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 June 30, 2001          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) 733-2659
                                                    --------------

                                    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 July 31, 2001
                    -----                          ----------------------------

     VOTING COMMON STOCK, $5.00 PAR VALUE              898,244  SHARES
     NON-VOTING COMMON STOCK, $5.00 PAR VALUE           36,409  SHARES


<PAGE>
<TABLE>
<CAPTION>
PART  I  -  FINANCIAL  INFORMATION
ITEM  1.  FINANCIAL  STATEMENTS

FIRST  CITIZENS  BANCORPORATION  OF  SOUTH  CAROLINA,  INC.  AND  SUBSIDIARIES
--------------------------------------------------------------------------------------------------------

CONSOLIDATED  STATEMENTS  OF  CONDITION  -  UNAUDITED  (DOLLARS  IN  THOUSANDS,  EXCEPT  PAR  VALUES)


                                                                 JUNE 30,     December 31,    June 30,
                                                                   2001           2000          2000
                                                                -----------  --------------  -----------
<S>                                                             <C>          <C>             <C>
ASSETS
Cash and due from banks                                         $  146,517   $     156,425   $  130,712
Federal funds sold                                                 158,600          96,700       36,000
                                                                -----------  --------------  -----------
Total cash and cash equivalents                                    305,117         253,125      166,712
                                                                -----------  --------------  -----------

Investment securities:
  Held-to-maturity, at amortized cost                               26,919          33,519       30,317
  Available-for-sale, at fair value                                790,347         707,000      638,208
                                                                -----------  --------------  -----------
Total investment securities                                        817,266         740,519      668,525
                                                                -----------  --------------  -----------

Gross loans                                                      2,159,166       2,081,871    1,991,812
  Less: Allowance for loan losses                                  (38,459)        (37,001)     (35,437)
                                                                -----------  --------------  -----------
Net loans                                                        2,120,707       2,044,870    1,956,375
                                                                -----------  --------------  -----------
Premises and equipment                                              95,829          93,278       86,222
Interest receivable                                                 22,674          24,113       18,426
Intangible assets                                                   48,309          52,218       24,502
Other assets                                                        29,721          32,387       34,788
                                                                -----------  --------------  -----------
     TOTAL ASSETS                                               $3,439,623   $   3,240,510   $2,955,550
                                                                ===========  ==============  ===========

LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES:
Deposits:
  Demand                                                        $  481,455   $     467,155   $  435,789
  Time and savings                                               2,420,177       2,088,074    1,902,393
                                                                -----------  --------------  -----------
Total deposits                                                   2,901,632       2,555,229    2,338,182
Securities sold under agreements to repurchase and federal
   funds purchased                                                 199,276         369,218      326,506
Long-term debt                                                      50,963          50,963       50,963
Other liabilities                                                   31,644          31,407       29,400
                                                                -----------  --------------  -----------
     TOTAL LIABILITIES                                           3,183,515       3,006,817    2,745,051
                                                                -----------  --------------  -----------

     Commitments and contingencies                                      --              --           --
                                                                -----------  --------------  -----------

STOCKHOLDERS' EQUITY:
  Preferred stock                                                    3,201           3,219        3,234
  Non-voting common stock - $5.00 par value, authorized
    1,000,000; issued and outstanding June 30, 2001,
    December 31, 2000 and June 30, 2000 - 36,409                       182             182          182
  Voting common stock - $5.00 par value, authorized 2,000,000;
    issued and outstanding June 30, 2001 - 898,244;
    December 31, 2000 - 899,879; and June 30, 2000 - 899,830         4,491           4,499        4,499
  Surplus                                                           65,081          65,081       65,081
  Undivided profits                                                163,427         148,502      134,944
  Accumulated other comprehensive income, net of taxes              19,726          12,210        2,559
                                                                -----------  --------------  -----------
     TOTAL STOCKHOLDERS' EQUITY                                    256,108         233,693      210,499
                                                                -----------  --------------  -----------
     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                 $3,439,623   $   3,240,510   $2,955,550
                                                                ===========  ==============  ===========
</TABLE>


                                     Page 2
<PAGE>
<TABLE>
<CAPTION>
FIRST  CITIZENS  BANCORPORATION  OF  SOUTH  CAROLINA,  INC.  AND  SUBSIDIARIES
-------------------------------------------------------------------------------------------------------

CONSOLIDATED  STATEMENTS  OF  INCOME  -  UNAUDITED
(DOLLARS  IN  THOUSANDS-EXCEPT  PER  SHARE  DATA)

                                                       FOR THE             FOR THE
                                                     QUARTER ENDED     SIX MONTHS ENDED
                                                       JUNE 30,            JUNE 30,
                                                  ------------------  ------------------
                                                    2001      2000      2001      2000
                                                  --------  --------  --------  --------
<S>                                               <C>       <C>       <C>       <C>
INTEREST INCOME:
  Interest and fees on loans                      $ 45,298  $ 42,008  $ 90,100  $ 80,889
  Interest on investment securites:
    Taxable                                         10,500     9,681    20,861    17,865
    Non-taxable                                        254       366       537       756
  Federal funds sold                                 2,547       177     5,641     1,087
                                                  --------  --------  --------  --------
Total interest income                               58,599    52,232   117,139   100,597
                                                  --------  --------  --------  --------

INTEREST EXPENSE:
  Deposits                                          24,020    18,268    48,142    35,282
  Securities sold under agreements to repurchase
    and federal funds purchased                      2,067     4,784     5,800     8,911
  Long-term debt                                     1,050     1,074     2,099     2,124
                                                  --------  --------  --------  --------
Total interest expense                              27,137    24,126    56,041    46,317
                                                  --------  --------  --------  --------


Net interest income                                 31,462    28,106    61,098    54,280
Provision for loan losses                            1,979     1,994     2,603     3,553
                                                  --------  --------  --------  --------

Net interest income after
  provision for loan losses                         29,483    26,112    58,495    50,727
                                                  --------  --------  --------  --------


NONINTEREST INCOME:
  Service charges on deposit accounts                6,380     5,505    12,277    10,585
  Commissions and fees from fiduciary activities       647       650     1,272     1,260
  Fees for other customer services                     663       653     1,308     1,264
  Mortgage servicing fees                              565       560     1,126     1,109
  Bankcard fees                                      1,383     1,184     2,620     2,188
  Insurance premiums earned                            514       652       915     1,010
  Gain on sale of investment securities                858         -     2,651         -
  Other                                                733       258     1,463       472
                                                  --------  --------  --------  --------
Total noninterest income                            11,743     9,462    23,632    17,888
                                                  --------  --------  --------  --------

