August 9, 2024

Richard H. Moore
Chief Executive Officer and Chairman of the Board
First Bancorp
300 SW Broad St.
Southern Pines, NC 28387

       Re: First Bancorp
           Definitive Proxy Statement on Schedule 14A
           Filed March 20, 2024
           File No. 000-15572
Dear Richard H. Moore:

      We have limited our review of your most recent definitive proxy statement
to those issues
we have addressed in our comment(s).

       Please respond to this letter by providing the requested information
and/or confirming that
you will revise your future proxy disclosures in accordance with the topics
discussed below. If
you do not believe a comment applies to your facts and circumstances, please
tell us why in your
response.

       After reviewing your response to this letter, we may have additional
comments.

Definitive Proxy Statement on Schedule 14A
Pay Versus Performance, page 26

1.     We note that you have included earnings per share     diluted as your
Company-Selected
       Measure pursuant to Item 402(v)(2)(vi) of Regulation S-K. It appears,
however, that the
       2023 amount reported in the table under the heading    Earnings Per
Share     Diluted
       represents basic earnings per share, as reported in your Form 10-K for
the year ended
       December 31, 2023, rather than diluted earnings per share. Please ensure
that the
       information you provide in your tabular and related disclosure pursuant
to Item 402(v)(1)
       of Regulation S-K reflects the description of such information or tell
us why you believe
       that your present disclosure provides the required information.
2.     Refer to the reconciliation tables in the footnotes 2(b) and 4(b) to
your pay versus
       performance table. It is unclear what amounts are reflected in the
columns titled    Fair
       Value of Stock Awards Issued for Current Year and Received in Current
Year,       Fair
       Value of Stock Awards Issued in Prior Year and Received in Current Year
  and    Change
 August 9, 2024
Page 2

       in Fair Value of Stock Awards Issued in and Received in Prior Years.
Specifically, since
       your titles use the terms    Issued    and    Received,    whereas Items
402(v)(2)(iii)(C)(1)(i)
       (vi) of Regulation S-K calculations are made based upon    grant    and
  vest    dates, we are
       unable to determine which amounts are included in each addition and
subtraction. Please
       ensure that the additions and subtractions you make to determine
compensation actually
       paid follow precisely the requirements of Items 402(v)(2)(iii)(C)(1)(i)
   (vi) of Regulation
       S-K, and that the related disclosure such as column headings, reflects
the same. Please
       also note that you should provide footnote disclosure of each of the
equity amounts
       deducted and added pursuant to Items 402(v)(2)(iii)(C)(1)(i)     (vi) of
Regulation S-K and
       may not aggregate them into a single category. Please refer to
Regulation S-K
       Compliance and Disclosure Interpretation 128D.04.
3.     Refer to the second graph on page 31. It appears that the compensation
actually paid
       amount shown for your principal executive officer in 2021 is not the
same as the amount
       included in the pay versus performance table for the same year. Please
ensure that the
       amounts reflected in your relationship disclosures are consistent with
the amounts shown
       in the pay versus performance table.
        We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.

       Please contact Charlotte Young at 202-551-3280 or Amanda Ravitz at
202-551-3412 with
any questions.



                                                            Sincerely,

                                                            Division of
Corporation Finance
                                                            Disclosure Review
Program