FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549

                   QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934






For  the  quarter  ended  September  30, 1998     Commission File Number 0-11172


              FIRST CITIZENS BANCORPORATION OF SOUTH CAROLINA, INC.
              -----------------------------------------------------
             (Exact name of registrant as specified in its charter)

          SOUTH CAROLINA                                 57-0738665
--------------------------------------------------------------------------------
 (State  or  other  jurisdiction  of        (IRS  Employer  Identification  No.)
  incorporation  or  organization)

               1230 MAIN STREET
          COLUMBIA, SOUTH CAROLINA                                     29201
--------------------------------------------------------------------------------
(Address  of  principal  executive  offices)                         (Zip Code)

Registrant's  telephone  number,  including  area  code   (803)  733-3456
                                                          ---------------

                                   NO CHANGE
--------------------------------------------------------------------------------
     (Former  name, former address and former fiscal year, if changed since last
report.)

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding  12  months  (or  for such shorter period that the Registrant was
required  to  file  such  reports),  and  (2)  has  been  subject to such filing
requirements  for  the  past  90  days.  YES  [  X  ]  NO  [  ]

Indicate  the  number  of  shares outstanding of each of the issuer's classes of
common  stock,  as  of  the  latest  practicable  date.

                 Class                     Outstanding at October 31, 1998
--------------------------------------------------------------------------------

    VOTING COMMON STOCK, $5.00  PAR VALUE               886,124 SHARES
    NON-VOTING COMMON STOCK, $5.00 PAR VALUE             36,409 SHARES

<PAGE>
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<CAPTION>

FIRST  CITIZENS  BANCORPORATION  OF  SOUTH  CAROLINA  AND  SUBSIDIARIES
---------------------------------------------------------------------------------------------------------------------

PART  I  -  FINANCIAL  INFORMATION
ITEM  1.  FINANCIAL  STATEMENTS

CONSOLIDATED  BALANCE  SHEET  -  UNAUDITED  (DOLLARS  IN  THOUSANDS)

                                                                      SEPTEMBER 30,    December 31,    September 30,
                                                                          1998             1997            1997
                                                                     ---------------  --------------  ---------------
<S>                                                                  <C>              <C>             <C>
ASSETS
Cash and due from banks . . . . . . . . . . . . . . . . . . . . . .  $      101,758   $     126,276   $       95,303 
Interest-bearing deposits in financial institutions . . . . . . . .               0           7,700            8,325 

Investment securities:
  Held-to-maturity. . . . . . . . . . . . . . . . . . . . . . . . .         516,987         556,496          545,610 
  Available-for-sale. . . . . . . . . . . . . . . . . . . . . . . .          33,039          31,913           29,883 
                                                                     ---------------  --------------  ---------------
Total securities. . . . . . . . . . . . . . . . . . . . . . . . . .         550,026         588,409          575,493 
Federal funds sold. . . . . . . . . . . . . . . . . . . . . . . . .          48,700          11,900                0 
Gross loans . . . . . . . . . . . . . . . . . . . . . . . . . . . .       1,538,328       1,428,437        1,382,262 
  Less:  Reserve for loan losses. . . . . . . . . . . . . . . . . .         (28,147)        (26,135)         (25,564)
                                                                     ---------------  --------------  ---------------
Net loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       1,510,181       1,402,302        1,356,698 
Other real estate owned . . . . . . . . . . . . . . . . . . . . . .             449             572              490 
Other assets. . . . . . . . . . . . . . . . . . . . . . . . . . . .         128,385         113,318          110,607 
                                                                     ---------------  --------------  ---------------
     TOTAL ASSETS . . . . . . . . . . . . . . . . . . . . . . . . .  $    2,339,499   $   2,250,477   $    2,146,916 
                                                                     ===============  ==============  ===============

LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
  Demand. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $      346,148   $     346,934   $      303,644 
  Time & Savings. . . . . . . . . . . . . . . . . . . . . . . . . .       1,589,258       1,532,486        1,492,629 
                                                                     ---------------  --------------  ---------------

Total deposits. . . . . . . . . . . . . . . . . . . . . . . . . . .       1,935,406       1,879,420        1,796,273 

Securities sold under repurchase agreements . . . . . . . . . . . .         166,619         184,168          171,049 
Long-term debt:
  Company-obligated mandatorily redeemable capital securities
  of subsidiary trust holding solely junior subordinated debentures
  of the Company. . . . . . . . . . . . . . . . . . . . . . . . . .          50,000               0                0 
Term loan . . . . . . . . . . . . . . . . . . . . . . . . . . . . .               0          14,483           15,108 
Other liabilities . . . . . . . . . . . . . . . . . . . . . . . . .          17,877          13,988           13,081 
                                                                     ---------------  --------------  ---------------
     TOTAL LIABILITIES. . . . . . . . . . . . . . . . . . . . . . .       2,169,902       2,092,059        1,995,511 

Stockholders' Equity:
  Preferred stock . . . . . . . . . . . . . . . . . . . . . . . . .           3,282           3,282            3,282 
  Non-voting common stock - $5.00 par value, authorized
    1,000,000; issued and outstanding September 30, 1998,
    December 31, 1997 and September 30, 1997 - 36,409 . . . . . . .             182             182              182 
  Voting common stock - $5.00 par value, authorized 2,000,000;
    issued and outstanding September 30, 1998 - 887,489;
   December 31, 1997 and September 30, 1997 - 892,813 . . . . . . .           4,437           4,464            4,464 
  Surplus . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          55,000          55,000           55,000 
  Undivided profits . . . . . . . . . . . . . . . . . . . . . . . .          97,992          82,287           76,596 
  Accumulated other comprehensive income. . . . . . . . . . . . . .           8,704          13,203           11,881 
                                                                     ---------------  --------------  ---------------
     TOTAL STOCKHOLDERS' EQUITY . . . . . . . . . . . . . . . . . .         169,597         158,418          151,405 
                                                                     ---------------  --------------  ---------------
     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY . . . . . . . . . .  $    2,339,499   $   2,250,477   $    2,146,916 
                                                                     ===============  ==============  ===============
</TABLE>