NONINTEREST EXPENSE:
  Salaries and employee benefits                    13,731    11,596    26,969    22,887
  Net occupancy expense                              1,794     1,618     3,624     3,289
  Furniture and equipment expense                    1,467     1,522     2,911     3,138
  Amortization of intangibles                        2,658     1,789     5,311     3,167
  Bankcard processing expense                        1,393     1,269     2,690     2,330
  Data processing expense                            2,490     2,019     4,586     3,892
  Professional services                                568       465     1,145       959
  Other                                              5,859     4,437    10,986     8,384
                                                  --------  --------  --------  --------
Total noninterest expense                           29,960    24,715    58,222    48,046
                                                  --------  --------  --------  --------


Income before income tax expense                    11,266    10,859    23,905    20,569
Income tax expense                                   3,774     3,746     8,008     7,096
                                                  --------  --------  --------  --------
NET INCOME                                        $  7,492  $  7,113  $ 15,897  $ 13,473
                                                  ========  ========  ========  ========


NET INCOME PER COMMON SHARE -
BASIC AND DILUTED                                 $   7.97  $   7.54  $  16.91  $  14.27
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING-BASIC AND DILUTED               934,677   936,877   935,407   937,865
</TABLE>


                                     Page 3
<PAGE>
<TABLE>
<CAPTION>
FIRST  CITIZENS  BANCORPORATION  OF  SOUTH  CAROLINA,  INC.  AND  SUBSIDIARIES
-------------------------------------------------------------------------------------------------------------------

CONSOLIDATED  STATEMENTS  OF CHANGES IN STOCKHOLDERS' EQUITY AND ACCUMULATED OTHER COMPREHENSIVE INCOME - UNAUDITED
(DOLLARS  IN  THOUSANDS)


                                               Non-                                       Accumulated      Total
                                              Voting    Voting                               Other         Stock-
                                  Preferred   Common    Common              Undivided    Comprehensive    holders'
                                    Stock      Stock    Stock    Surplus     Profits     Income/(Loss)     Equity
                                 -----------  -------  --------  --------  -----------  ---------------  ----------
<S>                              <C>          <C>      <C>       <C>       <C>          <C>              <C>
Balance at December 31, 1999     $    3,282   $   182  $ 4,531   $ 65,081  $  123,328   $        3,669   $ 200,073
Comprehensive income:
  Net income                                                                   13,473                       13,473
  Change in unrealized losses
     on investment securities
     available-for-sale, net of
     benefit of $1,218                                                                          (1,110)     (1,110)
                                                                                                         ----------
Total comprehensive income                                                                                  12,363
                                                                                                         ----------
Reacquired preferred stock              (48)                                       10                          (38)
Reacquired voting common stock                             (32)                (1,557)                      (1,589)
Common stock dividends                                                           (225)                        (225)
Preferred stock dividends                                                         (85)                         (85)
                                 -----------  -------  --------  --------  -----------  ---------------  ----------
Balance at June 30, 2000              3,234       182    4,499     65,081     134,944            2,559     210,499
Comprehensive income:
  Net income                                                                   14,116                       14,116
  Change in unrealized gains
     on investment securities
     available-for-sale, net of
     taxes of $5,196                                                                             9,651       9,651
                                                                                                         ----------
Total comprehensive income                                                                                  23,767
                                                                                                         ----------
Reacquired preferred stock              (15)                                      (20)                         (35)
Reacquired voting common stock                                                     (4)                          (4)
Preferred stock dividends                                                         (84)                         (84)
Common stock dividends                                                           (450)                        (450)
                                 -----------  -------  --------  --------  -----------  ---------------  ----------
Balance at December 31, 2000          3,219       182    4,499     65,081     148,502           12,210     233,693
Comprehensive income:
  Net income                                                                   15,897                       15,897
  Change in unrealized gains
     on investment securities
     available-for-sale, net of
     taxes of $4,047                                                                             7,516       7,516
                                                                                                         ----------
Total comprehensive income                                                                                  23,413
                                                                                                         ----------
Reacquired preferred stock              (18)                                        3                          (15)
Reacquired voting common stock                              (8)                  (442)                        (450)
Common stock dividends                                                           (450)                        (450)
Preferred stock dividends                                                         (83)                         (83)
                                 -----------  -------  --------  --------  -----------  ---------------  ----------
Balance at June 30, 2001         $    3,201   $   182  $ 4,491   $ 65,081  $  163,427   $       19,726   $ 256,108
                                 ===========  =======  ========  ========  ===========  ===============  ==========
</TABLE>


                                     Page 4
<PAGE>
<TABLE>
<CAPTION>
FIRST  CITIZENS  BANCORPORATION  OF  SOUTH  CAROLINA  AND  SUBSIDIARY
-------------------------------------------------------------------------------------------------------------------

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

                                                                                          For  the
                                                                                      Six  Months  Ended
                                                                                          June  30,
                                                                                    ----------------------
                                                                                       2001        2000
                                                                                    ----------  ----------
<S>                                                                                 <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income                                                                        $  15,897   $  13,473
  Adjustments to reconcile net income to net cash provided
    by operating activities:
    Provision for loan losses                                                           2,603       3,553
    Depreciation and amortization                                                       8,581       7,105
    Amortization (accretion) of investment securities                                     392      (1,022)
    Change in deferred taxes                                                              (60)        820
    Loss on sale of premises and equipment                                                  9           -
    Decrease/(Increase) in accrued interest receivable                                  1,439      (3,291)
    Increase in accrued interest payable                                                4,881       3,117
    Origination of mortgage loans held-for-resale                                    (139,315)    (49,841)
    Proceeds from sales of mortgage loans held-for-resale                             128,962      51,532
    Gain on sales of mortgage loans held-for-resale                                      (659)       (164)
    Gain on sale of investment securities                                              (2,651)          -
    Increase in other assets                                                             (891)     (1,039)
    (Decrease)/Increase in other liabilities                                           (4,644)      3,660
                                                                                    ----------  ----------
  NET CASH PROVIDED BY OPERATING ACTIVITIES                                            14,544      27,903
                                                                                    ==========  ==========

