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 March 31, 1999             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 April 30, 1999
               -----                               -----------------------------

     Voting Common Stock, $5.00 Par Value                    882,766  Shares
     Non-voting Common Stock, $5.00 Par  Value                36,409  Shares

<PAGE>
<TABLE>
<CAPTION>
FIRST  CITIZENS  BANCORPORATION  OF  SOUTH  CAROLINA  AND  SUBSIDIARIES
-------------------------------------------------------------------------------

PART  I  -  FINANCIAL  INFORMATION
ITEM  1.  FINANCIAL  STATEMENTS

CONSOLIDATED  BALANCE  SHEET  -  UNAUDITED  (DOLLARS  IN  THOUSANDS)

                                                                 MARCH 31,  December 31,   March 31,
                                                                   1999         1998         1998
                                                                -----------  -----------  -----------
<S>                                                             <C>          <C>          <C>
Cash and due from banks. . . . . . . . . . . . . . . . . . . .  $  107,001   $  115,795   $  111,163 
Interest-bearing deposits in financial institutions. . . . . .           -            -        7,700 

Investment securities:
  Held-to-maturity . . . . . . . . . . . . . . . . . . . . . .      24,413      591,286      589,863 
  Available-for-sale . . . . . . . . . . . . . . . . . . . . .     600,821       32,542       36,567 
                                                                -----------  -----------  -----------
Total securities . . . . . . . . . . . . . . . . . . . . . . .     625,234      623,828      626,430 
Federal funds sold . . . . . . . . . . . . . . . . . . . . . .      87,100       64,000       47,800 
Gross loans. . . . . . . . . . . . . . . . . . . . . . . . . .   1,598,043    1,573,069    1,437,676 
  Less:  Reserve for loan losses . . . . . . . . . . . . . . .     (28,760)     (28,306)     (26,306)
                                                                -----------  -----------  -----------
Net loans. . . . . . . . . . . . . . . . . . . . . . . . . . .   1,569,283    1,544,763    1,411,370 
Other real estate owned. . . . . . . . . . . . . . . . . . . .         207          402          381 
Other assets . . . . . . . . . . . . . . . . . . . . . . . . .     133,604      134,980      115,892 
                                                                -----------  -----------  -----------
     TOTAL ASSETS. . . . . . . . . . . . . . . . . . . . . . .  $2,522,429   $2,483,768   $2,320,736 
                                                                ===========  ===========  ===========

LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
  Demand . . . . . . . . . . . . . . . . . . . . . . . . . . .  $  361,176   $  354,239   $  326,920 
  Time & Savings . . . . . . . . . . . . . . . . . . . . . . .   1,678,972    1,683,248    1,564,024 
                                                                -----------  -----------  -----------
Total deposits . . . . . . . . . . . . . . . . . . . . . . . .   2,040,148    2,037,487    1,890,944 
Securities sold under repurchase agreements. . . . . . . . . .     236,725      204,702      189,963 
Long-term debt:. . . . . . . . . . . . . . . . . . . . . . . .      50,000       50,000       50,000 
Term loan. . . . . . . . . . . . . . . . . . . . . . . . . . .           -            -        6,875 
Other liabilities. . . . . . . . . . . . . . . . . . . . . . .      18,118       17,404       16,351 
                                                                -----------  -----------  -----------
     TOTAL LIABILITIES . . . . . . . . . . . . . . . . . . . .   2,344,991    2,309,593    2,154,133 

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 March 31, 1999,
    December 31, 1998 and March 31, 1998 - 36,409. . . . . . .         182          182          182 
  Voting common stock - $5.00 par value, authorized 2,000,000;
    issued and outstanding March 31, 1999 - 882,766;
   December 31, 1998 - 885,275; and March 31, 1998 - 892,813 .       4,414        4,426        4,464 
  Surplus. . . . . . . . . . . . . . . . . . . . . . . . . . .      55,000       55,000       55,000 
  Undivided profits. . . . . . . . . . . . . . . . . . . . . .     107,381      102,888       88,564 
  Accumulated other comprehensive income . . . . . . . . . . .       7,179        8,397       15,111 
                                                                -----------  -----------  -----------
     TOTAL STOCKHOLDERS' EQUITY. . . . . . . . . . . . . . . .     177,438      174,175      166,603 
                                                                -----------  -----------  -----------
     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY. . . . . . . .  $2,522,429   $2,483,768   $2,320,736 
                                                                ===========  ===========  ===========
</TABLE>