                                     Page 2
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<CAPTION>

FIRST  CITIZENS  BANCORPORATION  OF  SOUTH  CAROLINA  AND  SUBSIDIARIES
------------------------------------------------------------------------------------------------------

CONSOLIDATED  STATEMENT  OF  INCOME  -  UNAUDITED
(DOLLARS  IN  THOUSANDS,  EXCEPT  FOR  PER  SHARE  AMOUNTS)


                                                   QUARTER ENDED                NINE MONTHS ENDED
                                                   SEPTEMBER 30,                  SEPTEMBER 30,
                                           -----------------------------  ----------------------------
                                             1998      1997        %        1998       1997       %
                                           --------  ---------  --------  --------  ---------  -------
<S>                                        <C>       <C>        <C>       <C>       <C>        <C>
INTEREST INCOME AND FEES:
  Loans . . . . . . . . . . . . . . . . .  $ 33,169  $  30,376     9.19   $ 96,147  $  86,933   10.60 
  United States Government obligations. .     7,837      7,318     7.09     23,946     20,527   16.66 
  Mortgage-backed securities. . . . . . .        12         21   (42.86)        44         68  (35.29)
  Tax-exempt securities . . . . . . . . .       370        476   (22.27)     1,210      1,522  (20.50)
  Other securities and federal funds sold       418        569   (26.54)     1,924      1,846    4.23 
                                           --------  ---------  --------  --------  ---------  -------
                                             41,806     38,760     7.86    123,271    110,896   11.16 
                                           --------  ---------  --------  --------  ---------  -------

INTEREST EXPENSE:
  Deposits. . . . . . . . . . . . . . . .    15,279     14,677     4.10     44,963     41,871    7.38 
  Short-term borrowings . . . . . . . . .     2,312      1,928    19.92      7,191      5,679   26.62 
  Long-term borrowings. . . . . . . . . .     1,035        225   360.00      2,542        598  325.08 
                                           --------  ---------  --------  --------  ---------  -------
                                             18,626     16,830    10.67     54,696     48,148   13.60 
                                           --------  ---------  --------  --------  ---------  -------

Net interest income . . . . . . . . . . .    23,180     21,930     5.70     68,575     62,748    9.29 
Provision for loan losses . . . . . . . .     1,432        448   219.64      3,714      2,848   30.41 
                                           --------  ---------  --------  --------  ---------  -------

Net interest income after
  provision for loan losses . . . . . . .    21,748     21,482     1.24     64,861     59,900    8.28 
                                           --------  ---------  --------  --------  ---------  -------

NONINTEREST INCOME:
  Service charges on deposit accounts . .     4,222      3,760    12.29     12,111     10,416   16.27 
  Fees for other customer services. . . .     2,566      2,239    14.60      7,303      6,345   15.10 
  Gain on sale of securities. . . . . . .         0          3  (100.00)        28         51  (45.10)
  Other . . . . . . . . . . . . . . . . .       546        540     1.11      1,809      1,492   21.25 
                                           --------  ---------  --------  --------  ---------  -------
                                              7,334      6,542    12.11     21,251     18,304   16.10 
                                           --------  ---------  --------  --------  ---------  -------

NONINTEREST EXPENSE:
  Salaries and employee benefits. . . . .     9,127      8,071    13.08     26,795     24,360   10.00 
  Net occupancy expense . . . . . . . . .       828        739    12.04      2,286      2,081    9.85 
  Furniture and equipment expense . . . .       515        519    (0.77)     1,425      1,318    8.12 
  Depreciation expense. . . . . . . . . .     1,386      1,207    14.83      3,993      3,152   26.68 
  Amortization of intangibles . . . . . .     1,540      2,168   (28.97)     5,459      6,508  (16.12)
  Other . . . . . . . . . . . . . . . . .     6,901      5,576    23.76     18,997     15,983   18.86 
                                           --------  ---------  --------  --------  ---------  -------
                                             20,297     18,280    11.03     58,955     53,402   10.40 
                                           --------  ---------  --------  --------  ---------  -------

Income before income taxes. . . . . . . .     8,785      9,744    (9.84)    27,157     24,802    9.50 
Applicable income taxes . . . . . . . . .     2,999      3,409   (12.03)     9,388      8,765    7.11 
                                           --------  ---------  --------  --------  ---------  -------

NET INCOME. . . . . . . . . . . . . . . .  $  5,786  $   6,335    (8.67)  $ 17,769  $  16,037   10.80 
                                           ========  =========  ========  ========  =========  =======

------------------------------------------------------------------------------------------------------

NET INCOME PER COMMON SHARE - BASIC . . .  $   6.20  $    6.77    (8.45)  $  19.01  $   17.12   11.01 

WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING. . . . . . . . . . . .   926,579    929,222    (0.28)   928,216    929,222   (0.11)
</TABLE>

                                     Page 3
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<TABLE>
<CAPTION>

FIRST  CITIZENS  BANCORPORATION  OF  SOUTH  CAROLINA  AND  SUBSIDIARIES
-------------------------------------------------------------------------------------------------------------------------

CONSOLIDATED  STATEMENT  OF  CHANGES  IN  STOCKHOLDERS'  EQUITY  -  UNAUDITED
(DOLLARS  IN  THOUSANDS)


