82 27.17
Efficiency ratio 50.4 49.7
1,000
Capital Ratios 800
Tier 1 risk-based capital ratio 9.3 % 9.2 %
Total risk-based capital ratio 14.4 14.5
600
Tier 1 leverage capital ratio 7.2 7.1
Equity as a percentage of total assets 10.2 10.8
400
Miscellaneous Information
200
Common shares outstanding (in thousands) 543,102 550,406
Basic weighted average shares outstanding (in thousands) 546,916 551,661
0
’05 Diluted weighted average shares outstanding (in thousands) ’01 ’02 ’03 ’04 ’05 551,380 556,041
3 ’04 ’95 ’96 ’97 ’98 ’99 ’00
Shareholders 257,000 255,000
Full-time equivalent employees As originally reported 10-year compound annual growth rate 20.7% 27,745 26,148
Banking offices 1,404 1,413
ATMs 1,951 1,930
(1) Information presented on an operating basis excludes the effects of $(6.8 million) and $3.5 million of net after-tax costs associated with the completion of
mergers and acquisitions in 2005 and 2004, respectively. In addition, operating results in 2005 exclude the effects of a one-time charge
related to the accounting for leases, which totaled $26.6 million, net of tax.
(2) Information presented on a cash basis excludes the effects of intangible assets, purchase accounting adjustments and the related amortization expenses,
which totaled $89.4 million and $84.0 million, net of tax, for the years ended December 31, 2005 and 2004, respectively. In addition, cash basis results
exclude merger-related and nonrecurring items as discussed in Note 1.
3

6. CORPORATE
PROFILE
BB&T Corporation (“BB&T” or “the Corporation”) is a financial holding company headquartered in Winston-Salem,
North Carolina. With consolidated assets at December 31, 2005, totaling $109.2 billion, BB&T is the ninth largest
banking organization in the United States. As of December 31, 2005, BB&T’s banking subsidiaries operated more
than 1,400 branch offices in eleven states and Washington, D.C.
BB&T’s largest subsidiary, Branch Banking and Trust Company, was founded in 1872 and is the oldest bank based in
North Carolina. Through its subsidiaries, BB&T offers a wide range of lending and deposit services to businesses and
individuals. BB&T’s subsidiaries also provide trust services, wealth management, retail and wholesale insurance services,
investment and capital markets services, leasing, factoring, treasury services, asset management, international
services, payroll processing and bankcard services.
BB&T’s current organization was formed by a merger-of-equals in 1995 between the former BB&T Financial Corporation
and Southern National Corporation. In the past 15 years, BB&T has consummated acquisitions of 53 banks and thrifts,
77 insurance agencies, and 28 nonbank financial services companies.
4

7. BB&T ANNUAL REVIEW
05
ABOUT THE REVIEW
The BB&T Corporation 2005 Annual Review is presented in a summary format to provide information regarding the
performance of BB&T in a manner that is meaningful and useful to the widest range of readers. The audited consolidated
financial statements of BB&T Corporation and its subsidiaries and other more detailed analytical information regarding
the Corporation are contained in the BB&T Corporation Annual Report on Form 10-K for the year ended December 31,
2005, filed with the Securities and Exchange Commission.
This 2005 Annual Review contains financial information determined by methods other than in accordance with
Generally Accepted Accounting Principles (“GAAP”). BB&T’s management uses these “non-GAAP” measures in their
analysis of the Company’s performance. Non-GAAP measures typically adjust GAAP performance measures to exclude
the effects of charges, expenses or gains related to the consummation of mergers and acquisitions, as well as the
amortization of intangibles and purchase accounting-related adjustments in the case of “cash basis” performance
measures. These non-GAAP measures may also exclude other significant gains, losses or expenses that are unusual in
nature and not expected to recur. Since these items and their impact on BB&T’s performance are difficult to predict,
management believes presentations of financial measures excluding the impact of these items provide useful supple-
mental information that is essential to a proper understanding of BB&T’s core operating results. These disclosures
should not be viewed as a substitute for operating results determined in accordance with GAAP, nor are they
necessarily comparable to non-GAAP performance measures that may be presented by other companies.
FORWARD-LOOKING STATEMENTS
This BB&T Corporation 2005 Annual Review contains certain forward-looking statements as defined in the Private
Securities Litigation Reform Act of 1995. These statements may address issues that involve significant risks and
uncertainties. Although we believe that the expectations reflected in this discussion are reasonable, actual results
may be materially different. Please refer to BB&T’s Annual Report on Form 10-K for the year ended December 31,
2005, for a more thorough description of the types of risks and uncertainties that may affect management’s
forward-looking statements.
5