CASH FLOWS FROM INVESTING ACTIVITIES:
    Net increase in loans                                                             (67,428)   (106,485)
    Calls, maturities and prepayments of investment securities, available-for-sale    220,204     155,451
    Purchases of investment securities, available-for-sale                           (289,337)   (273,040)
    Calls, maturities and prepayments of investment securities, held-to-maturity       11,202      11,601
    Purchases of investment securities, held-to-maturity                               (4,994)       (205)
    Proceeds from sales of premises and equipment                                         510           -
    Purchases of premises and equipment                                                (6,340)     (4,234)
    Increase in other real estate owned                                                  (430)         (3)
    Increase in intangible assets                                                      (1,402)       (498)
    Purchase of institutions, net of cash acquired                                          -      24,416
                                                                                    ----------  ----------
      NET CASH USED IN INVESTING ACTIVITIES                                          (138,015)   (192,997)
                                                                                    ==========  ==========

CASH FLOWS FROM FINANCING ACTIVITIES:
    Net increase in deposits                                                          346,403      48,843
    (Decrease)/Increase in federal funds purchased and securities sold
      under agreements to repurchase                                                 (169,942)     95,603
    Cash dividends paid                                                                  (533)       (310)
    Cash paid to reacquire preferred stock                                                (15)        (38)
    Cash paid to reacquire common stock                                                  (450)     (1,589)
                                                                                    ----------  ----------
      NET CASH PROVIDED BY FINANCING ACTIVITIES                                       175,463     142,509
                                                                                    ==========  ==========

NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS                                   51,992     (22,585)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                                      253,125     189,297
                                                                                    ----------  ----------
CASH AND CASH EQUIVALENTS AT END OF PERIOD                                          $ 305,117   $ 166,712
                                                                                    ==========  ==========
</TABLE>


                                     Page 5
<PAGE>
NOTES  TO  THE  CONSOLIDATED  FINANCIAL  STATEMENTS  (UNAUDITED)

SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

A  summary  of  the  significant  accounting  policies  of  First  Citizens
Bancorporation of South Carolina, Inc. ("Bancorporation") is set forth in Note 1
to  the  Consolidated  Financial Statements in Bancorporation's Annual Report on
Form 10-K For 2000.  The significant accounting policies used during the current
quarter  are  unchanged  from  those  disclosed  in  the  2000  Annual  Report.

BASIS  OF  PRESENTATION

The  preceding  consolidated  financial  statements  and  the  notes thereto are
unaudited;  however,  in  the  opinion of management, all adjustments comprising
normal  recurring accruals necessary for a fair presentation of the consolidated
financial  statements have been recorded.  Certain amounts in prior periods have
been  reclassified  to  conform  to  the  2001  presentation.

In  September  2000, the FASB issued SFAS No. 140, "Accounting for Transfers and
Servicing  of  Financial  Assets  and  Extinguishments  of  Liabilities."  This
Statement  replaces  SFAS  No.  125,  "Accounting for Transfers and Servicing of
Financial  Assets  and Extinguishments of Liabilities."  It revises the standard
for  accounting  for  securitizations  and  other  transfers of financial assets
(including  loan  sales) and collateral and requires certain disclosures, but it
carries  over  most  of  the provisions of SFAS No. 125 without reconsideration.
Bancorporation  adopted  this  statement  on  January 1, 2001.  Adoption of this
statement  did  not  have  a  material  impact  on  the  consolidated  financial
statements  of  Bancorporation.

ACQUISITIONS

There  were  no  acquisitions  during  the  quarter  ending  June  30,  2001.

SUBSEQUENT  EVENTS  (DOLLARS  IN  THOUSANDS)

In  July  2001,  the  Bank  completed  the  acquisition of four branches from an
unrelated  financial  institution  with  total  deposits  of  $45,980.

ITEM  2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  RESULTS OF OPERATIONS AND
FINANCIAL  CONDITION

                              RESULTS OF OPERATIONS


FORWARD-LOOKING  STATEMENTS

This  discussion  may  contain  statements  that could be deemed forward-looking
statements  within  the meaning of Section 21E of the Securities Exchange Act of
1934  and  the  Private  Securities  Litigation Reform Act, which statements are
inherently  subject  to risks and uncertainties.  Forward-looking statements are
statements  that include projections, predictions, expectations or beliefs about
future  events  or  results  or otherwise are not statements of historical fact.
Such  statements are often characterized by the use of the qualifying words (and
their  derivatives)  such  as "expect," believe," "estimate," "plan," "project,"
"anticipate,"  or  other  statements  concerning  opinions  or  judgments  of
Bancorporation  and  its  management  about  future  events.  Factors that could
influence  the  accuracy of such forward-looking statements include, but are not
limited  to,  the  financial  success or changing strategies of Bancorporations'
customers, actions of government regulators, the level of market interest rates,
and  general  economic  conditions.

SUMMARY  (DOLLARS  IN  THOUSANDS)

Net income for the quarter and six months ended June 30, 2001 totaled $7,492, or
$7.97  per  common  share and $15,897, or $16.91 per common share, respectively.
Net income for the quarter and six months ended June 30, 2000 totaled $7,113, or
$7.54  per  common  share and $13,473, or $14.27 per common share, respectively.

The  primary  factors affecting the increase in net income for the quarter ended
June  30,  2001  were  a  $3,371 or 12.91% increase in net interest income after
provision  for  loan  losses,  and  a  $2,281  or 24.11% increase in noninterest
income.  Included  in  noninterest income is a nonrecurring gain of $269 related
to  the  sale  of  a  processing company's stock owned by Bancorporation.  These
favorable  changes  were  partially  offset  by  a  $5,245 or 21.22% increase in
noninterest  expense.

The  primary  factors  affecting  the  increase in net income for the six months
ended  June  30,  2001  were  a $7,768 or 15.31% increase in net interest income
after  provision for loan losses, and a $5,744 or 32.11% increase in noninterest
income.  Included in noninterest income is a nonrecurring gain of $2,062 related
to  the  sale  of  a  processing company's stock owned by Bancorporation.  These
favorable  changes  were  partially  offset  by  a $10,176 or 21.18% increase in
noninterest  expense,  and  a  $912  or  12.85%  increase in income tax expense.
Included  in  income  tax  expense  is  $691  related  to the nonrecurring gain.