                                                     Non-                                       Accumulated      Total
                                                    Voting    Voting                               Other         Stock-
                                        Preferred   Common    Common              Undivided    Comprehensive    holders'
                                          Stock      Stock    Stock    Surplus     Profits        Income         Equity
                                        ----------  -------  --------  --------  -----------  ---------------  ----------
<S>                                     <C>         <C>      <C>       <C>       <C>          <C>              <C>
Balance at December 31, 1996 . . . . .  $    3,282  $   182  $ 4,464   $ 55,000  $   60,688   $        9,025   $ 132,641 
Comprehensive income:
  Net income                                                                         16,037 
  Change in unrealized gain
     on investment securities
     available-for-sale, net of taxes
     of $1,538                                                                                         2,856 
Total comprehensive income                                                                                        18,893 
Preferred stock dividends                                                              (129)                        (129)
                                        ----------  -------  --------  --------  -----------  ---------------  ----------
Balance at September 30, 1997. . . . .       3,282      182    4,464     55,000      76,596           11,881     151,405 
Comprehensive income:
  Net income                                                                          5,733 
  Change in unrealized gain
     on investment securities
     available-for-sale, net of taxes
     of $712                                                                                           1,322 
Total comprehensive income                                                                                         7,055 
Preferred stock dividends                                                               (42)                         (42)
                                        ----------  -------  --------  --------  -----------  ---------------  ----------
Balance at December 31, 1997 . . . . .       3,282      182    4,464     55,000      82,287           13,203     158,418 
Comprehensive income:
  Net income                                                                         17,769 
  Change in unrealized loss
     on investment securities
     available-for-sale, net of taxes
     of ($2,422)                                                                                      (4,499)
Total comprehensive income                                                                                        13,270 
Reacquired voting common stock                                   (27)                (1,936)                      (1,963)
Preferred stock dividends                                                              (128)                        (128)
                                        ----------  -------  --------  --------  -----------  ---------------  ----------
Balance at September 30, 1998. . . . .  $    3,282  $   182  $ 4,437   $ 55,000  $   97,992   $        8,704   $ 169,597 
                                        ==========  =======  ========  ========  ===========  ===============  ==========
</TABLE>

                                     Page 4
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<CAPTION>

FIRST  CITIZENS  BANCORPORATION  OF  SOUTH  CAROLINA  AND  SUBSIDIARIES
-----------------------------------------------------------------------------------------------

CONSOLIDATED  STATEMENT  OF  CASH  FLOWS  -  UNAUDITED  (DOLLARS  IN  THOUSANDS)

                                                                           Nine Months Ended
                                                                             September 30,
                                                                         ----------------------
                                                                            1998        1997
                                                                         ----------  ----------
<S>                                                                      <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $  17,769   $  16,037 
  Adjustments to reconcile net income to net cash provided
    by operating activities:
    Provision for loan losses . . . . . . . . . . . . . . . . . . . . .      3,714       2,848 
    Depreciation and amortization . . . . . . . . . . . . . . . . . . .      9,452       9,740 
    Amortization/(accretion) of investment securities . . . . . . . . .        227        (116)
    Provision for deferred income taxes . . . . . . . . . . . . . . . .    (19,074)    (19,430)
    (Gains)/losses on sales of premises and equipment . . . . . . . . .        (18)          2 
    Increase in interest income accrued, not collected. . . . . . . . .     (1,837)     (1,221)
    Increase in accrued interest payable. . . . . . . . . . . . . . . .        621         162 
    Originations of loans held for resale . . . . . . . . . . . . . . .   (104,414)    (51,483)
    Proceeds from sales of loans held for resale. . . . . . . . . . . .    103,094      54,852 
    (Gains)/losses on sales of loans held for resale. . . . . . . . . .       (387)        150 
    Decrease in other assets. . . . . . . . . . . . . . . . . . . . . .     18,873       8,935 
    Increase in other liabilities . . . . . . . . . . . . . . . . . . .      3,268         247 
                                                                         ----------  ----------
  NET CASH PROVIDED BY OPERATING ACTIVITIES . . . . . . . . . . . . . .     31,288      20,723 
                                                                         ==========  ==========

CASH FLOWS FROM INVESTING ACTIVITIES:
    Net increase in loans . . . . . . . . . . . . . . . . . . . . . . .   (109,886)   (113,468)
    Proceeds from maturities of investment securities, held to maturity    102,299     187,901 
    Purchases of investment securities, held to maturity. . . . . . . .    (62,998)   (265,597)
    Purchases of investment securities, available-for-sale. . . . . . .     (8,066)          0 
    Net decrease in interest bearing deposits in financial institutions      7,700       2,975 
    Increase in federal funds sold. . . . . . . . . . . . . . . . . . .    (36,800)          0 
    Proceeds from sales of premises and equipment . . . . . . . . . . .      2,084         634 
    Purchases of premises and equipment . . . . . . . . . . . . . . . .    (21,436)     (9,317)
    Decrease/(increase) in other real estate owned. . . . . . . . . . .        123          28 
    Net decrease in intangible assets . . . . . . . . . . . . . . . . .       (689)       (436)
    Purchase of institutions, net of cash acquired. . . . . . . . . . .          0      77,247 
                                                                         ----------  ----------
      NET CASH USED IN INVESTING ACTIVITIES . . . . . . . . . . . . . .   (127,669)   (120,033)
                                                                         ==========  ==========

CASH FLOWS FROM FINANCING ACTIVITIES:
    Net increase in deposits. . . . . . . . . . . . . . . . . . . . . .     55,986      47,632 
    (Decrease)/increase in federal funds purchased and securities sold
      under agreements to repurchase. . . . . . . . . . . . . . . . . .    (17,549)     38,158 
    Net increase in short term borrowing. . . . . . . . . . . . . . . .      2,000       5,108 
    Net increase in long term borrowing . . . . . . . . . . . . . . . .     50,000           0 
    Principal repayments on long-term debt. . . . . . . . . . . . . . .    (16,483)          0 
    Cash dividends paid . . . . . . . . . . . . . . . . . . . . . . . .       (128)       (129)
    Reacquired common stock . . . . . . . . . . . . . . . . . . . . . .     (1,963)          0 
                                                                         ----------  ----------
      NET CASH PROVIDED BY FINANCING ACTIVITIES . . . . . . . . . . . .     71,863      90,769 
                                                                         ==========  ==========

DECREASE IN CASH AND DUE FROM BANKS . . . . . . . . . . . . . . . . . .    (24,518)     (8,541)
CASH AND DUE FROM BANKS AT BEGINNING OF PERIOD. . . . . . . . . . . . .    126,276     103,844 
                                                                         ----------  ----------
CASH AND DUE FROM BANKS AT END OF PERIOD. . . . . . . . . . . . . . . .  $ 101,758   $  95,303 
                                                                         ==========  ==========
</TABLE>