8. TO OUR SHAREHOLDERS:
I am pleased to report that 2005 was a strong year Cash basis measurements of performance exclude the
for BB&T, a year in which we achieved many important effects that intangible assets, purchase accounting
strategic and financial goals. 2005 marked the end of adjustments and the related amortization expenses
a self-imposed two-year period during which we have on operating earnings. Many of our internal
determined not to announce any new plans for bank financial goals are based on cash basis performance
or thrift acquisitions. Instead, we used this hiatus to because we believe these results provide a better
strengthen our core operations and focus our atten- indication of the company’s actual economic perform-
tion on developing strategies to drive BB&T’s organic ance. On a cash basis, our operating earnings totaled
growth. Equipped with the lessons of the last two $1.763 billion for the year, an increase of 7.1% com-
years and with the significant investments we have pared to cash basis operating earnings in 2004. On a
made for the future, we clearly have tremendous diluted per share basis, cash basis earnings for 2005
opportunity at BB&T. were $3.20, up 8.1% compared with 2004. Our cash
basis return on average tangible assets was 1.77% for
2005 and the cash basis return on average tangible
Significant Accomplishments During 2005
equity was 27.82% for the year. Both percentages
2005 represents BB&T’s 24th consecutive year of reflect very healthy returns.
record operating earnings. Net income for the year
The core of BB&T’s business was created 11 years
totaled $1.654 billion, or $3.00 per diluted share.
ago by the merger-of-equals between BB&T Financial
These amounts reflect increases of 6.1% and 7.1%,
Corporation and Southern National Corporation. We
respectively, compared to results for 2004. Excluding
consider this landmark event in our corporate history
the effects of merger-related items and nonrecurring
to be the beginning, the yardstick by which we meas-
charges from both 2005 and 2004, BB&T’s operating
ure our progress, growth and performance. Over the
earnings for 2005 totaled $1.674 billion, an increase
last 10 years since the first full year of combined
of 7.2% compared to the prior year. On a diluted per
operations following the merger-of-equals, BB&T
share basis, operating earnings for 2005 were $3.04,
has produced phenomenal balance sheet growth, as
an increase of 8.2% compared with 2004.
¬
6

9. BB&T ANNUAL REVIEW
05
John A. Allison
Chairman and Chief Executive Officer
7

10. With BB&T providing a
strong financial foundation,
the possibilities are infinite.
Our clients come from
all backgrounds and
all walks of life.
They depend on us
to give flight to their dreams,
and we deliver.
Our partnerships are
rooted in careful
money management,
wise investment strategies
and opportunities
to achieve
any goal imaginable.
© 2006 BRYAN LARSEN ALL RIGHTS RESERVED
OPPORTUNITY IN OUR
COMMUNITIES
8

11. BB&T ANNUAL REVIEW
05 Dividends Pai
Diluted Earnings Per Share $
$ | based on operating earnings
3.04
3.00 1.50
1.25
1.00
2.00 .75
.50
.25
1.00 .00
’01 ’02 ’03 ’04 ’05 ’95 ’96 ’
BB&T’s 10-year compound
¬
assets have increased from $20.5 billion to $109.2 bil- In addition to our improving performance, BB&T made
lion, a compound annual growth rate of 18.2%. During important progress on otherDividend Payout Ratio Our
corporate initiatives.
%
that same 10-year period, operating earnings as origi- banking network generated 90,000 net new client
accounts during 2005 in 60
nally reported have increased at a compound annual connection with the imple-
rate of 20.7%, an exceptional achievement. mentation of strategies to improve organic growth, 48.3%
50
reflecting a significant advancement in this measure
Our combined loan and deposit growth during 2005
compared to recent years. Also, we hired a number of
40
was among the strongest in our history, with solid
revenue producers throughout our footprint and are in
increases in all our loan categories and 10.2% growth
the early stages of rolling out an exciting new advertis-
30
in average noninterest-bearing deposits. Our loans
ing campaign. Other successful developments included
also continued to reflect excellent credit quality, 20
improving growth rates in our sales finance business
as evidenced by a net charge-off rate of .30% for
and success moving market share in our insurance
10
2005 compared to an industry average of .64%.
operations. Combined with investments in our de novo
Nonperforming assets improved to .27% of total
branch building process, we are positioning the organi-
0
assets, also substantially better than the industry
’01 ’02 ’03 ’04 ’05
zation to react more quickly to the marketplace and to ’00
’95 ’96 ’97 ’98 ’99
average of .48%.
grow core revenues. ¬
9

