FIRST SUPPLEMENTAL INDENTURE

Exhibit 4.2

FIRST SUPPLEMENTAL INDENTURE

DATED AS OF MAY 4, 2009

To Indenture Regarding Senior Securities, dated as of May 24, 1996,

by and between

BB&T CORPORATION

and

U.S. BANK NATIONAL ASSOCIATION, as Trustee

FIRST SUPPLEMENTAL INDENTURE

This FIRST SUPPLEMENTAL INDENTURE, dated as of May 4, 2009 (the “First Supplemental Indenture”), is made and entered into by and between BB&T Corporation, a North Carolina corporation formerly known as Southern National Corporation (“BB&T”), and U.S. Bank National Association, a national banking association, successor to the corporate trust business of State Street Bank and Trust Company, as trustee (the “Trustee”) under the Indenture Regarding Senior Securities, dated as of May 24, 1996, by and between BB&T and the Trustee (the “Indenture”).

Recitals

WHEREAS, BB&T and the Trustee are parties to the Indenture which provides, pursuant to Section 2.01 and subject to compliance with other terms of the Indenture, for the issuance of an unlimited amount of Securities;

WHEREAS, BB&T desires to issue and sell, from time to time, medium-term notes pursuant to the Indenture (the “Medium-Term Notes”), which Medium-Term Notes shall represent a single series of Securities under the Indenture (such series being referred to herein as the “Medium-Term Notes Series”);

WHEREAS, BB&T desires to make certain modifications to the Indenture in accordance with the terms of the Indenture, among other reasons, in order to facilitate the issuance of the Medium-Term Notes;

WHEREAS, Section 8.01 of the Indenture provides, among other things, that BB&T and the Trustee may amend the Indenture without the consent of the holders of any Securities to cure any ambiguity or to correct or supplement any provision contained in the Indenture or in any supplemental indenture that may be defective or inconsistent with any other provision contained in the Indenture or in any supplemental indenture, or to make such other provisions in regard to

matters or questions arising under the Indenture that shall not adversely affect the interests of the holders of Outstanding Securities of any series or any related coupons;

WHEREAS, BB&T desires to amend the Indenture to modify Sections 1.01, 2.01, 9.01 and 15.10 of the Indenture with respect to all series of Securities, including without limitation the Medium-Term Notes Series, issued on or after the date hereof as further described herein;

WHEREAS, each of BB&T’s Chief Executive Officer, Chief Financial Officer, Treasurer, any Senior Executive Vice President and any other person designated by any of them in writing (each, an “Authorized Officer”) is duly authorized, acting singly, to act in the name of and on behalf of BB&T with respect to this First Supplemental Indenture;

WHEREAS, an Authorized Officer so acting has determined that the actions and other matters set forth in this First Supplemental Indenture do not adversely affect the interests of the holders of Outstanding Securities, has approved the actions and other matters set forth in this First Supplemental Indenture, and has duly executed and delivered this First Supplemental Indenture; and

WHEREAS, BB&T and the Trustee are executing and delivering this First Supplemental Indenture in order to effectuate the foregoing modifications and provisions.

NOW, THEREFORE, for good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, it is mutually agreed, for the benefit of each other and for the equal and ratable benefit of all holders of Securities affected or to be affected hereby:

Ratification

This First Supplemental Indenture constitutes an integral part of, is supplemental to, and is entered into in accordance with Sections 2.01 and 8.01 of the Indenture and, except as modified, amended and supplemented by this First Supplemental Indenture, the provisions of the Indenture are ratified and confirmed in all respects and shall remain in full force and effect. The Indenture, as amended by this First Supplemental Indenture, is in all respects acknowledged, ratified and confirmed. All provisions of this First Supplemental Indenture shall be deemed to be incorporated in, and made a part of the Indenture, and the Indenture, as supplemented and amended by this First Supplemental Indenture, shall be read, taken and construed as one and the same instrument.

Amendments to Indenture

1. Amendments to Section 1.01. Section 1.01 (Definitions) of the Indenture is hereby amended with respect to all series of Securities issued on or after the date of this First Supplemental Indenture by deleting in its entirety the definition of “Business Day” contained therein and replacing it with the following:

““Business Day”, with respect to each series of Securities, means any day other than a Saturday or Sunday that is neither a legal holiday nor a day on which banking institutions are authorized or obligated by law or regulation to close in either The City of New York or, with respect to Registered Securities that will bear interest based on a specified

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percentage of London interbank offered quotations (“LIBOR”), in London, England, or, in the case of Bearer Securities, in any Place of Payment, or shall have the meaning otherwise specified in the Securities of such series or otherwise established by the Company in the manner provided in Section 2.01 in connection with establishing such series of Securities.”

Except as provided in this Section 1 of the First Supplemental Indenture, all other definitions set forth in Section 1.01 of the Indenture shall remain in full force and effect and are not affected by this First Supplemental Indenture.

2. Amendments to Section 2.01 . Section 2.01 (Amount Unlimited; Issuable in Series) of the Indenture is hereby amended with respect to all series of Securities issued on or after the date of this First Supplemental Indenture by:

“The terms and conditions listed below, as applicable, of any series of Securities shall be established either in an indenture supplemental hereto or in or pursuant to a resolution of the Board of Directors:”

And replacing such language with the following language (which shall become such second paragraph of Section 2.01):

“The terms and conditions listed below, as applicable, of any series of Securities shall be established either in or pursuant to authority granted by one or more resolutions of the Board of Directors and, subject to Section 2.04, set forth, or determined in the manner provided, in an Officers’ Certificate or Company Order, or established in one or more indentures supplemental hereto:”

“All Securities of the same series and the coupons appertaining to Bearer Securities of such series, if any, shall be substantially identical except as to denomination and except as may otherwise be provided either in an indenture supplemental hereto or a resolution of the Board of Directors.”

And replacing such language with the following language (which shall become the last two sentences of Section 2.01):

“All Securities of the same series and the coupons appertaining to Bearer Securities of such series, if any, shall be substantially identical except as to denomination and except as may otherwise be provided in or pursuant to such resolution(s) of the Board of Directors (subject to Section 2.04) and set forth in such Officers’ Certificate or Company Order or in any such indenture supplemental hereto. All Securities of a series need not be issued at the same time, and with respect to Securities of a series that may not be originally issued at one

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time, such resolution of the Board of Directors and Officers’ Certificate or Company Order or indenture supplemental hereto may provide general terms or parameters for Securities of such series, and the specific terms of particular Securities of such series shall be specified in a resolution of the Board of Directors, an Officers’ Certificate or Company Order, an indenture supplemental hereto or in any other manner permitted or contemplated by Section 2.04(g).”

The text of Section 2.01 of the Indenture other than the second paragr