                                     Page 6
<PAGE>
MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  RESULTS OF OPERATIONS AND FINANCIAL
CONDITION  (CONTINUED)
--------------------------------------------------------------------------------

Return  on  average  stockholders' equity and average assets are key measures of
earnings  performance.  Return  on  average stockholders' equity for the quarter
ended  June 30, 2001 and June 30, 2000 was 11.93% and 13.90%, respectively.  The
decrease was primarily the result of a decrease in return on assets from .98% to
 .88%  for the quarter ended June 30, 2000 and June 30, 2001, respectively.   The
decrease  in  return  on  assets  was  due  to  a  19  basis  point  decrease in
net-interest margin to average assets.  This was partially offset by an increase
of  7  basis  points  in  non-interest  income  to  average  assets.

Return  on  average  stockholders' equity for the six months ended June 30, 2001
and  June 30, 2000 was 13.04% and 13.24%, respectively.  The decrease was due to
a  19  basis  point  decrease  in  net-interest  margin  to average assets and a
decrease of a 10 basis point increase in non-interest expense to average assets.
This  was  partially  offset  by and increase of 15 basis points in non-interest
income  to  average  assets.

Net  interest  income  is  discussed  further  in  the  following  section.

Table  1  provides  summary information on selected average balances and ratios.

TABLE  1:  SELECTED  SUMMARY  INFORMATION  (DOLLARS  IN  THOUSANDS)

<TABLE>
<CAPTION>
                                                      AS OF AND FOR THE          AS OF AND FOR THE
                                                        QUARTER  ENDED           SIX  MONTHS ENDED
                                                           JUNE  30,                 JUNE  30,
                                                    ------------------------  ------------------------
AVERAGE BALANCES:                                      2001         2000         2001         2000
                                                    -----------  -----------  -----------  -----------
<S>                                                 <C>          <C>          <C>          <C>
Total assets                                        $3,433,445   $2,932,161   $3,393,788   $2,873,687
Interest-earning assets                              3,147,910    2,687,618    3,102,958    2,630,316
Investment securities                                  789,494      714,417      770,845      678,052
Loans                                                2,128,392    1,961,470    2,103,382    1,913,650
Deposits                                             2,865,827    2,316,614    2,797,622    2,276,482
Noninterest-bearing deposits                           472,111      424,228      464,223      411,777
Interest-bearing deposits                            2,393,716    1,892,386    2,333,399    1,864,705
Interest-bearing liabilities                         2,676,517    2,276,842    2,651,489    2,233,996
Stockholders' equity                                   251,949      205,790      245,862      204,662


RATIOS:
Return on average assets                                   .88%         .98%         .94%         .94%
Return on average stockholders' equity                   11.93%       13.90%       13.04%       13.24%

Return on average common stockholders' equity            12.08%       14.12%       13.21%       13.45%
Net yield on average interest-earning assets (tax
  equivalent)                                             4.04%        4.25%        4.01%        4.21%
Average loans to average deposits                        74.27%       84.67%       75.18%       84.06%
Nonperforming assets to total loans                        .24%         .18%         .24%         .18%
Allowance for loan losses to total loans                  1.78%        1.78%        1.78%        1.78%

Allowance for loan losses to nonperforming assets          N/A          N/A        7.43x        9.94x
Average stockholders' equity to average total
  assets                                                  7.34%        7.02%        7.24%        7.12%
Total risk-based capital ratio                             N/A          N/A        12.31%       13.20%
Tier I risk-based capital ratio                            N/A          N/A        11.06%       11.92%
Tier I leverage ratio                                      N/A          N/A         7.13%        8.10%
</TABLE>


NET  INTEREST  INCOME  (DOLLARS  IN  THOUSANDS)

Net  interest  income  represents  the  principal  source  of  earnings  for
Bancorporation.  Tables 2 and 3 compare average balance sheet items and analyzes
net  interest  income  on a tax equivalent basis for the quarters and six months
ended  June  30,  2001  and  2000.


                                     Page 7
<PAGE>
<TABLE>
<CAPTION>
TABLE  2:  COMPARATIVE  AVERAGE  BALANCE  SHEETS  AND  TAXABLE  EQUIVALENT  RATE/VOLUME  VARIANCE  (DOLLARS  IN  THOUSANDS)

                                           AS OF AND FOR THE QUARTER ENDED JUNE 30,
                                           ----------------------------------------

                                                                 INTEREST INC/EXP
                                                                 ----------------     YIELD/   CHANGE DUE TO (2)
                                             AVERAGE BALANCE           (1)             RATE    -----------------      NET
                                         ----------------------  ----------------  ----------   YIELD               INCREASE
                                            2001        2000      2001     2000    2001  2000   /RATE     VOLUME   (DECREASE)
                                         ----------  ----------  -------  -------  ----  ----  --------  --------  -----------
<S>                                      <C>         <C>         <C>      <C>      <C>   <C>   <C>       <C>       <C>
INTEREST-EARNING ASSETS:
Loans (3)                                $2,128,392  $1,961,470  $45,481  $42,172  8.57  8.65  $  (267)  $ 3,576   $    3,309
Investment securities:
  Taxable                                   770,317     687,028   10,458    9,636  5.45  5.64     (313)    1,135          822
  Non-taxable                                19,177      27,389      391      561  8.16  8.19       (2)     (168)        (170)
Federal funds sold                          230,024      11,731    2,547      177  4.44  6.07      (53)    2,423        2,370
                                         ----------  ----------  -------  -------              --------  --------  -----------

Total interest-earning assets             3,147,910   2,687,618   58,877   52,546  7.50  7.86     (635)    6,966        6,331
                                         ----------  ----------  -------  -------              --------  --------  -----------

NONINTEREST-EARNING ASSETS:
Cash and due from banks                     129,025     114,363
Premises and equipment                       95,601      86,510
Other, less allowance for loan losses
                                             60,909      43,670
                                         ----------  ----------


Total noninterest-earning assets            285,535     244,543
                                         ----------  ----------

TOTAL ASSETS                             $3,433,445  $2,932,161
                                         ----------  ----------

INTEREST-BEARING LIABILITIES:
Deposits                                 $2,393,716  $1,892,386  $24,020  $18,268  4.02  3.88  $   714   $ 5,038   $    5,752
Federal funds purchased and
 securities sold under
 agreements to repurchase                   231,838     333,493    2,067    4,784  3.58  5.77   (1,807)     (910)      (2,717)
Long-term debt                               50,963      50,963    1,050    1,074  8.24  8.43      (24)       --          (24)
                                         ----------  ----------  -------  -------              --------  --------  -----------