12. ¬ RETURNS TO INVESTORS
BB&T has been a rewarding long-term investment for our shareholders. Unfortunately,
fluctuations in our share price were generally in line with the banking sector during
2005, largely driven by market fears of an interest Dividends Paid Per Share
rate envi-
Diluted Earnings Permore difficult for banks throughout the
Share $
ronmentbased onhas grown
that operating earnings
$|
year. However, as you can see in the adjacent table, BB&T’s
3.04
3.00 1.50
Total Compound Annual Return total return to shareholders has outperformed the S&P 500 and
December 31, 2005
the S&P Financials over the last 5, 10, 15 and 20 years.
1.25
BB&T S&P 500 S&P Financials
5 Year 5.7 % .6 % 3.8 % At BB&T, one of our most important objectives is to reward our
10 Year 15.6 9.1 13.3 1.00
shareholders with a growing and dependable cash dividend. To
15 Year 18.8 11.5 17.0
20 Year 14.8 11.9 N/A
that end, during 2005 we increased the annual .75 dividend
cash
2.00
For publicly traded companies over the last 20 years 63%, and over
9.0% per share, marking the 34th consecutive year that BB&T
the last 78 years 96%, of the total return to shareholders has come
from dividends and dividend reinvestment.*
.50
has increased its dividend. We have paid a dividend every year
*Brandes Institute
since 1903. The compound annual growth rate in BB&T’s cash
.25
dividends has been 13.0% over the last 10 years compared to a
4.9% increase in dividends for the S&P 500 Index. Our goal is to pay out between
1.00 .00
40% and 50% of our cash basis’01 ’02 ’03earnings’05 share in dividends. ’95 ’96 ’97
operating ’04 per ’98 ’99 ’0
BB&T’s 10-year compound annual dividend growth
In recognition of BB&T’s outstanding track record
of paying dividends, the Company was again
designated as a “Dividend Achiever” by Dividend Payout Ratio
%
Mergent, Inc., a provider of global financial
information. Only 2.0% of the 14,000 publicly- 3.0
60
traded companies in the Mergent study
48.3%
50
received this recognition. In addition, BB&T
was named to the S&P 500 Index “Dividend
2.0
40
Aristocrats” and S&P’s “High-Yield Dividend
Aristocrats.” The latter designation is designed 30
to measure the performance of the 50 highest
1.0
20
dividend yielding stocks in the S&P Composite
1500 that have consistently increased their div-
10
idend for at least 25 years. We are very proud
of these recognitions and remain committed to 0.0
0
¬
rewarding our shareholders. ’95 ’96 ’97 ’98 ’99 ’00 ’01 ’02 ’03 ’04 ’05
10

13. People come first at BB&T.
By developing strong.
relationships internally,
we are well-equipped to.
develop equally strong.
relationships with clients.
across our markets.
The fundamental.
difference between. © 2006 BRYAN LARSEN ALL RIGHTS RESERVED
BB&T and our competitors.
is the commitment.
from each employee.
to make a difference.
in every client relationship.
OPPORTUNITY STARTS WITH
OUR PEOPLE
11

14. BB&T ANNUAL REVIEW
05
OUR MISSION
To Make the World a Better Place to Live, by:
Helping our Clients Achieve Economic Success
and Financial Security;
Creating a Place Where our Employees can
Learn, Grow and be Fulfilled in their Work;
Making the Communities in which we Work
Better Places to be; and thereby:
Optimizing the Long-Term Return to our
Shareholders, while Providing a Safe and
Sound Investment.
12

15. ¬
THE BB&T CULTURE
BB&T is a company that has largely been built through acquisitions of existing companies.
Since 1980, we have acquired 72 banking or thrift organizations withReturn on
Cash Basis approximately $70
Paid Per Share
Fee Income Ratio
billion in assets. Not surprisingly, it is a tremendous challenge to onCommonoperating earnings of so
Average unify the employees
Equity
% | based on operating earnings
% | based cash basis
many acquired companies to create a culture of common purpose. While we have been
1.46 27.82
28.00
careful to pursue acquisitions of companies with cultures similar to our own, it takes a 39.1
committed effort to encourage our employees to embrace and live the BB&T values. We
30.0
guide this process by continually emphasizing the meaning and importance of our values,
and as a result, we have seen our company’s culture flourish.
The way we reward our shareholders is by growing revenues and earnings based on the
23.00
relationships we build with our clients. Our business is fundamentally about people building 15.0
trusting relationships with other people because we care about and are personally committed
to helping our clients achieve their financial goals. Our corporate mission and core values are
ultimately about instilling this basic principle in our people. We believe the strength of our
culture translates into superior performance over time because our employees are self- 0.0
18.00
6 ’97 ’98 ’99 ’00 ’01 to provide ’04 ’05 service for our clients.
motivated ’02 ’03 excellent ’01 ’02 ’03 ’04 ’05
’01 ’02 ’03 ’04 ’05
ound annual dividend growth rate is 13.0% compared to 4.9% for the S&P 500.
Operating Earnings
OUR VALUES Diluted
Cash Basis
Cash Basis E ciency Ratio
Earnings Per Share Million $
% | based on cash basis operating earnings
$ | based on cash basis operating earnings
Values are practical habits that enable
us as individ- 2. REASON (Objectivity). There is only one “natural
3.20
1,800
uals to live, be successful and achieve happiness in resource” – the human mind. We must be able to
3.00 50.4
our lives. At every level of BB&T, our values empower think in an integrated way, thereby avoiding logical
1,600
% 45.0
us to achieve our mission and corporate purpose. We contradictions. Our goal is to objectively make the
1,400
emphasize 10 core values that are the foundation of best decisions to accomplish our purpose. 1,200
2.00
our business philosophy.
1,000
3. INDEPENDENT THINKING. We challenge our
30.0
1. REALITY. What is, is. If we want to improve, we employees to use their individual minds to 800 opti-
their
must act within the context of reality. The foundation mum to make rational decisions. In this context, each
600
1.00
15.0
for quality decision-making is a careful understanding of us is responsible for what we do and who we are.
400
of the facts. Creativity is strongly encouraged and is only possible
200
with independent thought. There is infinite oppor-
0.0 0
0.00
tunity’02 each’04 us’05 do whatever we do better.’95 ’96 ’97 ’98 ’99 ’00 ’01 ’02
’01 for ’03 of to
’01 ’02 ’03 ’04 ’05
¬As originally reported 10-year compound annua
13

