EXHIBIT 4.4


DECLARATION OF TRUST

OF

FIRST FINANCIAL CAPITAL TRUST I


            THIS DECLARATION OF TRUST is made as of March 17, 2004 (this
"Declaration"), by and between First Financial Holdings, Inc., a Delaware corporation, as
sponsor (the "Sponsor"), and Wilmington Trust Company, a Delaware banking
corporation, as Delaware trustee (the "Trustee").  The Sponsor and the Trustee hereby
agree as follows:


            1.   The trust created hereby shall be known as "First Financial Capital
Trust I" (the "Trust"), in which name the Trustee or the Sponsor, to the extent provided
herein, may conduct the business of the Trust, make and execute contracts, and sue and
be sued.


            2.   The Sponsor hereby assigns, transfers, conveys and sets over to the
Trust the sum of $10.  The Trustee hereby acknowledges receipt of such amount in trust
from the Sponsor, which amount shall constitute the initial trust estate.  The Trustee
hereby declares that it will hold the trust estate in trust for the Sponsor.  It is the intention
of the parties hereto that the Trust created hereby constitute a statutory trust under
Chapter 38 of Title 12 of the Delaware Code, 12 Del. C § 3801, et seq. (the "Statutory
Trust Act"), and that this Declaration constitute the governing instrument of the Trust.
The Trustee is hereby authorized and directed to execute and file a certificate of trust with
the Secretary of State of the State of Delaware in the form attached to this Declaration.


            3.   The Sponsor and the Trustee will enter into an Amended and
Restated Declaration of Trust satisfactory to each such party to provide for the
contemplated operation of the Trust created hereby and the issuance by the Trust of the
Capital Securities and Common Securities referred to therein.  Prior to the execution and
delivery of such amended and restated Declaration of Trust (i) the Trustee shall not have
any duty or obligation hereunder or with respect to the trust estate, except as otherwise
required by applicable law, and (ii) the Sponsor shall take or cause to be taken any action
as may be necessary to obtain prior to such execution and delivery any licenses, consents
or approvals required by applicable law or otherwise.  Notwithstanding the foregoing, the
Trustee may take all actions which the Sponsor deems necessary, convenient or incidental
to effect the transactions contemplated herein.  The Trustee shall not have any duty or
obligation under or in connection with this Declaration or any document contemplated
hereby, except as expressly provided by the terms of this Declaration, and no implied
duties or obligations shall be read into this Declaration against the Trustee.  The right of
the Trustee to perform any discretionary act enumerated herein shall not be construed as a
duty.


            4.   The Sponsor hereby agrees to (i) reimburse the Trustee for all
reasonable expenses (including reasonable fees and expenses of counsel and other
experts), (ii) indemnify, defend and hold harmless the Trustee and the officers, directors,
employees and agents of the Trustee (collectively, including the Trustee in its individual








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capacity, the "Indemnified Persons") from and against any and all losses, damages,
liabilities, claims, actions, suits, costs, expenses, disbursements (including the reasonable
fees and expenses of counsel), taxes and penalties of any kind and nature whatsoever
(collectively, "Expenses"), to the extent that such Expenses arise out of or are imposed
upon or asserted at any time against such Indemnified Persons with respect to the
performance of this Declaration, the creation, operation, administration or termination of
the Trust, or the transactions contemplated hereby; provided, however, that the Sponsor
shall not be required to indemnify an Indemnified Person for Expenses to the extent such
Expenses result from the willful misconduct, bad faith or gross negligence of such
Indemnified Person, and (iii) advance to each such Indemnified Person Expenses incurred
by such Indemnified Person, in defending any claim, demand, action, suit or proceeding
prior to the final disposition of such claim, demand, action, suit or proceeding upon
receipt by the Sponsor of an undertaking, by or on behalf of such Indemnified Person, to
repay such amount if it shall be determined that such Indemnified Person is not entitled to
be indemnified therefor under this Section 4.  The obligations of the Sponsor under this
Section 4 shall survive the resignation or removal of the Trustee, shall survive the
termination, amendment, supplement, and/or restatement of this Declaration, and shall
survive the transfer by the Sponsor of any or all of its interest in the Trust pursuant to
Section 5 below or otherwise.