Total interest-bearing     liabilities
                                          2,676,517   2,276,842   27,137   24,126  4.07  4.26   (1,117)    4,128        3,011
                                         ----------  ----------  -------  -------              --------  --------  -----------

NONINTEREST-BEARING LIABILITIES:
Demand deposits                             472,111     424,228
Other liabilities                            32,868      25,301
                                         ----------  ----------

Total noninterest-bearing liabilities
                                            504,979     449,529
                                         ----------  ----------


TOTAL LIABILITIES                         3,181,496   2,726,371
                                         ----------  ----------

Stockholders' equity                        251,949     205,790
                                         ----------  ----------

TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY                                   $3,433,445  $2,932,161
                                         ==========  ==========

Net interest spread                                                                3.43  3.60
                                                                                   ====  ====
Net interest margin:                                             $31,740  $28,420              $   482   $ 2,838   $    3,320
                                                                 =======  =======              ========  ========  ===========
  to average assets                                                                3.71  3.90
                                                                                   ====  ====
  to average interest-earning
    assets                                                                         4.04  4.25
                                                                                   ====  ====
<FN>

(1)  Non-taxable  interest  income  has  been adjusted to a taxable equivalent rate, using the federal income tax rate of 35%.
(2)  Yield/rate-volume  changes  have  been  allocated  to  each category based on the percentage of each to the total change.
(3)  Nonaccrual  loans are included in the average loan balances.  Interest income on nonaccrual loans is generally recognized
on  a  cash  basis.
</TABLE>


                                     Page 8
<PAGE>
<TABLE>
<CAPTION>
TABLE  3:  COMPARATIVE  AVERAGE  BALANCE  SHEETS  AND  TAXABLE  EQUIVALENT  RATE/VOLUME  VARIANCE  (DOLLARS  IN THOUSANDS)

                                        AS OF AND FOR THE SIX MONTHS ENDED JUNE 30,
                                        -------------------------------------------

                                                                                 YIELD/    CHANGE DUE TO (2)
                                       AVERAGE BALANCE    INTEREST INC/EXP(1)     RATE     ------------------      NET
                                   ----------------------  ------------------  ----------   YIELD               INCREASE
                                      2001        2000       2001      2000    2001  2000   /RATE     VOLUME   (DECREASE)
                                   ----------  ----------  --------  --------  ----  ----  --------  --------  -----------
<S>                                <C>         <C>         <C>       <C>       <C>   <C>   <C>       <C>       <C>
INTEREST-EARNING ASSETS:
Loans (3)                          $2,103,382  $1,913,650  $ 90,469  $ 81,234  8.67  8.54  $ 1,010   $ 8,225   $    9,235
Investment securities:
  Taxable                             750,653     649,790    20,747    17,865  5.57  5.53       73     2,809        2,882
  Non-taxable                          20,192      28,262       826     1,162  8.18  8.22       (6)     (330)        (336)
Federal funds sold                    228,731      38,614     5,641     1,087  4.97  5.66     (170)    4,724        4,554
                                   ----------  ----------  --------  --------              --------  --------  -----------

Total interest-earning assets       3,102,958   2,630,316   117,683   101,348  7.65  7.75      907    15,428       16,335
                                   ----------  ----------  --------  --------              --------  --------  -----------

NONINTEREST-EARNING ASSETS:
Cash and due from banks               131,800     115,593
Premises and equipment                 94,927      85,822
Other, less allowance for loan
  losses                               64,103      41,956
                                   ----------  ----------


Total noninterest-earning assets      290,830     243,371
                                   ----------  ----------

TOTAL ASSETS                       $3,393,788  $2,873,687
                                   ----------  ----------

INTEREST-BEARING LIABILITIES:
Deposits                           $2,333,399  $1,864,705  $ 48,141  $ 35,282  4.16  3.80  $ 3,110   $ 9,749   $   12,859
Federal funds purchased and
 securities sold under
 agreements to repurchase             267,127     318,328     5,800     8,911  4.38  5.63   (1,990)   (1,121)      (3,111)
Long-term debt                         50,963      50,963     2,099     2,124  8.24  8.24      (25)       --          (25)
                                   ----------  ----------  --------  --------              --------  --------  -----------

Total interest-bearing
  liabilities                       2,651,489   2,233,996    56,040    46,317  4.26  4.17    1,095     8,628        9,723
                                   ----------  ----------  --------  --------              --------  --------  -----------

NONINTEREST-BEARING LIABILITIES:
Demand deposits                       464,223     411,777
Other liabilities                      32,214      23,252
                                   ----------  ----------

Total noninterest-bearing
  liabilities                         496,437     435,029
                                   ----------  ----------


Total Liabilities                   3,147,926   2,669,025
                                   ----------  ----------

Stockholders' equity                  245,862     204,662

TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY               $3,393,788  $2,873,687
                                   ==========  ==========

Interest rate spread                                                           3.39  3.58
                                                                               ====  ====
Net interest margin:                                       $ 61,643  $ 55,031                ($188)  $ 6,800   $    6,612
                                                           ========  ========              ========  ========  ===========
  to average assets                                                            3.67  3.85
                                                                               ====  ====
  To average interest-earning
    assets                                                                     4.01  4.21
                                                                               ====  ====
<FN>

(1)  Non-taxable interest income has been adjusted to a taxable equivalent rate, using the federal income tax rate of 35%.
(2)  Yield/rate-volume  changes  have been allocated to each category based on the percentage of each to the total change.
(3)  Nonaccrual  loans  are  included  in  the  average  loan  balances.  Interest income on nonaccrual loans is generally
recognized  on  a  cash  basis.
</TABLE>


                                     Page 9
<PAGE>
MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  RESULTS OF OPERATIONS AND FINANCIAL
CONDITION  (CONTINUED)
--------------------------------------------------------------------------------

NET  INTEREST  INCOME  (CONTINUED)

CURRENT  QUARTER  COMPARED  TO  PRIOR  YEAR  QUARTER
----------------------------------------------------
Net interest income on a tax equivalent basis increased $3,320 or 11.68% for the
quarter  ended  June 30, 2001, over the comparable period in 2000.  Net interest
margin  to  average  assets  decreased from 3.90% for the quarter ended June 30,
2000 to 3.71% for the quarter ended June 30, 2001.  This is attributable to a 21
basis  point  decrease  in  the  net interest margin to average interest-earning
assets  (4.04%  compared  to  4.25% for the same comparable periods). The mix of
interest-earning  assets  to  average  total  assets remained relatively stable.

