The Virginian-Pilot
                             THE VIRGINIAN-PILOT 
              Copyright (c) 1995, Landmark Communications, Inc.

DATE: Thursday, January 12, 1995             TAG: 9501120406
SECTION: BUSINESS                 PAGE: D2   EDITION: FINAL 
SOURCE: By TOM SHEAN, STAFF WRITER 
                                             LENGTH: Short :   48 lines

BB&T, COMMERCE MERGER COMPLETE

BB&T Financial Corp. of Wilson, N.C., has completed its $101 million acquisition of Virginia Beach-based Commerce Bank.

In the near term, Commerce will retain its name and operate largely as it did before the acquisition, said G. Robert Aston Jr., Commerce's president and chief executive officer. ``As far as the customer is concerned, nothing will be different,'' he said.

Two Commerce officers, Aston and executive vice president R. Scott Morgan, have received 10-year employment contracts with BB&T. Aston will receive a base annual salary of $418,000 under the agreement, according to the proxy statement distributed to Commerce shareholders. Morgan will receive a base annual salary of $173,600.

In addition, Commerce chairman Thomas C. Broyles will receive $2,500 a month for five years under a consulting agreement with BB&T.

BB&T, which already operates the largest independent insurance agency in North Carolina, is likely to expand its insurance services to Commerce, Aston said.

Some administrative functions at Commerce eventually will be shifted to BB&T. However, any reduction in Commerce's work force will be achieved largely through attrition, Aston predicted.

With $700 million of assets at the end of 1994 and 21 branches, Commerce had been the largest independent commercial bank in Hampton Roads.

The BB&T-Commerce transaction involves an exchange of 1.305 BB&T common shares for each of Commerce's common shares. BB&T said it will issue 3.59 million shares to Commerce shareholders.

BB&T, parent of the oldest bank in North Carolina, had assets of $10.39 billion at year's end and 279 offices in North and South Carolina.

When the merger agreement was announced last June, BB&T said it hoped to use the Hampton Roads bank as a vehicle for building a statewide presence in Virginia. However, that push has been put on hold as BB&T completes a much larger merger with Southern National Corp., a bank holding company based in Lumberton, N.C.

BB&T's combination with Southern National combination would create the sixth largest banking company in the Southeast and the 35th largest in the country. by CNB