                                     Page 5
<PAGE>
NOTES  TO  CONSOLIDATED  FINANCIAL  STATEMENTS
--------------------------------------------------------------------------------

SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

A  summary  of  the  significant  accounting  policies  of  First  Citizens
Bancorporation of South Carolina, Inc. ("Bancorporation") significant accounting
policies  is  set  forth  in  Note 1 to the Consolidated Financial Statements in
Bancorporation's  Annual  Report  on  Form  10-K  for  1997.  The  significant
accounting  policies  used  during  the current quarter are unchanged from those
disclosed  in  the  1997  Annual  Report,  except  for  the  following:

In June 1997, the Financial Accounting Standards Board ("FASB") issued Statement
of  Financial  Accounting Standards ("SFAS") No. 131, "Disclosure about Segments
of  an  Enterprise and Related Information", which establishes new standards for
business  segment  reporting.  Requirements of SFAS No. 131 include reporting of
(a)  financial  and descriptive information about reportable operating segments,
(b)  a  measure  of segment profit or loss, certain specific revenue and expense
items  and  segment  assets  with  reconciliations  of  such  amounts  to
Bancorporation's  financial  statements,  and (c) information regarding revenues
derived  from  Bancorporation's  products  and services, information about major
customers,  and  information  related  to  geographic areas.  Bancorporation has
adopted  SFAS  No.  131 effective January 1, 1998.  Provisions of this Statement
dictate  that segmented information need not be applied to the interim financial
statements  in  the  initial  year  of  application; therefore, Bancorporation's
statements  do  not  reflect  segmented  reporting.

In  February  1998,  the FASB issued SFAS No. 132, "Employers' Disclosures about
Pensions  and  Other  Postretirement Benefits", an amendment of SFAS Nos. 87, 88
and  106.  SFAS  No. 132 revises employers' disclosures about pensions and other
postretirement benefit plans.  It does not change the measurement or recognition
of  those  plans.  Bancorporation  has adopted SFAS No. 132 effective January 1,
1998.

On  June  15,  1998,  FASB  issued  SFAS  No.  133,  "Accounting  for Derivative
Instruments  and Hedging Activities".  SFAS No. 133 requires that all derivative
instruments  be  recorded  on the balance sheet at their fair value.  Changes in
the  fair  value  of derivatives are recorded each period in current earnings or
other  comprehensive  income  depending on whether a derivative is designated as
part  of  a  hedge  transaction  and,  if  it is, the type of hedge transaction.
Bancorporation  anticipates  that  due to its non-use of derivative instruments,
the adoption of SFAS No. 133 will not have any significant effect on the results
of  operations.

MANAGEMENT'S  OPINION

The preceding financial statements and the notes thereto are unaudited; however,
in  the  opinion  of management, all adjustments comprising all normal recurring
accruals  necessary  for  a  fair presentation of financial statements have been
included.  Certain amounts in prior periods have been reclassified to conform to
the  1998  presentation.

                                     Page 6
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<CAPTION>
MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION  AND  RESULTS  OF  OPERATIONS
-----------------------------------------------------------------------------------------------
SUMMARY  (dollars  in  thousands)

                                                              Quarter Ended            Nine months ended
                                                              September 30,              September 30,
                                                         ------------------------  ------------------------
SELECTED AVERAGE BALANCES:                                  1998         1997         1998         1997
-------------------------------------------------------  -----------  -----------  -----------  -----------
<S>                                                      <C>          <C>          <C>          <C>
Total assets. . . . . . . . . . . . . . . . . . . . . .  $2,333,847   $2,120,211   $2,309,112   $2,048,409 
Gross loans . . . . . . . . . . . . . . . . . . . . . .   1,524,282    1,365,995    1,476,582    1,325,418 
Short-term borrowed funds . . . . . . . . . . . . . . .     187,744      156,463      196,354      155,838 
Long-term debt. . . . . . . . . . . . . . . . . . . . .      50,000       11,456       41,884        9,993 
Noninterest bearing deposits. . . . . . . . . . . . . .     330,178      302,211      324,893      290,402 
Total deposits. . . . . . . . . . . . . . . . . . . . .   1,905,496    1,789,980    1,886,077    1,726,618 
Stockholders' equity. . . . . . . . . . . . . . . . . .     172,536      147,188      168,303      141,518 

QUALITY DATA:
-------------------------------------------------------                                                    
Nonperforming assets. . . . . . . . . . . . . . . . . .       2,922        3,183        2,922        3,183 
Net chargeoffs/(recoveries) . . . . . . . . . . . . . .         843         (200)       1,702          767 
Reserve for loan losses . . . . . . . . . . . . . . . .      28,147       25,564       28,147       25,564 
Gross loans . . . . . . . . . . . . . . . . . . . . . .   1,538,328    1,382,262    1,538,328    1,382,262 

RATIOS:
-------------------------------------------------------                                                    
Return on assets. . . . . . . . . . . . . . . . . . . .         .99%        1.20%        1.03%        1.04%
Return on equity. . . . . . . . . . . . . . . . . . . .       13.41%       17.22%       14.08%       15.11%
Nonperforming assets to gross loans . . . . . . . . . .         .19%         .23%         .19%         .23%
Annualized net chargeoffs/(recoveries) to gross loans
                                                                .22%       (.06)%         .15%         .08%
Reserve for loan losses to gross loans. . . . . . . . .        1.83%        1.85%        1.83%        1.85%
Reserve for loan losses times     nonperforming assets
                                                              9.63X        8.03X        9.63X        8.03x 
</TABLE>

INVESTMENT  SECURITIES  (dollars  in  thousands)

As  of  September  30,  1998,  the investment portfolio was $550,026 compared to
$575,493  for  the  same  period  in  1997.  Bancorporation  continues to invest
primarily  in short-term U.S. Government obligations, thereby minimizing credit,
interest  rate  and  liquidity risk.  The portfolio was comprised of 89.20% U.S.
Government  obligations  as of September 30, 1998, as compared to 88.74% for the
same  period  in  1997.  The  remainder  of  the  investment portfolio primarily
consists  of  municipal  bonds owned by First-Citizens Bank and Trust Company of
South  Carolina  ("Bank")  and  equity  securities  owned  by  Bancorporation.