Net  interest margin to average interest-earning assets decreased from 4.25% for
the  quarter  ended  June 30, 2000 to 4.04% for the quarter ended June 30, 2001.
This was attributable to a decline in the net interest spread from 3.60% for the
quarter  ended  June 30, 2000 to 3.43% for the quarter ended June 30, 2001.  The
decline in the net interest spread was due to the decrease in interest earned on
interest-earning  assets  exceeding the decrease in the cost of interest-bearing
liabilities.  The  yield on interest-earning assets decreased from 7.86% at June
30,  2000  to  7.50%  at  June  30,  2001, or 36 basis points, while the cost of
interest-bearing  liabilities decreased from 4.26% to 4.07%, or 19 basis points.
The  decrease  in  the yield on interest-earning assets was due to a decrease in
the yields on loans and taxable investment securities.  The decrease in the cost
of  interest-bearing  liabilities  was  due  to  a decrease in the rates paid on
interest-bearing  deposits  and  securities sold under agreements to repurchase.

CURRENT  YEAR-TO-DATE  PERIOD  COMPARED  TO  PRIOR  YEAR-TO-DATE  PERIOD
------------------------------------------------------------------------
Net interest income on a tax equivalent basis increased $6,612 or 12.02% for the
six months ended June 30, 2001, over the comparable period in 2000. Net interest
margin  to average assets decreased from 3.85% for the six months ended June 30,
2000  to 3.67% for the six months ended June 30, 2001. This is attributable to a
20  basis  point decrease in the net interest margin to average interest-earning
assets  (4.01%  compared  to  4.21%  for  the  same  comparable  periods).

Net  interest margin to average interest-earning assets decreased from 4.21% for
the  six  months  ended June 30, 2000 to 4.01% for the six months ended June 30,
2001.  This  was attributable to a decline in the net interest spread from 3.58%
for  the  six  months ended June 30, 2000 to 3.39% for the six months ended June
30,  2001.  The  decline  in  the net interest spread was due to the decrease in
interest  earned  on  interest-earning  assets  and  an  increase in the cost of
interest-bearing  liabilities.  The  yield  on interest-earning assets decreased
from 7.75% at June 30, 2000 to 7.65% at June 30, 2001, or 10 basis points, while
the  cost  of  interest-bearing  liabilities increased from 4.17% to 4.26%, or 9
basis  points. The decrease in the yield on interest-earning assets was due to a
decrease  in  the  yields on non-taxable investment securities and federal funds
sold.  The  increase  in  the cost of interest-bearing liabilities was due to an
increase  in  the  rates  paid  on  deposits  (primarily  CDs).

NONINTEREST  INCOME  AND  EXPENSE  (DOLLARS  IN  THOUSANDS)

CURRENT  QUARTER  COMPARED  TO  PRIOR  YEAR  QUARTER
----------------------------------------------------
Noninterest  income increased by $2,281 or 24.11% for the quarter ended June 30,
2001,  over the comparable period in 2000 due to increases in service charges on
deposits,  bankcard  fees,  and  gain on sale of securities.  Service charges on
deposits increased by $875 or 15.89% over the comparable period primarily due to
overall deposit growth. Bankcard fees increased by $199 or 16.81%.  Gain on sale
of  securities  increased  by  $858  over  the  comparable  period.

Noninterest expense increased by $5,245 or 21.22% for the quarter ended June 30,
2001  over  the  comparable  period  in  2000  due  to increases in salaries and
employee  benefits expense, amortization of intangibles, data processing expense
and  bankcard  processing  expense.  Salaries  and  employee  benefits  expense
increased  $2,135  or  18.41%  over  the  comparable  period primarily due to an
increase  in  the  number  of  employees,  the addition of seven new branches in
December  2000,  and  merit increases.  Amortization of intangibles increased by
$869  or  48.57%  over  the comparable period due to the goodwill related to the
acquisition  of  seven  new  branches in December 2000.  Data processing expense
increased  $471  or 23.33% over the comparable period due to the on-going growth
realized  by  Bancorporation.  Bankcard  processing expense increased by $124 or
9.77%  over  the  comparable  period  due  to  increased  bankcard  activity.

Overall, the noninterest margin (noninterest income less noninterest expense) to
average  assets  declined  from  a negative 2.09% for the quarter ended June 30,
2000  to  a negative 2.13% for the quarter ended June 30, 2001.  This was due to
an 11 basis point increase in non-interest expense to average assets offset by a
7  basis  point  increase  in  non-interest  income  to  average  assets.


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

NONINTEREST  INCOME  AND  EXPENSE  (CONTINUED)

CURRENT  YEAR-TO-DATE  PERIOD  COMPARED  TO  PRIOR  YEAR-TO-DATE  PERIOD
------------------------------------------------------------------------
Noninterest  income  increased by $5,744 or 32.11% for the six months ended June
30, 2001, over the comparable period in 2000 due to increases in service charges
on  deposits,  bankcard fees and gain on sale of securities.  Service charges on
deposits  increased by $1,692 or 15.98% over the comparable period primarily due
to  overall  deposit  growth. Bankcard fees increased by $432 or 19.74%. Gain on
sale  of  securities  increased  by  $2,651  over  the  comparable  period.

Noninterest expense increased by $10,176 or 21.18% for the six months ended June
30,  2001  over  the  comparable period in 2000 due to increases in salaries and
employee  benefits expense, amortization of intangibles, data processing expense
and  bankcard  processing  expense.  Salaries  and  employee  benefits  expense
increased  $4,082  or  17.84%  over  the  comparable  period primarily due to an
increase  in  the  number  of  employees,  the addition of seven new branches in
December  2000,  and  merit increases.  Amortization of intangibles increased by
$2,144  or  67.70% over the comparable period due to the goodwill related to the
acquisition  of  seven  new  branches in December 2000.  Data processing expense
increased  $694  or 17.83% over the comparable period due to the on-going growth
realized  by  Bancorporation.  Bankcard  processing expense increased by $360 or
15.45%  over  the  comparable  period  due  to  increased  bankcard  activity.

Overall, the noninterest margin (noninterest income less noninterest expense) to
average  assets improved from a negative 2.11% for the six months ended June 30,
2000  to  a negative 2.06% for the six months ended June 30, 2001.  This was due
to  a  15 basis point increase in non-interest income to average assets and a 10
basis  point  increase  in  non-interest  expense  to  average  assets.