                                      2
<PAGE>
<TABLE>
<CAPTION>
FIRST  CITIZENS  BANCORPORATION  OF  SOUTH  CAROLINA  AND  SUBSIDIARIES
-----------------------------------------------------------------------

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

                                                THREE MONTHS ENDED
                                                      MARCH 31,
                                           ----------------------------
                                             1999      1998        %
                                           --------  ---------  -------
<S>                                        <C>       <C>        <C>
INTEREST INCOME AND FEES:
  Loans . . . . . . . . . . . . . . . . .  $ 32,626  $ 30,913     5.54 
  United States Government obligations. .     7,653     7,749    (1.24)
  Mortgage-backed securities. . . . . . .         9        17   (47.06)
  Tax-exempt securities . . . . . . . . .       342       450   (24.00)
  Other securities and federal funds sold     1,254       873    43.64 
                                           --------  ---------         
                                             41,884    40,002     4.70 
                                           --------  ---------         

INTEREST EXPENSE:
  Deposits. . . . . . . . . . . . . . . .    14,520    14,709    (1.28)
  Short-term borrowings . . . . . . . . .     2,877     2,458    17.05 
  Long-term borrowings. . . . . . . . . .     1,031       362   184.81 
                                           --------  ---------         
                                             18,428    17,529     5.13 
                                           --------  ---------         

Net interest income . . . . . . . . . . .    23,456    22,473     4.37 
Provision for loan losses . . . . . . . .       663       281   135.94 
                                           --------  ---------         

Net interest income after
  provision for loan losses . . . . . . .    22,793    22,192     2.71 
                                           --------  ---------         

NONINTEREST INCOME:
  Service charges on deposit accounts . .     4,100     3,721    10.19 
  Fees for other customer services. . . .     2,441     2,294     6.41 
  Other . . . . . . . . . . . . . . . . .       968       627    54.39 
                                           --------  ---------         
                                              7,509     6,642    13.05 
                                           --------  ---------         

NONINTEREST EXPENSE:
  Salaries and employee benefits. . . . .    10,386     8,750    18.70 
  Net occupancy expense . . . . . . . . .       833       748    11.36 
  Furniture and equipment expense . . . .       525       434    20.97 
  Depreciation expense. . . . . . . . . .     1,681     1,377    22.08 
  Amortization of intangibles . . . . . .     1,412     2,014   (29.89)
  Other . . . . . . . . . . . . . . . . .     7,076     5,768    22.68 
                                           --------  ---------         
                                             21,913    19,091    14.78 
                                           --------  ---------         

Income before income taxes. . . . . . . .     8,389     9,743   (13.90)
Applicable income taxes . . . . . . . . .     2,924     3,424   (14.60)
                                           --------  ---------         

NET INCOME. . . . . . . . . . . . . . . .  $  5,465  $  6,319   (13.51)
                                           --------  ---------         

                                           ============================

NET INCOME PER COMMON SHARE - BASIC . . .  $   5.89  $   6.80   (13.31)

WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING. . . . . . . . . . . .   919,835   929,222    (1.01)
</TABLE>