LOANS

Growth  in loans was attributed primarily to strong loan demand due to favorable
interest  rates.  The  loan  portfolio  mix  did not change significantly and no
major change is expected for the remainder of 1998.  The growth was funded by an
increase  in  core  deposits,  short-term  borrowings  and long-term borrowings.

                                     Page 7
<PAGE>
MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION AND RESULTS OF
--------------------------------------------------------------------------------
OPERATIONS   (CONTINUED)
------------------------

<TABLE>
<CAPTION>
CAPITAL  RATIOS
                                September 30,
                                --------------
                                 1998    1997
                                ------  ------
<S>                             <C>     <C>
Tier I leverage ratio. . . . .   8.26%   5.78%
Risk-based capital ratio total  14.39%  10.52%
Tier I . . . . . . . . . . . .  13.09%   9.12%
Tier II. . . . . . . . . . . .   1.30%   1.40%
</TABLE>

Regulatory  agencies  divide  capital  into  Tier I, consisting of stockholders'
equity  and  a  limited  amount  of  qualifying preferred stock instruments less
ineligible  intangible  assets, and Tier II, consisting of the allowable portion
of  the reserve for loan losses and certain long-term debt.  Capital adequacy is
measured  by applying both capital levels to the Bank's risk-adjusted assets and
off-balance  sheet items.  Regulatory requirements presently specify that Tier I
capital  should  exclude  the  market appreciation or depreciation of securities
available-for-sale  arising  from  valuation adjustments under SFAS No. 115.  In
addition  to these capital ratios, regulatory agencies have established a Tier I
leverage  ratio  which measures Tier I capital to average assets less ineligible
intangible  assets.

Regulatory  guidelines  require  a minimum total capital to risk-adjusted assets
ratio  of 8 percent (with 50 percent consisting of tangible common stockholders'
equity)  and  a minimum Tier I leverage ratio of 3 percent.  Banks which meet or
exceed  a  Tier  I  ratio  of  6 percent, a total risk-based capital ratio of 10
percent and a Tier I leverage ratio of 5 percent are considered well-capitalized
by  regulatory  standards.

NET  INTEREST  INCOME  (dollars  in  thousands)
The  increase  in  net interest income in the third quarter was due to growth in
interest-earning  assets,  primarily  commercial and residential mortgage loans.

PROVISION  AND  RESERVE  FOR  LOAN  LOSSES  (dollars  in  thousands)
The  provision  for loan losses reflects management's assessment of the adequacy
of  the  reserve for loan losses to absorb potential losses inherent in the loan
portfolio  due  to  a  decline  in  credit conditions or change in risk profile.
Factors  considered  in  this  assessment  include  growth  and  mix of the loan
portfolio,  current  and  anticipated  economic conditions and historical credit
loss  experience.  The  third quarter earnings decrease from a year ago resulted
primarily  from  a  one time loan recovery of $493 in the third quarter of 1997.

<TABLE>
<CAPTION>
                                   QUARTER ENDED     NINE MONTHS ENDED
                                   SEPTEMBER 30,      SEPTEMBER 30,
                                ------------------  ------------------
RESERVE FOR LOAN LOSSES:          1998      1997      1998      1997
                                --------  --------  --------  --------
<S>                             <C>       <C>       <C>       <C>
Balance at beginning of period  $27,558   $24,916   $26,135   $23,483 
Provision for loan losses. . .    1,432       448     3,714     2,848 
                                --------  --------  --------  --------
Chargeoffs . . . . . . . . . .   (1,259)     (560)   (2,941)   (2,203)
Recoveries . . . . . . . . . .      416       760     1,239     1,436 
                                --------  --------  --------  --------
Net chargeoffs . . . . . . . .     (843)      200    (1,702)     (767)
                                --------  --------  --------  --------
Balance at end of period . . .  $28,147   $25,564   $28,147   $25,564 
                                --------  --------  --------  --------

Nonperforming assets . . . . .  $ 2,922   $ 3,183   $ 2,922   $ 3,183 

Annualized net chargeoffs to:
Average loans. . . . . . . . .      .22%    (.06)%      .15%      .08%
Loans at end of period . . . .      .22%    (.06)%      .15%      .07%
Reserve for loan losses. . . .    11.98%   (3.13)%     8.06%     4.00%
</TABLE>

                                     Page 8
<PAGE>
<TABLE>
<CAPTION>
MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION AND RESULTS OF OPERATIONS  (CONTINUED)
-------------------------------------------------------------------------------------------------------------------------------

NET  INTEREST  INCOME  (CONTINUED):

TAXABLE  EQUIVALENT  RATE/VOLUME  VARIANCE  ANALYSIS*  (DOLLARS  IN  THOUSANDS)

           QUARTER ENDED SEPTEMBER 30,
----------------------------------------------------
     Average Volume          Interest     Average Rate                                             Variance Due To
----------------------  ----------------  ----------                                              -----------------
   1998        1997      1998     1997    1998  1997                                               Rate     Volume    Variance
----------  ----------  -------  -------  ----  ----                                              -------  --------  ----------
<C>         <C>         <C>      <C>      <C>   <C>   <S>                                         <C>      <C>       <C>
                                                      INTEREST-EARNING ASSETS:
$1,524,282  $1,365,995  $33,305  $30,578  8.67  8.88  Loans                                        ($704)  $ 3,431   $   2,727 
   575,480     520,797    7,935    7,398  5.47  5.64  Taxable investment securities                 (211)      748         537 
    25,879      34,201      569      731  8.79  8.55  Non-taxable investment securities               21      (183)       (162)
    24,104      26,050      333      361  5.48  5.50  Federal funds sold                              (1)      (27)        (28)
         0       8,936        0      150  0.00  6.66  Other earning assets                          (150)        0        (150)
----------  ----------  -------  -------                                                          -------  --------  ----------
 2,149,745   1,955,979   42,142   39,218  7.78  7.96       Total interest-earning assets          (1,045)    3,969       2,924 
----------  ----------  -------  -------                                                          -------  --------  ----------