INCOME  TAXES  (DOLLARS  IN  THOUSANDS)

Total income tax expense increased by $28 or .74% for the quarter ended June 30,
2001  over  the  comparable  period  in  2000 due to the increase in net income.
Total  income  tax  expense increased by $912 or 12.85% for the six months ended
June  30,  2001  over  the  comparable period in 2000 due to the increase in net
income.  The  effective  tax  rate was 33.5% and 34.5% at June 30, 2001 and June
30,  2000,  respectively.

                               FINANCIAL CONDITION


INVESTMENT  SECURITIES  (DOLLARS  IN  THOUSANDS)

As  of  June  30,  2001,  the investment portfolio totaled $817,266, compared to
$668,525  at  June  30, 2000.  The investment portfolio  increased as funds were
shifted from federal funds sold to the bond portfolio.  Bancorporation continues
to  invest  primarily  in  short-term  U.S.  government  obligations  and agency
securities to minimize credit, interest rate and liquidity risk.  The investment
portfolio  consisted  of 93.16% and 92.63% U.S. government and government agency
securities  as  of June 30, 2001 and June 30, 2000, respectively.  The remainder
of  the  investment portfolio consists of municipal bonds and equity securities.

LOANS  AND  THE  ALLOWANCE  FOR  LOAN  LOSSES  (DOLLARS  IN  THOUSANDS)

As  of  June  30, 2001, loans totaled $2,159,166, compared to $1,991,812 at June
30,  2000,  an  increase  of  $167,354, or 8.40%, which is the primary result of
normal  loan  growth.  Between  June  30,  2000 and June 30, 2001, approximately
$32,000  of  loans  were  acquired  from  other  financial  institutions.  The
composition  of  the loan portfolio has not shifted significantly since June 30,
2000.  Loan  growth  was  funded  through  core deposits and short-term borrowed
funds.



                                     Page 11
<PAGE>
MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  RESULTS OF OPERATIONS AND FINANCIAL
CONDITION  (CONTINUED)
--------------------------------------------------------------------------------

LOANS  AND  THE  ALLOWANCE  FOR  LOAN  LOSSES  (CONTINUED)

It  is  the policy of Bancorporation to maintain an allowance for loan losses to
absorb  potential  losses  inherent  in the loan portfolio.  Management believes
that  the  provision  taken  during  the  six  months  ended  June  30, 2001 was
appropriate  to  provide  an  allowance for loan losses which considers the past
experience  of charge-offs, the level of past due and nonaccrual loans, the size
and  mix  of  the  loan  portfolio,  credit classifications and general economic
conditions  in  Bancorporation's  market  areas.

An analysis of activity in the allowance for loan losses as of June 30, 2001 and
2000  is  presented  below.  The allowance for loan losses is maintained through
charges  to  the provision for loan losses.  Loan charge-offs and recoveries are
charged  or  credited  directly  to  the  allowance  for  loan  losses.

<TABLE>
<CAPTION>
                                 AS OF AND FOR THE   AS OF AND FOR THE
                                  QUARTER  ENDED     SIX MONTHS ENDED
                                     JUNE  30,           JUNE  30,
                                ------------------  ------------------
ALLOWANCE FOR LOAN LOSSES:        2001      2000      2001      2000
                                --------  --------  --------  --------
<S>                             <C>       <C>       <C>       <C>
Balance at beginning of period  $37,197   $34,265   $37,001   $32,972
Provision for loan losses         1,979     1,994     2,603     3,553
                                --------  --------  --------  --------
Charge-offs                      (1,094)   (1,140)   (1,861)   (1,840)
Recoveries                          377       318       716       752
                                --------  --------  --------  --------
Net charge-offs                    (717)     (822)   (1,145)   (1,088)
                                --------  --------  --------  --------
Balance at end of period        $38,459   $35,437   $38,459   $35,437
                                --------  --------  --------  --------

Nonperforming assets            $ 5,177   $ 3,566   $ 5,177   $ 3,566

Annualized net charge-offs to:
Average loans                       .14%      .17%      .11%      .11%
Loans at end of period              .13%      .17%      .11%      .11%
Allowance for loan losses          7.48%     9.33%     6.00%     6.17%
</TABLE>

FUNDING  SOURCES  (DOLLARS  IN  THOUSANDS)

Bancorporation's  primary  source  of funds is its deposit base.  Total deposits
increased  $563,450 or 24.10% from June 30, 2000 to June 30, 2001.  Between June
30,  2000  and  June  30, 2001, approximately $189,123 of deposits were acquired
from  other  financial  institutions.  Additionally, $213,132 of securities sold
under  agreements to repurchase were reclassified to deposits in February, 2001.
Average  deposits  were  $2,797,622 and $2,276,482 at June 30, 2001 and June 30,
2000,  respectively.

Short-term  borrowings  in  the  form  of  securities  sold  under agreements to
repurchase  are  another  source  of  funds.  Short-term  borrowings  decreased
$127,230  or  38.97%  from  June 30, 2000 to June 30, 2001, primarily due to the
reclassification  discussed  in  the  previous  paragraph.  Average  short-term
borrowings  were  $267,127  and  $318,328  at  June  30, 2001 and June 30, 2000,
respectively.

CAPITAL  RESOURCES

Regulatory agencies define capital as Tier I, consisting of stockholders' equity
less  ineligible  intangible  assets,  and  Total  Capital, consisting of Tier I
capital  plus the allowable portion of the allowance for loan losses and certain
long-term  debt.

Regulatory  guidelines require a minimum ratio of total capital to risk-adjusted
assets  of  8  percent,  with  at least 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 capital ratio of 10
percent,  and  a  Tier  I  leverage  ratio  of  5  percent  are  considered
well-capitalized  by  regulatory  standards.  The  following  table  details
Bancorporation's  capital  ratios  at  June  30,  2001  and  2000.



                                     Page 12
<PAGE>
MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  RESULTS OF OPERATIONS AND FINANCIAL
CONDITION  (CONTINUED)
--------------------------------------------------------------------------------

CAPITAL RESOURCES (CONTINUED)

CAPITAL  RATIOS                                                     June 30,
                                                               -----------------
                                                                2001       2000
                                                                ----       ----
Tier I leverage ratio                                           7.13%      8.10%
Total risk-based capital ratio                                 12.31%     13.20%
    Tier I                                                     11.06%     11.92%
    Tier II                                                     1.25%      1.28%


ITEM  3.  QUANTITATIVE  AND  QUALITATIVE  DISCLOSURES  ABOUT  MARKET  RISK

There  have  been  no  material changes in market risk exposures that affect the
quantitative  and  qualitative disclosures presented as part of Bancorporation's
Annual  Report  on  Form  10-K  for  the  year  ended  December  31,  2000.