16. ¬
A significant aspect of self-fulfilling work comes from mission and their adherence to our values. Those who
creative thought and action. contribute the most must receive the most. If we treat
our employees justly, we will retain the best employ-
4. PRODUCTIVITY. We are committed to be producers
ees and create a long-term competitive advantage.
of wealth and well-being by taking the actions neces-
sary to accomplish our mission. 8. PRIDE. Pride is the psychological reward we earn
from living by our values. Each of us must perform our
5. HONESTY. Being honest is simply being consistent
work in such a manner that permits us to be justly
with reality. To be dishonest is to be in conflict with
proud of what we have accomplished.
reality and is, therefore, self-defeating. We must keep
our agreements with all our constituents. 9. SELF-ESTEEM (Self-Motivation). We want employ-
ees who have strong personal goals and who expect
6. INTEGRITY. BB&T strives to be an organization that
to accomplish their goals within the context of our
demonstrates the highest level of integrity. Because
mission. We want our employees to achieve a high
we have developed our principles logically, based on
level of justly earned self-esteem through excellence
reality, we will always act consistently with our princi-
in their work.
ples. Regardless of any short-term benefits, acting
inconsistently with our principles is to our long-term 10. TEAMWORK / MUTUAL SUPPORTIVENESS. While
detriment. Therefore, we will not compromise our independent thought and strong personal goals are
principles in any situation. critically important, our work is accomplished within
teams. Each of us must consistently act to achieve the
7. JUSTICE (Fairness). Individuals should be evalu-
agreed-upon objectives of the team, while acting in a
ated and rewarded objectively (for better or worse)
mutually supportive manner.
based on their contribution to accomplishing our
Our values are more than words on paper. Earlier this year, we publicly announced
a lending policy that is reflective of the impact our corporate values have on our
day-to-day operations. We announced that BB&T would not lend to commercial
developers who plan to build private projects on land taken from private citizens by
government entities using eminent domain. The decision to adopt this policy was
not based on a financial analysis, but rather on what we, as a values-driven com-
pany, believed was the right thing to do. The response to this announcement has
been overwhelmingly positive, as we have received supportive comments from
thousands of clients and shareholders. ¬
14

17. “All of our employees are focused on helping our clients achieve economic success
and financial security. We consider it a great opportunity to serve our clients by
providing reliable, responsive, empathetic service. Our goal is to provide everyone
we serve with the Perfect Client Experience and for our clients to benefit from the
many opportunities at BB&T.”
Kelly S. King
Chief Operating Officer
15

18. ¬
2006 KEY STRATEGIC OBJECTIVES
During our self-imposed hiatus from bank and thrift system and are developing a centralized strategy to
acquisitions, we carefully examined our businesses identify the best locations to open new branches, to
and identified a number of areas where we can implement customized marketing plans and to staff
Cash Basis Return on improve our performance. In 2006 we will focus on the new branches with specially trained financial cen-
Fee Income Ratio Total Assets
Average Common Equity
% | based on cash basis operating earnings objectives to drive improved results.
four broad ter managers Billion $are particularly skilled in starting
who
% | based on operating earnings
up new locations. With these elements in place, we
27.82 120
28.00 39.1
1. Achieve Superior Revenue Growth will be able to react much more quickly to opportuni- 109
ties in the 100
marketplace and will have a consistent and
30.0
Organically growing revenues continues to be our
easily replicated “template” for building branches
greatest challenge and remains our highest priority in 80
that will improve our market coverage and drive
2006. In addition to continuing to execute on our
growth in market share.
world-class sales system (the BB&T Decathlon), we are 60
23.00
implementing a number 15.0additional strategies to
of While we have rapidly grown in recent years and
40
meet this objective. For example, we plan to initiate entered a number of new markets, BB&T has only
the building of 60 new branches throughout our foot- spent a fraction of what our competitors spend on
20
print in selective high-growth and high-return mar- advertising and marketing. In the first quarter of 2006
kets. In connection with 0.0 plans, we are working
these we launched0an exciting new advertising and market-
18.00
optimize the effectiveness of ’01 branch delivery’05
our ’02 ’03 ’04 ing campaign led’95 the positioning’99 ’00 ’01 ’02 ’03 ’04 ’05
by ’96 ’97 ’98 statement,
’01 ’02 ’03 ’04 to ’05
As originally reported 10-year compound annual growth rate 18.2%
Operating Earnings
Cash Basis E ciency Ratio Million $
% | based on cash basis operating earnings
1,800
50.4 1,674
1,600
45.0
1,400
1,200
1,000
30.0
800
600
15.0
400
200
0.0 0
’01 ’02 ’03 ’04 ’05 ’05
’95 ’96 ’97 ’98 ’99 ’00 ’01 ’02 ’03 ’04
As originally reported 10-year compound annual growth rate 20.7%
16