                                      3
<PAGE>
<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, 1997 . . . . .  $3,282  $  182  $4,464   $ 55,000  $ 82,287   $13,203   $158,418 
Comprehensive income:
  Net income                                                                  6,319 
  Change in unrealized gain
     on investment securities
     available-for-sale, net of taxes
     of $1,027                                                                          1,908 
Total comprehensive income                                                                         8,227 
Preferred stock dividends                                                       (42)                 (42)
                                        ------  ------  -------  --------  ---------  --------  ---------
Balance at March 31, 1998. . . . . . .   3,282     182   4,464     55,000    88,564    15,111    166,603 
Comprehensive income:
  Net income                                                                 17,299 
  Change in unrealized gain
     on investment securities
     available-for-sale, net of taxes
     of $3,615                                                                         (6,714)
Total comprehensive income                                                                        10,585 
Reacquired voting common stock                             (38)              (2,846)              (2,884)
Preferred stock dividends                                                      (129)                (129)
                                        ------  ------  -------  --------  ---------  --------  ---------
Balance at December 31, 1998 . . . . .   3,282     182   4,426     55,000   102,888     8,397    174,175 
Comprehensive income:
  Net income                                                                  5,465 
  Change in unrealized gain
     on investment securities
     available-for-sale, net of taxes
     of ($2,422)                                                                       (1,218)
Total comprehensive income                                                                         4,247 
Reacquired voting common stock                             (12)                (930)                (942)
Preferred stock dividends                                                       (42)                 (42)
                                        ------  ------  -------  --------  ---------  --------  ---------
Balance at March 31, 1998. . . . . . .  $3,282  $  182  $4,414   $ 55,000  $107,381   $ 7,179   $177,438 
                                        ======  ======  =======  ========  =========  ========  =========
</TABLE>

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

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

                                                                           Three Months Ended
                                                                               March  31,
                                                                         ---------------------
                                                                           1999        1998
                                                                         ---------  ----------
<S>                                                                      <C>        <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net Income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $  5,465   $   6,319 
  Adjustments to reconcile net income to net cash provided
    by operating activities:
    Provision for loan losses . . . . . . . . . . . . . . . . . . . . .       663         281 
    Depreciation and amortization . . . . . . . . . . . . . . . . . . .     3,090       3,390 
    Amortization of investment securities . . . . . . . . . . . . . . .       137         247 
    Provision for deferred income taxes . . . . . . . . . . . . . . . .    (6,874)     (6,876)
    (Gains)/losses on sales of premises and equipment . . . . . . . . .      (150)         58 
    Decrease/(increase) in interest income accrued, not collected . . .       261      (1,986)
    Increase in accrued interest payable. . . . . . . . . . . . . . . .       598         654 
    Originations of loans held for resale . . . . . . . . . . . . . . .   (40,738)    (30,611)
    Proceeds from sales of loans held for resale. . . . . . . . . . . .    46,532      31,516 
    Gains on sales of loans held for resale . . . . . . . . . . . . . .      (223)        (97)
    Decrease in other assets. . . . . . . . . . . . . . . . . . . . . .     8,949       7,448 
    Increase in other liabilities . . . . . . . . . . . . . . . . . . .       116       1,709 
    Other operating activities. . . . . . . . . . . . . . . . . . . . .         0           0 
                                                                         ---------  ----------
  NET CASH PROVIDED BY OPERATING ACTIVITIES . . . . . . . . . . . . . .    17,826      12,052 
                                                                         =========  ==========

CASH FLOWS FROM INVESTING ACTIVITIES:
    Net increase in loans . . . . . . . . . . . . . . . . . . . . . . .   (30,754)    (10,157)
    Calls, maturities and prepayments of securities, available-for-sale    79,802           0 
    Purchases of investment securities, available-for-sale. . . . . . .   (83,862)     (1,719)
    Calls, maturities and prepayments of securities, held-to-maturity .       934      70,433 
    Purchases of investment securities, held-to-maturity. . . . . . . .      (290)   (104,047)
    Increase in federal funds sold. . . . . . . . . . . . . . . . . . .   (23,100)    (35,900)
    Proceeds from sales of premises and equipment . . . . . . . . . . .     2,512         470 
    Purchases of premises and equipment . . . . . . . . . . . . . . . .    (5,313)     (5,906)
    Decrease/(increase) in other real estate owned. . . . . . . . . . .       195         191 
    Net decrease in intangible assets . . . . . . . . . . . . . . . . .      (444)       (199)
                                                                         ---------  ----------
      NET CASH USED IN INVESTING ACTIVITIES . . . . . . . . . . . . . .   (60,320)    (86,834)
                                                                         =========  ==========

