FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Holding Olivia Britton 		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)

_____ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

PO BOX 1352 		3. Date of Earliest Transaction (MM/DD/YYYY)

10/1/2014
(Street)

SMITHFIELD, NC 27577
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

10/3/2014 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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)
Code V Amount (A) or (D) Price
Class A Common   10/1/2014     J    146132   A   (2) 283027   D    
Class A Common   10/1/2014     J    7400   A   (2) 7400   (3) I   As Co-Trustee for Frank B. Holding Revocable Trust  
Class A Common   10/1/2014     J    1000   A   (2) 2675   I   (1) By Holding Properties, LLC  
Class A Common   10/1/2014     J    200   A   (2) 827   I   (1) By E&F Properties, Inc.  
Class A Common   10/1/2014     J    4316   A   (2) 12530   I   (1) By Twin States Farming, Inc.  
Class A Common   10/1/2014     J    89636   A   (2) 241963   I   (1) By Southern BancShares (N.C.), INc. and subsidiary  
Class A Common   10/1/2014     J    5444   A   (2) 10544   I   As beneficiary of Trust  
Class B Common                  119703   D    
Class B Common                  2156   I   (1) By Holding Properties, LLC  
Class B Common                  200   I   (1) By E&F Properties, Inc.  
Class B Common                  1355   I   (1) By Twin States Farming, Inc.  
Class B Common                  22619   I   (1) By Southern BancShares (N.C.), INc. and subsidiary  
Class B Common                  1225   I   As beneficiary of Trust  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  The reporting person is a director, officer, manager and/or shareholder of the companies that own these shares, but she disclaims beneficial ownership of the listed shares except to the extent of her pecuniary interest therein, if any.
( 2)  Reflects shares received in exchange for shares of common stock of First Citizens Bancorporation, Inc. ("BanCorp"), at the rate of 4 shares of the Issuer's Class A common stock and $50 in cash for each share of BanCorp stock held by the persons or in the manner indicated in this Report, in connection with the merger of BanCorp into the Issuer. On the day prior to the effective date of the merger, the reported last price of BanCorp's common stock was $922.25 per share, and the reported closing price of the Issuer's Class A common stock was $216.63 per share.
( 3)  The Reporting Person's original Form 4 inadvertently omitted 6,200 shares of Class A Common Stock received by the Frank B. Holding Revocable Trust. Those shares were reported in the trust settlor's separate Form 4 as being acquired directly by him in his own name. This amendment reflects an increased number of shares being acquired by the trust. The trust settlor's separate Form 4 is being amended to reflect a corresponding reduction in the number of shares acquired directly in his name. Viewed together, there is no change in the aggregate number of shares actually acquired as reported in the two reports.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Holding Olivia Britton
PO BOX 1352
SMITHFIELD, NC 27577
X


Signatures
Olivia Britton Holding, By: William R. Lathan, Jr., Attorney-in-Fact 10/23/2014
** 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 control number.
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