19. BB&T ANNUAL REVIEW
05
We encourage our employees to see their work
as a fundamental purpose in their lives
and to pursue it with intensity and excellence.
We are committed to developing our people,
because if we have employees who are passionate
about providing excellent service and
building trusting relationships to help our clients be successful,
BB&T and our clients will win in the long term.
“There’s opportunity here.” With the energy of this We have also made significant investments in the
campaign, we will work much harder to communicate number of our production personnel. We are investing
the BB&T difference – that we offer a combination of in the payroll services business, where we believe
market-competitive financial services and expertise to we have an opportunity to capture small business
serve our clients’ most complex financial needs, along accounts, providing both payroll processing and
with a culture that places relentless emphasis on human systems services. We believe these invest-
exceptional client service. Our approach includes a ments will drive faster revenue growth rates in 2006.
community banking model that places decision-mak-
ing closer to the client than does any other large 2. Provide World-Standard Client Service
financial institution. BB&T combines the personality,
Sales and service are inextricably connected. The fun-
client loyalty and sincerity of a community bank with
damental difference between BB&T and our competi-
the sophisticated, comprehensive expertise of the
tors is the commitment from each employee to make
biggest banking systems. Our approach is unique and
a difference in every client relationship. In 2006, we
uniquely beneficial to our clients. Given our successes
will strive for excellent execution of the Perfect Client
in new markets without significant advertising, we
Experience initiative, which involves fully understand-
are confident that this new campaign will greatly
ing what our clients expect and aligning our training,
strengthen our sales efforts and improve brand
coaching and rewards systems to meet those expecta-
recognition throughout our markets.
tions. We are also implementing or strengthening
¬
17

20. 0.0
¬ 18.00
’01 ’02 ’03 ’04 ’05
’05
’95 ’96 ’97 ’98 ’99 ’00 ’01 ’02 ’03 ’04 ’01 ’02 ’03 ’04 ’05
-year compound annual dividend growth rate is 13.0% compared to 4.9% for the S&P 500.
strategies to improve our problem resolution processes, to provide
excellent execution for transactional services and to deliver excellence in
Cash Basis Diluted on
Cash Basis Return consultative services. Operating Earnings
Fee Income E ciency Ratio
Cash Basis Ratio TotalMillion $
Assets
EarningsonPer ShareEquityearnings
Average Common
% | | based on operating earnings earnings Billion $
% | based cash basis operating % based on cash basis operating
$ | based on cash basis operating earnings
While we have traditionally enjoyed lower employee turnover than our
3.20
46 27.82 1201,800
28.00 competitors, ensuring that we 39.1
maintain and increase this advantage is
3.00 50.4
critical to our future success. Quality client service is1,600
a function of pro-
100
48.3% 45.0
30.0reliable, empathetic, responsive and competent service – the key
viding 1,400
is developing relationships, to know and understand our clients.
801,200
2.00
Employee turnover is obviously a significant obstacle to developing these
1,000
30.0
60
23.00 meaningful relationships. We are now more proactive than ever in
800
15.0
reducing turnover in key client contact positions. Our employees in lead-
40 600
1.00 ership positions will receive special training and will be evaluated based
15.0
400
on specific goals for employee retention. 20
200
Ultimately, the success of our
0.0 00
18.00 0.0
0.00 business will be’02 ’03 ’04 by’05
determined
’01 ’02 ’03 ’04 ’05
5 ’95 ’96 ’96 ’98 ’99 ’00 ’01
’95 ’97 ’97 ’98 ’99 ’00
’01 ’02 ’03 ’04 ’05 ’01
’01 ’02 ’03 ’04 ’05
’04 ’05
our ability to fulfill one of the fundamental As originally reported 10-year compound a
the S&P 500.
As originally reported 10-year comp
commitments of our mission: to help our clients
achieve Operating Earnings and financial security.
economic success
Cash Basis E ciency Ratio Million $
Fulfilling this commitment requires employees who are
% | based on cash basis operating earnings
g earnings
passionate about their work. We encourage our employees to
3.20
1,800
see their work as a fundamental purpose in their lives and to
50.4 1,674
1,600 it with intensity and excellence. We are committed to devel-
pursue
45.0
1,400
oping our people, because if we have employees who are passionate
about providing excellent service and building trusting relationships
1,200
to 1,000 our clients be successful, BB&T and our clients will win in the
help
30.0
long800term.
600
3. Accomplish Superior Efficiency, Productivity and
15.0
400
3. Earnings Growth
200
Our third objective for 2006 is to continue to improve our earnings
0.0 0
growth rate, including an’98 ’99 ’00 commitment to improving efficiency
’95 ’96 ’97 unrelenting ’01 ’02 ’03 ’04 ’05
’01 ’02 ’03 ’04 ’05
’05
and productivity.AsOur objective10-year compound annual growth rateprice-to-earnings
originally reported is to achieve a superior 20.7%
ratio by producing superior growth in cash basis earnings per share and
cash basis return on equity, while maintaining a sound financial position.
¬
18