CASH FLOWS FROM FINANCING ACTIVITIES:
    Net increase in deposits. . . . . . . . . . . . . . . . . . . . . .     2,661      11,524 
    Increase in federal funds purchased and securities sold
      under agreements to repurchase. . . . . . . . . . . . . . . . . .    32,023       5,795 
    Net increase in long term borrowing . . . . . . . . . . . . . . . .         0      52,000 
    Principal repayments on long-term debt. . . . . . . . . . . . . . .         0      (8,983)
    Maturities of term loan . . . . . . . . . . . . . . . . . . . . . .         0        (625)
    Cash dividends paid . . . . . . . . . . . . . . . . . . . . . . . .       (42)        (42)
    Reacquired common stock . . . . . . . . . . . . . . . . . . . . . .      (942)          0 
                                                                         ---------  ----------
      NET CASH PROVIDED BY FINANCING ACTIVITIES . . . . . . . . . . . .    33,700      59,669 
                                                                         =========  ==========

DECREASE IN CASH AND DUE FROM BANKS . . . . . . . . . . . . . . . . . .    (8,794)    (15,113)
CASH AND DUE FROM BANKS AT BEGINNING OF PERIOD. . . . . . . . . . . . .   115,795     126,276 
                                                                         ---------  ----------
CASH AND DUE FROM BANKS AT END OF PERIOD. . . . . . . . . . . . . . . .  $107,001   $ 111,163 
                                                                         =========  ==========
</TABLE>

                                      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") is set forth in Note 1
to  the  Consolidated  Financial Statements in Bancorporation's Annual Report on
Form 10-K for 1998.  The significant accounting policies used during the current
quarter  are  unchanged from those disclosed in the 1998 Annual Report, with the
following  exceptions:

     In  June  1998,  the  Financial  Accounting Standards Board ("FASB") issued
Statements  of  Financial Accounting Standards ("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  adopted  SFAS  No.  133 effective January 1, 1999.
Accordingly,  although  Bancorporation  does  not  have  derivative instruments,
management,  as  of January 1, 1999, has elected to transfer the U.S. Government
obligations  portion  of  its  held-to-maturity  securities  into  the
available-for-sale  category,  as  permitted  by  SFAS  No.  133.  The  total
transferred  to  the available-for-sale category was $568,944 with an adjustment
to  stockholders'  equity  for  $1,854,  net  of  tax  effect  of  $998.

     In  October  1998,  the  FASB issued SFAS No. 134, "Accounting for Mortgage
Backed  Securities  Retained After the Securitization of Mortgages Held for Sale
by  a  Mortgage  Banking Enterprise". SFAS No. 134 requires that after an entity
that  is  engaged  in mortgage banking activities has securitized mortgage loans
that  are  held-for-sale,  it  must  classify  the  resulting  mortgage-backed
securities  or  other retained interests based on its ability and intent to sell
or  hold  those  investments.  The  statement  is  effective  for  fiscal  years
beginning  after  December  15, 1998.  Bancorporation adopted SFAS No. 134 as of
January  1,  1999.  The  effect  of  adoption  is  immaterial.

                                      6
<PAGE>
MANAGEMENT'S  OPINION

The preceding financial statements and the notes thereto are unaudited; however,
in  the  opinion  of  management,  all adjustments comprised of 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  1999  presentation.

MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION AND RESULTS OF
OPERATIONS
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
SUMMARY  (dollars  in  thousands)

                                                Quarter  ended
                                                  March  31,
                                          ------------------------
SELECTED AVERAGE BALANCES:                   1999         1998
----------------------------------------  -----------  -----------
<S>                                       <C>          <C>
Total assets . . . . . . . . . . . . . .  $2,518,229   $2,264,987 
Gross loans. . . . . . . . . . . . . . .   1,579,202    1,432,214 
Short-term borrowed funds. . . . . . . .     258,841      205,187 
Long-term debt . . . . . . . . . . . . .      50,000       19,583 
Noninterest bearing deposits . . . . . .     352,031      318,456 
Total deposits . . . . . . . . . . . . .   2,016,090    1,862,645 
Stockholders' Equity . . . . . . . . . .     176,979      162,228 

QUALITY DATA:
----------------------------------------                          
Nonperforming assets . . . . . . . . . .       2,814        3,097 
Net chargeoffs . . . . . . . . . . . . .         209          110 
Reserve for loan losses. . . . . . . . .      28,760       26,306 
Gross loans. . . . . . . . . . . . . . .   1,598,043    1,437,676 