                                     Page 13
<PAGE>
                           PART II - OTHER INFORMATION

Item  1.  Legal  Proceedings

Bancorporation  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

The annual meeting of shareholders of Registrant was held on April 25, 2001.  At
the  meeting,  Shareholders  voted to fix the number of Directors at 19 for 2001
with  891,212  shares  voted  for,  3,222 shares voted against, and 2,623 shares
abstained,  and  the  19  Nominees  named in Registrant's Proxy Statement, dated
March  26,  2001,  were  elected  as  Directors  for  a  term  of  1  year.

<TABLE>
<CAPTION>
Nominees             For    Withheld  Against  Abstained
-----------------  -------  --------  -------  ---------
<S>                <C>      <C>       <C>      <C>

C.H. Ames          893,023     1,378        -          -
J.B. Apple         891,728     1,378        -          -
R.W. Blackmon      892,085     1,378        -          -
P.M. Bristow       891,728     1,378        -          -
G.H. Broadrick     892,968     1,378        -          -
W.C. Cottingham    893,023     1,378        -          -
D.E. Dukes         893,023     1,378        -          -
W.E. Hancock, III  893,023     1,378        -          -
R.B. Haynes        893,023     1,378        -          -
W.E. Haynes        893,023     1,378        -          -
L.M. Henderson     893,023     1,378        -          -
F.B. Holding       891,728     1,378        -          -
D.H. Jordan        893,023     1,378        -          -
C.S. McLaurin      891,728     1,378        -          -
E.H. Miller, Sr.   891,728     1,378        -          -
W. Morrisette      893,023     1,378        -          -
E.P. Palmer        893,023     1,378        -          -
W.E. Sellars       893,023     1,378        -          -
H.F. Sherrill      893,023     1,378        -          -
</TABLE>

No  other matters were voted on at the meeting, and there was no solicitation in
opposition  to  management's  Nominees  listed  in  the  Proxy  Statement.

Item  5.  Other  Information

Not  Applicable.

Item  6.  Exhibits  and  Reports  on  Form  8-K

(a)  Exhibits  -  The  following  exhibits  are  either  attached  hereto  or
     incorporated  by  reference:

     3.1  Articles  of  Incorporation of the Registrant as amended (incorporated
          herein  by  reference  to  Exhibit 3.1 of the Registrant's 1994 Annual
          Report  on  Form  10-K).


                                     Page 14
<PAGE>
     3.3  Bylaws  of the Registrant as amended (incorporated herein by reference
          to  Exhibit  3.3 of the Registrant's 1997 Annual Report on Form 10-K).

     4.1  Amended  and  Restated  Trust  Agreement  of  FCB/SC  Capital  Trust I
          (incorporated  herein  by  reference  to  Exhibit  4.1 of Registrant's
          Statement  No.  333-60319  filed  with  the  SEC  on  July  31, 1998).

     4.2  Form  of  Guaranty  Agreement  (incorporated  herein  by  reference to
          Exhibit 4.2 of Registrant's registration Statement No. 333-60319 filed
          with  the  SEC  on  July  31,  1998).

     4.3  Junior  Subordinated  Indenture  between  Registrant and Bankers Trust
          Company,  as  Debenture  Trustee  (incorporated herein by reference to
          Exhibit 4.3 of registrant's Registration Statement No. 333-60319 filed
          with  the  SEC  on  July  31,  1998).

     4.4  Form of Certificate evidencing Capital Securities (incorporated herein
          by reference to Exhibit 4.5 in the Registrant's Registration Statement
          No.  333-60319  filed  with  the  SEC  on  July  31,  1998).

     4.5  Form  of  Junior  Subordinated  Debenture  (incorporated  herein  by
          reference  to  Exhibit  4.6 in the Registrant's Registration Statement
          No.  333-60319  filed  with  the  SEC  on  July  31,  1998).

    10.1  Employment  Agreement  between  E. Hite Miller, Sr. and the Bank dated
          April  21,  1998  (incorporated herein by reference to Exhibit 10.2 in
          the  Registrant's  1998  Annual  Report  on  Form  10-K).

   *10.2  Employee  Death  Benefit  and Post-Retirement  Noncompetition  and
          Consultation  Agreement, dated December 31, 1998, between the Bank and
          E.  Hite Miller, Sr. (incorporated herein by reference to Exhibit 10.3
          in  the  Registrant's  1998  Annual  Report  on  Form  10-K).

   *10.3  Employee  Death  Benefit  and Post-Retirement  Noncompetition  and
          Consultation  Agreement, dated December 31, 1998, between the Bank and
          Jim  B. Apple (incorporated herein by reference to Exhibit 10.4 in the
          Registrant's  1998  Annual  Report  on  Form  10-K).

   *10.4  Employee  Death  Benefit  and Post-Retirement  Noncompetition  and
          Consultation  Agreement, dated December 31, 1998, between the Bank and
          Jay  C.  Case (incorporated herein by reference to Exhibit 10.5 in the
          Registrant's  1998  Annual  Report  on  Form  10-K).

   *10.5  Employee  Death  Benefit  and Post-Retirement  Noncompetition  and
          Consultation  Agreement, dated December 31, 1998, between the Bank and
          Charles  S. McLaurin, III (incorporated herein by reference to Exhibit
          10.6  in  the  Registrant's  1998  Annual  Report  on  Form  10-K).

   *10.6  Employee  Death  Benefit  and Post-Retirement  Noncompetition  and
          Consultation  Agreement, dated December 31, 1998, between the Bank and
          Charles  D.  Cook (incorporated herein by reference to Exhibit 10.7 in
          the  Registrant's  1998  Annual  Report  on  Form  10-K).

      11  Statement  re  computation  of  per  share  earnings (filed herewith).

          *Denotes  a management contract or compensatory plan or arrangement in
          which  an  executive  officer  or director of Registrant participates.

     (b)  No  reports  on  Form 8-K were filed during the quarter ended June 30,
          2001




                                     Page 15
<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:  August 14, 2001                       By:  /S/  Craig  L.  Nix
      --------------------                       -------------------------------
                                                  Craig  L.  Nix
                                                  (Chief  Financial  Officer)


<PAGE>