21. OPPORTUNITY FOR THE
FUTURE
What’s on the horizon
for 2006 and beyond?
BB&T will continue our
forward momentum,
exploring new territory
with the same passion for
performance that has
driven us for decades.
We consider our
evolution a journey.
Along the way,
we will continue
to learn,
to grow,
to encourage
and challenge one another,
and to unlock
the enormous potential
in each of us.
© 2006 BRYAN LARSEN ALL RIGHTS RESERVED
19

22. ¬
Our primary long-term performance goal is to grow new client acquisition, improved retention and greater
cash basis earnings per share at 10% or greater. Over cross-sell of deposit products to nondeposit clients.
the long term we have exceeded this goal, but have
Our third focal area is commercial deposit base rela-
fallen short on our objective over the last couple of
tionship growth. We believe there is an excellent
years. As previously outlined, we have made numerous
opportunity to accelerate our commercial deposit
investments to enhance our revenue production capa-
growth by increasing our incentives for deposit acqui-
bilities. We expect these investments to pay off in the
sition and refocusing our commercial sales efforts
coming years.
on “deposit rich” prospects.
4. Execute “Value Improvement Agenda” Fourth, we want to increase our focus on organic
revenue growth in insurance, particularly through
Our fourth key objective for 2006 encompasses six
cross-sell of deposit-based commercial banking
areas where we see significant opportunity to imme-
relationships to insurance clients, where we have
diately improve performance. First, we want to drive
excellent opportunities.
a higher level of performance for our new regions by
increasing our marketing efforts and fully utilizing our Fifth, we want to strengthen our Wealth Management /
strong sales culture. In particular, we will strive to Private Banking platform and refocus on deposit
accelerate efficiency improvement and deposit acqui- gathering. BB&T has largely been built by acquiring
sition in these regions. Realizing our potential in new community banks and thrifts that did not have signifi-
markets continues to present a tremendous opportu- cant trust businesses. Our Wealth Management /
nity for revenue growth since more than half of our Private Banking business continues to evolve and
regions have been a part of BB&T for less than five expand, and we are optimistic that we are on the
years. While these new regions are improving and verge of significantly accelerating the growth rates
some are doing very well, there are still significant and profitability of this division.
differences in the overall performance of the new
Finally, we will leverage our competitive advantages
regions compared to our core regions.
to selectively pursue merger and acquisition partners.
Second, we are devoting extra energy to retail deposit We will be very disciplined in this effort, however, and
base relationship growth throughout our regions. will not lose focus on organic growth initiatives. We
BB&T has long been an organization led by lending. believe internal growth is far more important at this
We see a significant opportunity for profitable deposit stage than growing through mergers and acquisitions.
growth in our retail franchise, including increased
¬
20

23. © 2006 BRYAN LARSEN ALL RIGHTS RESERVED
¬
In closing, I want to extend my sincere appreciation to Alfred E. Cleveland and Albert F. Zettlemoyer, who both
retired from BB&T’s Corporate Board of Directors in 2005. They provided strong leadership and demonstrated a
loyal commitment to BB&T and our shareholders during their years of service. I also want to personally thank
Scott E. Reed, who retired as BB&T’s Chief Financial Officer in June. Scott made a tremendous contribution to
BB&T’s evolution and financial performance during his 33 years with the company, including 24 years as Chief
Financial Officer.
BB&T’s vision is to create the best financial institution possible. Our passion is to consistently provide our clients
with better value through rational innovation and productivity improvement. While we face many challenges, I am
personally very optimistic about BB&T’s future. We have strong relationships with our clients, high-quality employees,
healthy markets, excellent technology and products, rational strategies for growth and profitability and the right
philosophy for future prosperity.
As always, thank you for your support as a BB&T shareholder.
Sincerely,
John A. Allison
Chairman and Chief Executive Officer
February 27, 2006
21