RATIOS:
----------------------------------------                          
Return on assets . . . . . . . . . . . .         .87%        1.12%
Return on equity . . . . . . . . . . . .       12.35%       15.58%
Nonperforming assets to gross loans. . .         .18%         .22%
Annualized net chargeoffs to gross loans         .05%         .03%
Reserve for loan losses to gross loans .        1.80%        1.83%
Reserve for loan losses times
   nonperforming assets. . . . . . . . .      10.22X        8.49x 
</TABLE>

INVESTMENT  SECURITIES  (dollars  in  thousands)

As of March 31, 1999, the investment portfolio was $625,234 compared to $626,430
for  the  same  period in 1998.  Bancorporation continues to invest primarily in
short-term  U.S.  Government obligations thereby minimizing the credit, interest
rate  and  liquidity  risk  of  the  investment  portfolio.  The  portfolio  was
comprised of 91.27% U.S. Government obligations as of March 31, 1999 as compared
to  89.05%  for  the  same  period  in  1998.  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.  As a part of Year 2000 cash management planning, Bancorporation
transferred  the  U.  S.  Government obligations portion of its held-to-maturity
securities  into  the available-for-sale category, as permitted by SFAS No. 133.
The  total  transferred  to the available-for-sale category was $568,944 with an
adjustment  to  stockholders'  equity  for  $1,854,  net  of tax effect of $998.

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

LOANS

Growth  in  loans  is  attributed  primarily  to  strong  loan demand due to the
continuing  favorable interest rate environment.  The loan portfolio mix did not
change  significantly  and  no major change is expected in 1999.  The growth was
funded by deposits acquired through acquisitions and growth in core deposits and
short-term  borrowings.

<TABLE>
<CAPTION>
CAPITAL  RATIOS
                              March  31,
                           --------------
                            1999    1998
                           ------  ------
<S>                        <C>     <C>
Tier I leverage ratio . .   8.26%   8.07%
Risk based capital ratio:
  Total . . . . . . . . .  14.37%  14.51%
  Tier I. . . . . . . . .  13.12%  12.89%
  Tier II . . . . . . . .   1.25%   1.62%
</TABLE>

Regulatory  agencies  divide  capital  into  Tier I, consisting of stockholders'
equity  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)
Despite  a  decrease  in  net interest margin, net interest income was up in the
first quarter due to growth in interest-earning assets, primarily commercial and
residential  mortgage  loans. 

                                      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)

             THREE MONTHS ENDED MARCH 31,
-----------------------------------------------------
     Average Volume         Interest     Average Rate                                              Variance Due To
----------------------  ----------------  ----------                                               -----------------
   1999        1998      1999     1998    1999  1998                                                Rate     Volume    Variance
----------  ----------  -------  -------  ----  ----                                               -------  --------  ----------
<C>         <C>         <C>      <C>      <C>   <C>   <S>                                         <C>       <C>       <C>
                                                      INTEREST-EARNING ASSETS:
$1,579,202  $1,432,214  $32,773  $31,032  8.42  8.79  Loans. . . . . . . . . . . . . . . . . . .  ($1,353)  $ 3,094   $   1,741 
   601,830     565,005    7,757    7,845  5.23  5.63  Taxable investment securities. . . . . . .     (569)      481         (88)
    24,277      32,003      526      692  8.67  8.65  Non-taxable investment securities. . . . .        1      (167)       (166)
    99,081      49,916    1,159      670  4.74  5.44  Federal funds sold . . . . . . . . . . . .      (94)      583         489 
         0       7,700        0      123  0.00  6.48  Other earning assets . . . . . . . . . . .     (123)        0        (123)
                        -------   ------                                                           -------  --------  ----------
 2,304,390   2,086,838   42,215   40,362  7.43  7.84       Total interest-earning assets . . . .   (2,138)    3,991       1,853 

                                                      NONINTEREST-EARNING ASSETS:
   107,423      88,661                                Cash and due from banks
    80,269      61,922                                Premises and equipment
    26,147      27,566                                Other, less reserve for loan losses

   213,839     178,149                                     Total noninterest-earning assets

