SEC FORM 4

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^*

COLEY THOMAS

(Last)

(First)

(Middle)

420 NORTH 20TH STREET, 34TH FLOOR

(Street)

BIRMINGHAM

35203

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SOUTHTRUST CORP [ SOTR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/21/2004

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)
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)
Common Stock	01/21/2004		A		10,554	A	⁽¹⁾	176,306.4877	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Right to buy	$6.375							01/18/1996	01/18/2005	common stock	21,000		10,500	D
Right to buy	$8.4167							01/17/1997	01/17/2006	common stock	25,500		25,500	D
Right to buy	$12.125							01/15/1998	01/15/2007	common stock	25,502		25,502	D
Right to buy	$18.0834							01/27/1999	01/27/2008	common stock	30,002		30,002	D
Right to buy	$18.9063							01/20/2000	01/20/2009	common stock	34,712		34,712	D
Right to buy	$18.9063							01/20/2000	01/20/2009	common stock	5,288		5,288	D
Right to buy	$15.6875							01/19/2003	01/18/2010	common stock	40,000		40,000	D
Right to buy	$20.03							01/16/2004	01/15/2011	common stock	50,000		50,000	D
Right to buy	$24.02							01/16/2005	01/15/2012	common stock	50,000		50,000	D
Right to buy	$26.18							01/14/2006	01/13/2013	common stock	3,819		3,819	D
Right to buy	$26.18							01/14/2006	01/13/2013	common stock	56,181		56,181	D
Right to buy	$33.55	01/21/2004		A		147,020		12/31/2004	01/20/2014	common stock	147,020	⁽²⁾	147,020	D
Right to buy	$33.55	01/21/2004		A		2,980		01/21/2007	01/20/2014	common stock	2,980	⁽²⁾	2,980	D

Explanation of Responses:

1. Settlement of Performance Shares.

2. Options granted.

Remarks:

	John D. Buchanan, Attorney-in-fact	01/23/2004
	** 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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