                                                      NONINTEREST-EARNING ASSETS:
    85,853      79,962                                Cash and due from banks
    72,829      55,123                                Premises and equipment
    25,420      29,147                                Other, less reserve for loan losses
----------  ----------
   184,102     164,232                                     Total noninterest-earning assets
----------  ----------
$2,333,847  $2,120,211                                TOTAL ASSETS
==========  ==========

                                                      INTEREST-BEARING LIABILITIES:
$1,575,318  $1,487,769  $15,279  $14,677  3.85  3.91  Deposits                                     ($241)  $   843   $     602 
                                                      Federal funds purchased and securities
   187,744     156,463    2,311    1,927  4.88  4.89    sold under agreements to repurchase            2       382         384 
    50,000      11,456    1,036      225  8.22  7.79  Long-term debt                                  19       792         811 
----------  ----------  -------  -------                                                          -------  --------  ----------
 1,813,062   1,655,688   18,626   16,829  4.08  4.03       Total interest-bearing liabilities       (220)    2,017       1,797 
----------  ----------  -------  -------                                                          -------  --------  ----------

                                                      NONINTEREST-BEARING LIABILITIES:
   330,178     302,211                                Demand deposits
    18,071      15,124                                Other liabilities
----------  ----------
   348,249     317,335                                     Total noninterest-bearing liabilities
----------  ----------
   172,536     147,188                                Stockholders' equity
----------  ----------
                                                      TOTAL LIABILITIES AND
$2,333,847  $2,120,211                                  STOCKHOLDERS' EQUITY
==========  ==========

                                          3.70  3.93  Interest rate spread
                                          ====  ====

                        $23,516  $22,389  4.34  4.54  Net Interest Margin                          ($825)  $ 1,952   $   1,127 
                        =======  =======  ====  ====                                              =======  ========  ==========
<FN>

*  Interest income and yields are presented on a fully taxable equivalent basis using the federal income tax rate and state tax
rates,  as  applicable.
</TABLE>

                                     Page 9
<PAGE>
<TABLE>
<CAPTION>

MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION  AND  RESULTS  OF  OPERATIONS  (CONTINUED)


NET  INTEREST  INCOME  (CONTINUED):

TAXABLE  EQUIVALENT  RATE/VOLUME  VARIANCE  ANALYSIS*  (DOLLARS  IN  THOUSANDS)

           NINE MONTHS ENDED SEPTEMBER 30,
----------------------------------------------------
    Average Volume           Interest      Average Rate                                             Variance Due To
----------------------  ------------------  ----------                                              -----------------
   1998        1997       1998      1997    1998  1997                                               Rate     Volume    Variance
----------  ----------  --------  --------  ----  ----                                              -------  --------  ---------
<C>         <C>         <C>       <C>       <C>   <C>   <S>                                         <C>      <C>       <C>
                                                        INTEREST-EARNING ASSETS:
$1,476,582  $1,325,418  $ 96,516  $ 87,191  8.74  8.80  Loans                                        ($584)  $ 9,909   $   9,325 
   584,775     487,766    24,232    20,782  5.54  5.70  Taxable investment securities                 (581)    4,031       3,450 
    28,365      36,496     1,861     2,341  8.75  8.55  Non-taxable investment securities               54      (534)       (480)
    35,370      29,424     1,443     1,165  5.45  5.29  Federal funds sold                              35       243         278 
     4,879       9,792       240       494  6.58  6.75  Other earning assets                           (12)     (242)       (254)
----------  ----------  --------  --------                                                          -------  --------  ---------
 2,129,971   1,888,896   124,292   111,973  7.80  7.93       Total interest-earning assets          (1,088)   13,407      12,319 


                                                        NONINTEREST-EARNING ASSETS:
    85,756      79,156                                  Cash and due from banks
    67,231      52,752                                  Premises and equipment
    26,154      27,605                                  Other, less reserve for loan losses
----------  ----------
   179,141     159,513                                       Total noninterest-earning assets
----------  ----------
$2,309,112  $2,048,409                                  TOTAL ASSETS
----------  ----------


                                                        INTEREST-BEARING LIABILITIES:
$1,561,184  $1,436,216  $ 44,963  $ 41,871  3.85  3.90  Deposits                                     ($516)  $ 3,608   $   3,092 
                                                        Federal funds purchased and securities
   196,354     155,838     7,191     5,679  4.90  4.87    sold under agreements to repurchase           23     1,489       1,512 
    41,884       9,993     2,542       598  8.11  8.00  Long-term debt                                   4     1,940       1,944 
----------  ----------  --------  --------                                                          -------  --------  ---------
 1,799,422   1,602,047    54,696    48,148  4.06  4.02       Total interest-bearing liabilities       (489)    7,037       6,548 
----------  ----------  --------  --------                                                          -------  --------  ---------


                                                        NONINTEREST-BEARING LIABILITIES:
   324,893     290,402                                  Demand deposits
    16,494      14,442                                  Other liabilities
----------  ----------
   341,387     304,844                                       Total noninterest-bearing liabilities
----------  ----------
   168,303     141,518                                  Stockholders' equity
----------  ----------
                                                        TOTAL LIABILITIES AND
$2,309,112  $2,048,409                                    STOCKHOLDERS' EQUITY
==========  ==========
                                            3.74  3.91  Interest rate spread
                                            ====  ====
                        $ 69,596  $ 63,825  4.37  4.52  Net interest margin                          ($599)  $ 6,370   $   5,771 
                        ========  ========                                                          =======  ========  =========
<FN>
*  Interest  income  and  rates are presented on a fully taxable equivalent basis using the federal income tax rate and state tax
rates,  as  applicable.
</TABLE>

                                    Page 10
<PAGE>
MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION AND RESULTS OF
--------------------------------------------------------------------------------
OPERATIONS   (CONTINUED)
------------------------

NONINTEREST  INCOME  AND  EXPENSE  (dollars  in  thousands)
Total  noninterest  income  increased  $792  or  12.11%  and  $2,947  or 16.10%,
respectively, for the quarter and nine months ended September 30, 1998.  Most of
the  increase  was due to an increase in service charges on deposit accounts and
other  fee  income.