$2,518,229  $2,264,987                                TOTAL ASSETS
==========  ==========

                                                      INTEREST-BEARING LIABILITIES:
$1,664,059  $1,544,189  $14,521  $14,709  3.54  3.86  Deposits . . . . . . . . . . . . . . . . .  ($1,249)  $ 1,061       ($188)
                                                      Federal funds purchased and securities
   258,841     205,187    2,876    2,458  4.51  4.86    sold under agreements to repurchase. . .     (187)      605         418 
    50,000      19,583    1,031      362  8.25  7.39  Long-term debt . . . . . . . . . . . . . .       42       627         669 
                        -------  -------                                                          --------  -------       ------
 1,972,900   1,768,959   18,428   17,529  3.79  4.02       Total interest-bearing liabilities. .   (1,394)    2,293         899 
                        -------  -------                                                          --------  -------       ------

                                                      NONINTEREST-BEARING LIABILITIES:
   352,031     318,456                                Demand deposits
    16,319      15,344                                Other liabilities

   368,350     333,800                                     Total noninterest-bearing liabilities

   176,979     162,228                                Stockholders' equity

                                                      TOTAL LIABILITIES AND
$2,518,229  $2,264,987                                  STOCKHOLDERS' EQUITY
==========  ==========                                                                                                          
                                          3.64  3.82  Interest rate spread
                                          ====  ====
                        $23,787  $22,833  4.18  4.44  Net interest margin. . . . . . . . . . . .    ($744)  $ 1,698   $     954 
                        =======  =======  ====  ====                                               =======  =======   ==========

*  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>

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

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.

<TABLE>
<CAPTION>
                                      THREE MONTHS ENDED
                                           MARCH  31,
                                      ------------------
RESERVE FOR LOAN LOSSES:                 1999     1998
                                      --------  --------
<S>                                   <C>       <C>
Balance at beginning of period        $28,306   $26,135 
Provision for loan losses                 663       281 
                                      --------  --------
Chargeoffs                               (585)     (709)
Recoveries                                376       599 
                                      --------  --------
Net chargeoffs                           (209)     (110)
                                      --------  --------
Balance at end of period              $28,760   $26,306 
                                      --------  --------

Nonperforming assets                  $ 2,814   $ 3,097 

Annualized net chargeoffs to:
  Average loans                           .05%      .03%
  Loans at end of period                  .05%      .03%
  Reserve for loan losses                2.91%     1.67%
</TABLE>

NONINTEREST  INCOME  AND  EXPENSE  (dollars  in  thousands)
Total  noninterest  income  increased  $867 or 13.05% for the three months ended
March  31, 1999.  Most of the increase was due to an increase in service charges
on  deposit  accounts,  gain  on sale of loans, gain on sale of fixed assets and
preneed  fiduciary  fees.

Total  noninterest  expense  was  up $2,822 or 14.78% for the three months ended
March 31, 1999.  Most of the increase was due to normal operating expenses and a
one-time  staffing  reorganization  expense  of $465,000 in the first quarter of
1999.

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 also may arise from
other  sources  as  well,  such  as  the use of special codes and conventions in
software  that  make  use  of  the  date  field.

                                      10
<PAGE>
YEAR  2000  (CONTINUED)

     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  of  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.

     COSTS  -  Bancorporation  is  determined  to  use all 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  1999 is $1,420 and the remaining Y2K budget
through  the year 2000 is $1,840.  Expenses for the quarter ended March 31, 1999
were  $311.  Bancorporation  is  expensing  all  costs  associated with required
system  changes  as  those  costs  are  incurred and such costs are being funded
through  operating  cash  flows.

     AWARENESS - During March 1997, Bancorporation developed its plan to address
the  Y2K  issue.  Bancorporation  hired  consultants  to  direct  Y2K compliance
efforts.  A  Y2K  Program  Office  ("PMO")  consisting  of in-house personnel is
responsible  for  leading  the overall Y2K process.  The PMO is supported by the
Executive  Steering  Committee  ("Committee"), a group of senior managers within
the  organization  that is chaired by the Chief Financial Officer.  Both the PMO
and the Committee meet monthly to review Y2K progress.  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  systems  supported  by  FCBNC.  The  PMO  meets bi-monthly with FCBNC to
monitor  the status of their compliance efforts.  Quarterly progress reports are
made to Bancorporation's Board of Directors on the overall Y2K Program progress.

