Form 4/A HOLDING FRANK B For: May 14 (10K)

FORM 4/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

HOLDING FRANK B

(Last)

(First)

(Middle)

POST OFFICE BOX 1377

(Street)

SMITHFIELD

27577

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
FIRST CITIZENS BANCSHARES INC /DE/ [FCNCA]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
Executive Vice Chairman

3. Date of Earliest Transaction (Month/Day/Year)
05/14/2009

4. If Amendment, Date of Original Filed (Month/Day/Year)
05/18/2009

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock								240,836 ⁽¹⁾	I	By adult children and their spouses and children
Class A Common Stock								26,430 ⁽¹⁾	I	By trust for adult children
Class A Common Stock								8,214 ⁽²⁾	I	By Twin States Farming, Inc.
Class A Common Stock								167,600 ⁽²⁾	I	By First Citizens Bancorporation, Inc.
Class A Common Stock								28,628 ⁽²⁾	I	By Heritage BancShares, Inc. and subsidiary
Class A Common Stock								100,000 ⁽²⁾	I	By Fidelity BancShares, Inc.
Class A Common Stock								46,699 ⁽²⁾	I	By Southern BancShares(N.C.), Inc.
Class A Common Stock								46,000 ⁽²⁾	I	By Southern Bank and Trust Company
Class A Common Stock								54,000 ⁽²⁾	I	By Goshen, Inc.
Class A Common Stock								616 ⁽²⁾	I	By E&F Properties, Inc.
Class B Common Stock								553,106 ⁽¹⁾	I	By adult children and their spouses and children
Class B Common Stock								45,900 ⁽²⁾	I	By First Citizens Bancorporation, Inc.
Class B Common Stock								22,619 ⁽²⁾	I	By Southern BancShares (N.C.), Inc.
Class B Common Stock								6,175 ⁽¹⁾	I	By trust for adult children
Class B Common Stock								1,355 ⁽²⁾	I	By Twin States Farming, Inc.
Class B Common Stock								100 ⁽²⁾	I	By E&F Properties, Inc.
Class A Common Stock								709,250 ⁽¹⁾	I	By Ella Ann 2008 GRAT
Class A Common Stock								98,384	I	By F. Holding 2008 GRAT
Class B Common Stock								4,237 ⁽¹⁾	I	By Ella Ann 2008 GRAT
Class A Common Stock								460,686	D
Class A Common Stock	05/15/2009		P		125	A	$ 125	434 ⁽¹⁾ ⁽³⁾	I	By Spouse
Class A Common Stock								507,411 ⁽¹⁾	I	By Ella Ann 2009 GRAT
Class B Common Stock								32,651 ⁽¹⁾	I	By Ella Ann 2009 GRAT
Class B Common Stock	05/14/2009		P		76	A	$ 130	1,775 ⁽¹⁾	I	By Spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Explanation of Responses:

1. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.

2. The reporting person is a director, officer and/or principal shareholder of the companies that own these shares, but he disclaims beneficial ownership of the listed shares except to the extent of his pecuniary interest therein.

3. Due to a typographical error, the original report which this filing amends, showed the reporting person's spouse purchaing 125 shares of Class B at $127.00 per share on May 15, 2009. This report shows the correct purchase of 125 shares of Class A at $125.00 per share on May 15, 2009. All other transactions remain the same.

	Frank B. Holding, By: William R. Lathan, Jr., Attorney-in-Fact	06/22/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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