THIS EMPLOYMENT AGREEMENT (the or this “Agreement”), dated as of the 12th day of February, 2007, to be effective
as of the 1 st day of February, 2007, by and among BB&T CORPORATION , a North Carolina corporation (“BB&T”), BRANCH
BANKING AND TRUST COMPANY , a North Carolina chartered commercial bank (the “Employer”), and DONNA C.
GOODRICH (the “Employee”).
R E C I T A L S :
BB&T, the Employer and its Affiliates (as defined in Section 2a) are engaged in the banking and financial services
business. The Employee is experienced in, and knowledgeable concerning, the material aspects of such business. The Employee
heretofore has been employed as an Executive Vice President of the Employer pursuant to the terms of an Employment
Agreement dated effective as of September 1, 2006 (the “Predecessor Agreement”). BB&T and the Employer desire to employ
the Employee as a Senior Executive Vice President of both BB&T and the Employer and the Employee desires to be employed
by BB&T and the Employer in each such capacity. Furthermore, BB&T and the Employer desire to provide the Employee certain
disability, severance and supplemental retirement benefits in addition to those provided by the employee benefit plans of BB&T
and the Employer. BB&T, the Employer and the Employee desire to provide for the employment of the Employee as a Senior
Executive Vice President of both BB&T and the Employer pursuant to the terms of this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants and obligations contained herein and the compensation
BB&T and the Employer agree herein to pay the Employee, and of other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, BB&T, the Employer and the Employee agree as follows:
1. Effect of Prior Agreements . This Agreement expresses the whole and entire agreement between the parties with
reference to the employment and service of the Employee and supersedes and replaces any prior employment agreeme