            5.   The Sponsor, as sponsor of the Trust, is hereby authorized, in its
discretion, (i) to prepare, execute and file on behalf of the Trust, such applications,
reports, surety bonds, irrevocable consents, appointments of attorney for service of
process and other papers and documents that shall be necessary or desirable to register or
establish the exemption from registration of the Capital Securities of the Trust under the
securities or "Blue Sky" laws of such jurisdictions as the Sponsor, on behalf of the Trust,
may deem necessary or desirable; (ii) to negotiate, execute, deliver and perform on behalf
of the Trust one or more placement agent agreements, dealer/manager agreements, escrow
agreements, subscription agreements and other similar or related agreements providing
for or relating to the sale and issuance of the Capital Securities of the Trust and/or any
other interests in the Trust; (iii) to prepare, execute and deliver on behalf of the Trust any
and all documents, certificates, papers, instruments and other writings as it deems
desirable in connection with any of the foregoing; and (iv) to prepare, execute and deliver
letters or documents to, or instruments for filing with, a depository relating to the Capital
Securities of the Trust as it deems necessary or desirable.


            In the event that any filing referred to in this Section 5 is required by the
rules and regulations of the Securities and Exchange Commission (the "Commission") or
state securities or Blue Sky laws to be executed on behalf of the Trust by a trustee, the
Trustee, in its capacity as a trustee of the Trust, so required to execute such filings is
hereby authorized and, to the extent so required, directed to join in any such filing and to
execute on behalf of the Trust any and all of the foregoing, it being understood that the
Trustee, in its capacity as a trustee of the Trust, shall not be required to join in any such
filing or execute on behalf of the Trust any such document unless required to do so by the
rules and regulations of the Commission or applicable state securities or Blue Sky laws.








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            6.   The Trustee is authorized to take such action or refrain from taking
such action under this Declaration as it may be directed in writing by the Sponsor from
time to time; provided, however, that the Trustee shall not be required to take or refrain
from taking any such action if the Trustee shall have determined, or shall have been
advised by counsel, that such performance is likely to involve the Trustee in personal
liability or is contrary to the terms of this Declaration or of any document contemplated
hereby to which the Trust or the Trustee is a party or is otherwise contrary to law.  If at
any time the Trustee determines that it requires or desires guidance regarding the
application of any provision of this Declaration or any other document, or regarding
compliance with any direction it received hereunder, then the Trustee may deliver a
notice to the Sponsor requesting written instructions as to the course of action desired by
the Sponsor, and such instructions shall constitute full and complete authorization and
protection for actions taken and other performance by the Trustee in reliance thereon.
Until the Trustee has received such instructions after delivering such notice, it may refrain
from taking any action with respect to the matters described in such notice.


            7.   This Declaration may be executed in two or more counterparts.


            8.   The number of trustees of the Trust initially shall be one (1), and
thereafter the number of trustees of the Trust shall be such number as shall be fixed from
time to time by a written instrument signed by the Sponsor which may increase or
decrease the number of trustees of the Trust; provided, however, to the extent required by
the Statutory Trust Act, there shall at all times be one trustee of the Trust that shall either
be a natural person who is a resident of the State of Delaware or, if not a natural person,
an entity which has its principal place of business in the State of Delaware and otherwise
meets the requirements of applicable Delaware law.  Subject to the foregoing, the
Sponsor is entitled to appoint or remove without cause any trustee of the Trust at any
time.  Any trustee of the Trust may resign upon thirty (30) days' prior notice to the
Sponsor.


            9.   This Declaration shall be governed by, and construed in accordance
with, the laws of the State of Delaware (without regard to conflict of laws principles).


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            IN WITNESS WHEREOF, the parties hereto have caused this Declaration
of Trust to be duly executed as of the day and year first above written.


	 	FIRST FINANCIAL HOLDINGS, INC.,

as Sponsor



	 	By:	/s/ Mark R. Adelson

Name:  Mark R. Adelson

Title:  Senior Vice President/Investments




	 	WILMINGTON TRUST COMPANY,

as Trustee



	 	By:	/s/ Heather L. Maier

Name:  Heather L. Maier

Title:  Authorized Signer