                                      11
<PAGE>
YEAR  2000  (CONTINUED)

     ASSESSMENT  - 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 remediation
with  Bancorporation's  staff, which, in most cases, entails the installation of
upgrades provided by outside vendors.  Of 88 non-mainframe systems, 77 have been
remediated  and  tested.

     Non-IT  systems  are  more  difficult to analyze for Y2K compliance and are
dependent  on vendor feedback to determine what will be necessary to achieve Y2K
compliance.  Bancorporation  has  mailed  101  environmental  letters, involving
heating,  air  conditioning,  utilities,  etc,  to  vendors  with respect to its
mission  critical non-IT systems, which responses were due by December 31, 1998.
Responses  from  75  vendors  indicated  they are compliant and the remaining 26
responded  that  they  would  be  compliant  by  June  1999.

     CONFIRMATION  -  To prove that the new, modified or updated systems are Y2K
compliant,  testing  is  performed in an isolated environment to ensure that all
date  sensitive  data  is  accurately processed.  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  testing  of  each  system.

     There are 35 mainframe applications to be tested.  As of March 31, 1999, 34
have  been  tested  and FCBNC is in the process of installing an upgrade for the
remaining  applications.  Bancorporation has completed 90% of its testing on all
applications,  including  86%  of Mission Critical applications, as of March 31,
1999.  Testing  on all remaining applications is due to be completed by June 30,
1999.

     During  early  1998,  Bancorporation  identified  all  commercial  credit
customers  whose  existing  aggregate  borrowings  from  the Bank exceeded $300.
Discussions  have been held with each 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 discussions.  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.  Consumer customers are not
being  monitored  for Y2K as most of their loans are secured with collateral and
losses,  should  they  occur,  are  not  expected  to  be  material.

                                      12
<PAGE>
YEAR  2000  (CONTINUED)

     An  analysis  was performed in March 1999 to determine the readiness of the
Bank's  large  deposit  base  customers,  (over  $500) as related to Y2K issues.
Accounts  were  grouped  in  high or low/moderate risk categories.  Low/moderate
risk  consists  of  accounts  for  municipalities,  trust  accounts, Home Office
accounts  or accounts classified as low risk on the initial report done in April
1998.  In  the  high  risk category, there are accounts that do not fit into the
low/moderate  risk description or were classified as high risk on the April 1998
report.  Total  account  breakdown was 98 low/moderate and 41 high risk accounts
totaling  $216,000  and  $40,000,  respectively.  Municipalities,  classified as
low/moderate  risk,  represented  approximately  $110,000.  Bancorporation's
Committee  will  make  a determination in the first half of 1999 whether further
action  is  needed.

          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 March 31, 1999, contingency plans for operational
functions have been established to insure continued operation in critical areas.
Bancorporation  is  currently  tying  individual  contingency  plans to the core
business  processes  to  determine minimum requirements to provide our customers
with  adequate  service.  Crisis management contingency plans for uncontrollable
functions,  such as phone, water and electrical services, are 90% complete as of
March  31,  1999.  Completion  is  pending  on  outside vendor testing dates and
responses  concerning  the  vendors'  contingency  plans.

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  10K  for  the  year  ended  December  31,  1998.

                                      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  (dollars  in  thousands).

On  February  25,  1999,  First  Citizens Bancorporation of South Carolina, Inc.
entered  into  a  definitive  agreement  to  acquire  The Exchange Bank of South
Carolina  ("Exchange  Bank")  for  $15,750.  The  acquisition  is expected to be
accounted  for  as  a  purchase  of  Exchange  and is subject to shareholder and
regulatory approvals.  The transaction is expected to be completed in the second
quarter  of  1999.  After  the acquisition, Exchange Bank will be a wholly owned
subsidiary  of  Bancorporation.

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

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

(b)     A  form 8-K was filed, with exhibits, by the Registrant on March 8, 1999
reporting  under  Item  5  its  intended  acquisition  of  Exchange  Bank.

                                      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:   May  11,  1999               By:  /s/ Jay C. Case
         --------------               -------------------------------------
                                      Jay C. Case, Executive Vice President
                                      (Chief Financial Officer)

                                      15
<PAGE>