As filed with the Securities and Exchange Commission on January 24, 2006

Registration Nos. 333-130718
333-130718-04

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 1

TO

FORM S-3

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Fulton Financial Corporation		Pennsylvania		23-2195389
Fulton Capital Trust I		Delaware		65-6449538
(Exact name of registrant as specified in its charter)		(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

One Penn Square		George R. Barr, Jr., Esq.
P.O. Box 4887		One Penn Square
Lancaster, PA 17604		P.O. Box 4887
(717) 291-2411		Lancaster, PA 17604
(Address, including zip code, and telephone number,		(717) 291-2411
including area code, of registrant’s principal executive offices)		(Name, address and telephone number,
		including area code, of agent for service)

Copy to:

Robert C. Azarow, Esq.		Paul G. Mattaini, Esq.
Susana K. Gonzalez, Esq.		Barley Snyder LLC
Thacher Proffitt & Wood llp		126 East King Street
Two World Financial Center		Lancaster, PA 17602
New York, NY 10281		(717) 299-5201
(212) 912-7400

     Approximate date of commencement of proposed sale to public: January 26, 2006.

     If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. o

     If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box. þ

     If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o

     If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o

     If this Form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box. þ

     If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box. o

CALCULATION OF REGISTRATION FEE

Title of each

Proposed Maximum

Proposed Maximum

Class of Securities

Amount to be

Offering Price Per

Aggregate Offering

Amount of

to be Registered

Registered

Security

Price

Registration Fee

Junior Subordinated Debt Securities of Fulton Financial Corporation to be issued to Fulton Capital Trust I

Capital Securities of Fulton Capital Trust I

Guarantee of Fulton Financial Corporation with respect to the Capital Securities of Fulton Capital Trust I

Total

$150,000,000

$16,050*

Item 14. Other Expenses of Issuance and Distribution.

     The estimated expenses in connection with this Registration Statement, other than underwriting discounts and commissions, are as follows:

SEC Registration fee		$	16,050
Trustee fees			5,000
Printing expenses			17,000
Legal fees and expenses			370,000
Accounting fees and expenses			51,700
Rating agency fees			116,250
Miscellaneous			18,000
TOTAL		$	594,000

Item 16. Exhibits.

     The exhibits filed (unless otherwise noted) as a part of this Registration Statement are as follows:

EXHIBIT		DESCRIPTION
1		Purchase Agreement(1)
4.1		Form of Indenture for the Junior Subordinated Debt Securities to be issued to Fulton Capital Trust I(2)
4.2		Form of Guarantee Agreement with respect to the Capital Securities of Fulton Capital Trust I(2)
4.3		Form of Amended and Restated Declaration of Trust of Fulton Capital Trust I(2)
5.1		Opinion of Thacher Proffitt & Wood llp re: legality of the Junior Subordinated Debt Securities, Capital Securities and Guarantees(2)
8		Opinion re: Tax Matters (2)
12		Statements re: Computation of Ratios(2)
23.1		Consent of KPMG LLP(3)
23.2		Consent of Thacher Proffitt & Wood llp (See Exhibit 5.1 above)
25.1		Statement of Eligibility of Wilmington Trust Company, as trustee, under the Indenture(3)
25.2		Statement of Eligibility of Wilmington Trust Company, as trustee, under the Guarantee(3)
25.3		Statement of Eligibility of Wilmington Trust Company, as trustee, under the Amended and Restated Declaration of Trust(3)

SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant certifies that it has duly caused this Post-Effective Amendment No. 1 to Registration Statement No. 333-130718 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Lancaster, Commonwealth of Pennsylvania, on January 24, 2006.

     Pursuant to the requirements of the Securities Act of 1933, as amended, and any rules and regulations promulgated thereunder, this Post-Effective Amendment No. 1 to Registration Statement No. 333-130718, has been signed by the following persons in the capacities and on the dates indicated.

Name		Title		Date
/s/ R. Scott Smith, Jr.   R. Scott Smith, Jr.		Chairman of the Board, President and Chief Executive Officer (Principal Executive Officer)		January 24, 2006
*   Charles J. Nugent		Senior Executive Vice President and Chief Financial Officer (Principal Financial Officer)		January 24, 2006
*   Beth Ann L. Chivinski		Executive Vice President and Controller (Principal Accounting Officer)		January 24, 2006
*   Jeffrey G. Albertson		Director		January 24, 2006
*   Donald M. Bowman, Jr.		Director		January 24, 2006

Name		Title		Date
*   Craig A. Dally		Director		January 24, 2006
*   Clark S. Frame		Director		January 24, 2006
*   Patrick J. Freer		Director		January 24, 2006
*   Eugene H. Gardner		Director		January 24, 2006
*   George W. Hodges		Director		January 24, 2006
*   Carolyn R. Holleran		Director		January 24, 2006
*   Clyde W. Horst		Director		January 24, 2006
*   Donald W. Lesher, Jr.		Director		January 24, 2006
*   Joseph J. Mowad, M.D.		Director		January 24, 2006
*   Abraham S. Opatut		Director		January 24, 2006
*   Mary Ann Russell		Director		January 24, 2006
*   Gary A. Stewart		Director		January 24, 2006

*By: George R. Barr, Jr.
(As Attorney-in-fact pursuant to a
Power of Attorney filed on December 27, 2005)

     Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant certifies that it has duly caused this Post-Effective Amendment No. 1 to Registration Statement No. 333-130718-04 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Lancaster, Commonwealth of Pennsylvania, on January 24, 2006.