SEC Form 4
FORM 4 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
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*
HEGEL GARRETT R
(Last) (First) (Middle)
15 SOUTH 20TH STREET
(Street)
BIRMINGHAM AL 35233
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
COMPASS BANCSHARES INC [ CBSS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
05/15/2007
4. If Amendment, Date of Original Filed (Month/Day/Year)
 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)
Code V Amount (A) or (D) Price
Common Stock 05/15/2007 S 5,000 D $69.6 65,364.5376 D
Common Stock 05/15/2007 S 5,000 D $69.66 60,364.5376 D
Common Stock 05/15/2007 S 10,000 D $69.76 50,364.5376 D
Common Stock 05/15/2007 S 10,000 D $69.8 40,364.5376 D
Common Stock 05/15/2007 S 7,795 D $69.86 32,569.5376 D
Common Stock 05/16/2007 M 13,668 A $29.25 46,237.5376 D
Common Stock 05/16/2007 M 4,180 A $23.92 50,417.5376 D
Common Stock 05/16/2007 M 5,941 A $16.83 56,358.5376 D
Common Stock 05/16/2007 M 4,878 A $20.5 61,236.5376 D
Common Stock 05/16/2007 M 3,460 A $28.9 64,696.5376 D
Common Stock 05/16/2007 M 3,162 A $31.62 67,858.5376 D
Common Stock 8,475.163 I By ESOP/401(k) plan
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 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: 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
Employee Stock Option (right to buy) $29.25(1) 05/16/2007 M 13,668(1) (2) 01/25/2008 Common Stock 16,011(1) $0 2,343 D
Employee Stock Option (right to buy) $23.92(3) 05/16/2007 M 4,180(3) (4) 01/26/2009 Common Stock 18,000(3) $0 320 D
Employee Stock Option (right to buy) $16.83 05/16/2007 M 5,941 (5) 02/20/2010 Common Stock 25,200 $0 6,659 D
Employee Stock Option (right to buy) $20.5 05/16/2007 M 4,878 (6) 02/22/2011 Common Stock 40,500 $0 25,497 D
Employee Stock Option (right to buy) $28.9 05/16/2007 M 3,460 (7) 02/10/2012 Common Stock 34,500 $0 31,040 D
Employee Stock Option (right to buy) $31.62 05/16/2007 M 3,162 (8) 03/26/2013 Common Stock 43,000 $0 39,838 D
Phantom Stock Units (ESOP Benefit Restoration Plan) $0(9) 05/15/2007 05/16/2007 A 6.507 (9) (9) Common Stock 6.507 $70.5032 1,547.35 D
Explanation of Responses:
1. The option was previously reported as covering an aggregate of 10,674 shares at an exercise price of $43.88 per share, but was adjusted to reflect the 3-for-2 stock split on April 2, 1999.
2. The option vested in four equal installments on January 26, 1998, 1999, 2000 and 2001.
3. The option was previously reported as covering an aggregate of 12,000 shares at an exercise price of $35.88 per share, but was adjusted to reflect the 3-for-2 stock split on April 2, 1999.
4. The option vested in four equal installments on January 27, 1999, 2000, 2001 and 2002.
5. The option vested in four equal installments on February 21, 2000, 2001, 2002 and 2003.
6. The option vested in four equal installments on February 23, 2001, 2002, 2003 and 2004.
7. The option vested in four equal installments on February 11, 2002, 2003, 2004 and 2005.
8. 50% of the option shares vested on March 27, 2004, and 25% of the shares vested on each of March 27, 2005 and March 27, 2006.
9. The phantom stock units were acquired under the issuer's ESOP Benefit Restoration Plan. Each unit represents the right to receive the cash value of one share of the issuer's common stock upon the reporting person's retirement or the occurence of other events, including termination of employment, death, unforeseeable emergency or change in control of the issuer. Subject to the terms of the plan, the reporting person may transfer amounts allocated to his phantom stock account into an alternative investment option at any time.
Remarks:
Jerry W. Powell, as attorney-in-fact 05/17/2007
** 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.
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