24. Corporate Board of Directors
BB&T ANNUAL REVIEW
05 John A. Allison IV Tom D. Efird James H. Maynard
Chairman and President Chairman and
Chief Executive Officer Standard Distributors, Inc. Chief Executive Officer
BB&T Corporation and Gastonia, NC Investors Management Corporation
Branch Banking and Trust Company Chairman
Winston-Salem, NC Barry J. Fitzpatrick Golden Corral Corporation
Chairman Raleigh, NC
Jennifer S. Banner Branch Banking and Trust
Chief Executive Officer Company of Virginia Albert O. McCauley
Schaad Properties Great Falls, VA President and
Knoxville, TN Chief Executive Officer
L. Vincent Hackley, Ph.D. McCauley & McDonald
Anna R. Cablik President and Investments, Inc.
President Chief Executive Officer Fayetteville, NC
Anasteel & Supply Company, LLC Hackley & Associates
and Anatek, Inc. of North Carolina J. Holmes Morrison
Marietta, GA Chapel Hill, NC Retired Chairman, President and
Chief Executive Officer
Nelle R. Chilton Jane P. Helm One Valley Bancorp, Inc.
Director and President Vice Chancellor of Business Affairs Charleston, WV
Dickinson Fuel Company, Inc. Appalachian State University
Charleston, WV Boone, NC Nido R. Qubein
President
Ronald E. Deal John P. Howe III, M.D. High Point University
Chairman President and Chairman
Wesley Hall, Inc. Chief Executive Officer Creative Services, Inc.
Hickory, NC Project HOPE (Health Opportunities for High Point, NC
People Everywhere)
Washington, D.C. E. Rhone Sasser
Retired Chairman and
Chief Executive Officer
United Carolina
Bancshares Corporation
Whiteville, NC
22

25. Executive Management
John A. Allison IV Christopher L. Henson
Chairman and Senior Executive Vice President
Chief Executive Officer and Chief Financial Officer
Ricky K. Brown Kelly S. King
Senior Executive Vice President Chief Operating Officer
and Banking Network Manager
Steven B. Wiggs
W. Kendall Chalk Senior Executive Vice President
Senior Executive Vice President and Chief Marketing Officer
and Chief Credit Officer
C. Leon Wilson III
Barbara F. Duck Senior Executive Vice President
Senior Executive Vice President and Operations Division Manager
and Production and Risk Manager
Robert E. Greene
Senior Executive Vice President
and Administrative Services Manager
23

26. Market Coverage
BB&T Headquarters
BB&T Commercial Finance
Laureate Capital
BB&T Leasing
Lendmark Financial Services
Prime Rate Premium Finance
Regional Acceptance
She eld Financial
Vine Street
Scott & Stringfellow
BB&T Insurance
BB&T Capital Markets
BB&T Community
Branch Locations
Percentage of Deposit Market Number of
BB&T’s Deposits (2) Share Rank (2) Branches (3)
North Carolina (1) 27 % 2nd 334
Virginia 29 2nd 404
Georgia 8 6th 119
Kentucky 5 4th 92
South Carolina 8 3rd 99
West Virginia 6 1st 80
Maryland 8 6th 127
Tennessee 2 7th 47
Florida 5 11th 90
Washington, D.C. 2 5th 9
(1) Excludes home office deposits
(2) Source: SNL Financial
(3) BB&T also operates two branches in Alabama and one branch in Indiana
24

27. Map generated by SpatiaLogic
25

28. Shareholder Information
Purpose
BB&T’s ultimate purpose is to create superior, long-term economic rewards for our shareholders.
Stock Exchange and Trading Symbol
The common stock of BB&T Corporation is traded on the New York Stock Exchange under the symbol BBT.
Stock Performance*
The accompanying graph reflects the performance of a $100 investment in BB&T’s stock since December 31, 1995, the
year end following the completion of the BB&T and Southern National Corporation merger-of-equals, in comparison with
other regional competitors, the S&P 500 Financials Index and the S&P 500 Index.
Source: Bloomberg
$426
BB&T
$400
Bank of America
S&P 500
Financials Index
$300
Wachovia
SunTrust
S&P 500 Index
$200
$100
’05
’95 ’96 ’97 ’98 ’99 ’00 ’01 ’02 ’03 ’04
Total Compound Annual Return to Shareholders*
BB&T S&P 500 S&P Financials
Index Index
5 Year 5.7 % .6 % 3.8 %
10 Year 15.6 9.1 13.3
15 Year 18.8 11.5 17.0
20 Year 14.8 11.9 N/A * Assumes reinvestment of all cash dividends in additional
shares of the applicable stock or index.
26