Total  noninterest  expense  was  up  $2,017  or  11.03%  and  $5,553 or 10.40%,
respectively, for the quarter and nine months ended September 30, 1998.  Most of
the  increase  was  due  to  the  growth  in  the number of branches and related
increases  in  salaries,  employee  benefits  and  other  operating  expenses.


YEAR  2000  (Dollars  in  thousands)

GENERAL  -  The  Year  2000  ("Y2K")  issue  confronting  Bancorporation and its
suppliers,  customers,  customers'  suppliers  and  competitors  centers  on the
inability  of  computer  systems  to  recognize  the  year  2000.  Many existing
computer  programs  and  systems originally were programmed with six digit dates
that  provided  only two digits to identify the calendar year in the date field.
With  the  impending new millennium, these programs and computers will recognize
"00"  as  the year 1900 rather than the year 2000.  Problems may also arise from
other  sources  as  well,  such  as  the use of special codes and conventions in
software  that  make  use  of  the  date  field.

Financial  institution  regulators  recently have increased their focus upon Y2K
compliance  issues  and  have issued guidance concerning the responsibilities of
senior management and directors.  The Federal Financial Institutions Examination
Council  ("FFIEC")  has  issued  several  interagency  statements on Y2K Project
Management Awareness.  These statements require financial institutions to, among
other things, examine the Y2K implications of their reliance on vendors and with
respect  to  data  exchange  and  the potential impact of the Y2K issue on their
customers,  suppliers  and  borrowers.  These  statements  also  require  each
federally  regulated  financial  institution to survey its exposure, measure its
risk  and  prepare  a  plan  to address the Y2K issue.  In addition, the federal
banking regulators have issued safety and soundness guidelines to be followed by
insured  depository  institutions, such as the Bank, to assure resolution of any
Y2K  problems.  The  federal banking agencies have asserted that Y2K testing and
certification is a key safety and soundness issue in conjunction with regulatory
exams  and, thus, that an institution's failure to address appropriately the Y2K
issue  could  result  in  supervisory  action,  including  the  reduction of the
institution's  supervisory  ratings, the denial of applications for approval for
mergers  or  acquisitions,  or  the  imposition  of  civil  money  penalties.

RISKS - Like most financial service providers, Bancorporation and its operations
may  be  significantly  affected  by  the  Y2K  issue  due  to its dependence on
information  technology and date-sensitive data.  Computer hardware and software
and  other  equipment,  both within and outside Bancorporation's direct control,
and  third  parties  with  whom  Bancorporation  electronically or operationally
interfaces  (including without limitation its customers and third party vendors)
are  likely to be affected.  If computer systems are not modified in order to be
able  to identify the year 2000, many computer applications could fail or create
erroneous  results.  As  a  result,  many  calculations which rely on date field
information,  such  as  interest  payments  or  due  dates  and  other operating
functions,  could  generate  results  which  are  significantly  misstated,  and
Bancorporation  could  experience  an inability to process transactions, prepare
statements  or  engage  in  similar normal business activities.  Likewise, under
certain  circumstances,  a  failure  to  adequately  address the Y2K issue could
adversely  affect  the viability of Bancorporation's suppliers and creditors and
the  creditworthiness  of its borrowers.  Thus, if not adequately addressed, the
Y2K  issue  could  result  in  a  significant adverse impact on Bancorporation's
operations  and,  in  turn,  its  financial condition and results of operations.

                                    Page 11
<PAGE>
YEAR  2000  (CONTINUED)

COSTS  -  Bancorporation  is determined to use any resources required to resolve
any  significant  Y2K  issues.  Bancorporation's  estimated  aggregate  expenses
associated with Y2K matters are $3,000.  This includes costs directly related to
solving  Y2K  problems,  such  as modifying software and hiring Y2K consultants.
The  Y2K  budget for 1998 was increased to $1,151 from $535 in the third quarter
of  1998.  Expenses for the first nine months of 1998 were $594.  Bancorporation
is  expensing  all  costs associated with required system changes as those costs
are  incurred  and  are  being  funded  through  operating  cash  flows.


STATE  OF  READINESS  -  During March 1997, Bancorporation developed its plan to
address  the  Y2K  issue.  A  substantial  portion  of  Bancorporation's  data
processing  functions  are  performed  by  First-Citizens  Bank & Trust Company,
Raleigh,  North  Carolina  ("FCBNC")  on its mainframe systems and/or on systems
supported by FCBNC.  Bancorporation and FCBNC have hired consultants to plan and
direct  their  Y2K  compliance  efforts,  and  Bancorporation  participates on a
committee  made up of representatives of the consultants, FCBNC, and each of the
other  financial institutions for which FCBNC provides data processing services.
The  Committee  meets  periodically  to monitor the status of FCBNC's compliance
efforts.  Periodic  progress  reports  are  made  to  Bancorporation's  Board of
Directors.

During  the  assessment  phase  of  Bancorporation's  Y2K plan, all systems were
categorized  as  mainframe  systems or non-mainframe systems, and as information
technology  ("IT") systems or non-IT systems.  Further, each system was assigned
to  one  of  the  following  priority  groups:

1.     Mission  Critical  - Significantly impacts external customers, regulatory
reporting,  or  solvency.
2.     Operationally  Dependent  - Impacts the amount of time, effort or type of
equipment  used  to  accomplish  the  task.
3.     Supporting  Function  -  Assists  in  service  delivery.

A  general  plan for dealing with each system was developed and responsibilities
for each system were assigned to the appropriate personnel.  This phase has been
completed.