29. “Dividend Achievers represent the
elite of the U.S. stock market.” Dividends Paid Per Share
Diluted Earnings Per Share $
Jonathan Worrall $ | based on operating earnings
Chief Executive Officer, Mergent, Inc. 3.04 1.46
3.00 1.50 28
Dividend History 1.25
BB&T has paid a cash dividend every year since 1903 and
has increased its dividend every year for 34 consecutive years.
1.00
Dividend Recognitions
2.00
• S&P 500 Dividend Aristocrats and S&P High Yield .75 23
Dividend Aristocrats
• Mergent Dividend Achiever .50
Dividend Reinvestment Plan
.25
The Dividend Reinvestment Plan enables shareholders to
reinvest dividends and/or invest additional cash in full or
fractional shares of BB&T Corporation on a regular basis.
1.00 .00 18
For more information, contact’01 ’02 ’03 Services’05
Shareholder ’04 in ’05
’95 ’96 ’97 ’98 ’99 ’00 ’01 ’02 ’03 ’04
Winston-Salem, North Carolina, at 336 733-3477. BB&T’s 10-year compound annual dividend growth rate is 13.0% compared to 4.9% for the S&P 500.
Cash Basis Diluted
Quarterly Common Stock Prices and Dividends Paid
Earnings Per Share
Dividend Payout Ratio
$ | based on cash basis operating earnings
%
2005 2004 3.20
Quarter High Low Dividend High Low Dividend
$ 3.00
60 42.24
1st $ $ 37.68 $ .35 $ 38.80 34.48 $ .32
2nd 40.95 37.04 .35 37.91 33.02 .32
3rd 43.00 38.56 .38 40.46 36.38 .35
48.3%43.25
4th 43.92 37.39 .38 38.67 .35 45
50
2.00
40
3
Selected Market Information 2005 2004 2003 2002 2001
30
Market capitalization (in billions) $ 22.76 $ 23.14 $ 20.94 $ 17.40 $ 16.45
Book value per share 20.49 19.76 18.33 15.70 13.50
Dividend yield 3.48 % 3.19 % 3.16 % 1.00 %
2.97 2.71 %
20
Dividend payout ratio 48.3 47.5 58.4 40.0 45.6 1
10
Cash Dividends 2005 2004 2003 2002 2001
0
Cash dividends paid per share0 $ 1.46 $ 1.34 $ 1.22 $ 0.001.10 $ .98
Increase from prior year .12 .12 .12 .12 .12
’01 ’02 ’03 14.0 % ’05
’04
Percentage increase from prior year ’95 ’96 ’97 ’98 9.0 % ’00 ’01 ’02 ’03 ’04 ’05 10.9 %
’99 9.8 % 12.2 %
Five-year compound annual
growth rate 11.2 %
Ten-year compound annual
growth rate 13.0 %
27

30. Consolidated Balance Sheets
BB&T Corporation and Subsidiaries
(Dollars in thousands, except per share data)
December 31 December 31
2005 2004
Assets
Cash and due from banks $ 2,185,571 $ 1,782,323
Interest-bearing deposits with banks 410,380 1,003,125
Federal funds sold and securities purchased under resale agreements or similar arrangements 286,233 240,387
Trading securities at fair value 706,518 334,256
Securities available for sale at fair value 19,782,966 18,838,196
Securities held to maturity at amortized cost (fair value: $125 at December 31, 2004) – 125
Loans held for sale 628,834 613,476
Loans and leases, net of unearned income 74,394,654 67,549,125
(804,932 )
Allowance for loan and lease losses (825,300 )
Loans and leases, net 73,569,354 66,744,193
Premises and equipment, net of accumulated depreciation 1,286,909 1,283,546
Goodwill 4,255,998 4,124,241
Core deposits and other intangible assets 487,525 513,539
Other assets 5,569,471 5,031,234
Total assets $ 109,169,759 $ 100,508,641
Liabilities and Shareholders’ Equity
Deposits:
Noninterest-bearing deposits $ 13,476,939 $ 12,246,248
Savings and interest-checking 4,366,015 4,490,214
Money rate savings 24,548,872 23,427,797
Certificates of deposit and other time deposits 31,889,973 27,535,078
Total deposits 74,281,799 67,699,337
Federal funds purchased, securities sold under repurchase agreements and
short-term borrowed funds 6,561,719 6,687,872
Long-term debt 13,118,559 11,419,624
Accounts payable and other liabilities 4,078,568 3,827,334
Total liabilities 98,040,645 89,634,167
Shareholders’ equity:
Preferred stock, $5 par, 5,000,000 shares authorized, none issued or
outstanding at December 31, 2005, or at December 31, 2004 – –
Common stock, $5 par, 1,000,000,000 shares authorized; 543,102,080 issued and
outstanding at December 31, 2005, and 550,406,287 at December 31, 2004 2,715,510 2,752,032
Additional paid-in capital 2,828,584 3,121,716
Retained earnings 5,951,135 5,112,034
Unvested restricted stock (9,881 ) (107 )
Accumulated other comprehensive income, net of deferred income
(111,201 )
(356,234 )
taxes of $(207,319) at December 31, 2005, and $(66,662) at December 31, 2004
Total shareholders’ equity 11,129,114 10,874,474
Total liabilities and shareholders’ equity $ 109,169,759 $ 100,508,641
28