REMEDIATION  -  For  each  system, a determination was made as to whether system
modification, upgrade or replacement was necessary to achieve Y2K compliance, or
whether  the  system  was  already  Y2K  compliant.
For  IT  mainframe  systems,  FCBNC  has  remediated  all  applicable  software.

For  IT  non-mainframe  systems,  FCBSC's  outside consultant is responsible for
coordinating  with  Bancorporation  staff the remediation, which, in most cases,
entails  the  installation  of  upgrades provided by outside vendors.  Out of 90
non-mainframe  systems,  26,  or  29%,  of  the systems have been remediated and
tested.

Non-IT  systems  are  more  difficult  to  analyze  for  Y2K  compliance and are
dependant on the vendors feedback to determine what will be necessary to achieve
Y2K compliance.  Bancorporation has mailed environmental letters to vendors with
respect  to  its  mission  critical  non-IT systems, whose responses were due by
October  30,  1998.  Bancorporation's  Steering  committee will determine in the
first  quarter  of  1999,  the action to take on the operationally dependant and
supporting  non-IT  systems.

CONFIRMATION  -  To  prove  that  the  new,  modified or updated systems are Y2K
compliant,  testing  is  performed in an isolated environment to assure all date
sensitive  data  is  processed  accurately.  Bancorporation, in conjunction with
FCBNC,  is  testing  all  systems  with a minimum of three dates of December 31,
1999,  January  3,  2000 and February 29, 2000.  Additional dates are tested, if
needed,  to  complete  comprehensive  testing  of  each  system.

                                    Page 12
<PAGE>
YEAR  2000  (CONTINUED)

There are 89 mainframe applications to be tested.  As of September 30, 1998, 22,
or  25%,  of  the  systems  had  been  tested,  with  17  being approved.  The 5
remaining  were in the review process and not approved as of September 30, 1998.
Based  on its current testing schedule, Bancorporation should have completed 89%
of  its  testing  on  all  applications,  including  92%  of  Mission  Critical
applications,  by  December  31, 1998.  Testing on all remaining applications is
due  to  be  completed  in  the  first  half  of  1999.

During early 1998, Bancorporation identified commercial customers whose existing
aggregate  borrowings  from  the  Bank exceeded $300,000.  Discussions have been
held with each borrowing customer to assess the customer's plan for and progress
toward  addressing  the Y2K issue.  Each customer was weighted as a high, medium
or  low  risk based on the results of the meetings.  These ratings were based on
the customer's preparedness, vulnerability and plans for Y2K systems.  Customers
rated in the medium to high risk categories will be followed up and monitored on
a  periodic basis.  Based on these discussions, Bancorporation's management does
not  believe  that  the impact of the Y2K issue on its commercial loan portfolio
will  be  material.  The  reserve for loan losses is sufficient to mitigate this
risk,  if  needed. Consumer customers are not being monitored for Y2K as most of
the  loans  are  secured  with collateral and losses, should they occur, are not
expected  to  be  material.

An  analysis  has  been performed to determine the readiness of the Bank's large
deposit  base customers, (over $500,000) as related to Y2K issues.  A letter and
questionnaire  were  developed  and  mailed to customers on June 15, 1998, to be
completed  and  returned  by  June  30, 1998.  Out of 143 customers, 65, or 45%,
responded.  An  overall  review  of the responses indicates awareness of the Y2K
issue  and  that  actions  are being implemented to address those issues.  While
customers  profess  their  readiness, they are still subject to the availability
and  readiness  of  vendors  and  suppliers.  Bancorporation  has  reviewed  its
liquidity  needs  in terms of being able to respond to deposit base erosion as a
result  of  Y2K  concerns.  Lines  of  credit  have  been  established  at other
financial  institutions to provide a potential source of funds and authority has
been  received  from  the  Executive  Committee  of  Bancorporation's  Board  of
Directors  to  use  the Federal Reserve Discount window as a source of funds, if
needed.

CONTINGENCY  PLANS - As of September 30, 1998, contingency plans for operational
functions  have been completed to insure continued operations in critical areas.
Crisis management contingency plans for uncontrollable functions, such as phone,
water  and  electrical  services,  are 50% completed as of the third quarter and
will  be  100%  completed  by  year  end.

                                    Page 13
<PAGE>
                           PART II - OTHER INFORMATION

Item  1.  Legal  Proceedings.

Registrant and its subsidiaries are not parties to, nor is any of their property
the  subject  of,  any  material  or  other pending legal proceeding, other than
ordinary  routine  proceedings  incidental  to  their  business.

Item  2.  Changes  in  Securities.

Not  Applicable.

Item  3.  Defaults  upon  Senior  Securities.

Not  Applicable.

Item  4.  Submission  of  Matters  to  a  Vote  of  Security  Holders.

Not  Applicable

Item  5.  Other  Information

Registrant  has  entered  into an agreement to purchase two offices from another
financial  institution.  Total  assets  purchased will be approximately $776 and
deposits assumed will be approximately $25,297.  The premium to be paid for this
acquisition is based on deposit levels at closing and is estimated to be $2,593.
This  acquisition  is  expected  to  close  in  the  fourth  quarter  of  1998.

Item  6.  Exhibits  and  Reports  on  Form  8-K.

(a)  Exhibits
     11     Statement  Re  Computation  of  Earnings  Per  Share
     27     Financial  Data  Schedule

(b)     No reports on Form 8-K were filed during the quarter ended September 30,
1998.

                                    Page 14
<PAGE>
SIGNATURES

Pursuant  to  the  requirements  of  the  Securities  Exchange  Act of 1934, the
Registrant  has  duly  caused  this  report  to  be  signed on its behalf by the
undersigned  thereunto  duly  authorized.


                                   FIRST  CITIZENS  BANCORPORATION
                                   OF  SOUTH  CAROLINA,  INC.
                                   (Registrant)


Dated:  11/10/98                   By:  /s/ Jay C. Case
      --------------                    -------------------------------------
                                        Jay C. Case, Executive Vice President
                                        (Chief  Financial  Officer)

                                    Page 15
<PAGE>