July 29, 2024

Regions Financial Corporation,

1900 Fifth Avenue North,

Birmingham, Alabama 35203.

Ladies and Gentlemen:

As tax counsel to Regions Financial Corporation in connection with the issuance

of 20,000,000 depositary shares each representing a 1/40th ownership interest in a share of

Regions Financial Corporation’s Non-Cumulative Perpetual Preferred Stock, Series F, par value

$1 per share and liquidation preference $1,000 per share, as described in the prospectus

supplement, dated July 22, 2024 (the “Prospectus Supplement”), to the prospectus dated

February 24, 2022, we hereby confirm to you that, subject to the qualifications, limitations and

assumptions set forth in the Prospectus Supplement, we are of the opinion that the statements set

forth in the Prospectus Supplement under the caption “United States Federal Income Tax

Consequences,” insofar as they purport to constitute a summary of matters of U.S. federal

income tax law, constitute an accurate summary of the matters set forth therein in all material

respects.

Our opinion set forth above is based on the Internal Revenue Code of 1986, as

amended, Treasury Regulations promulgated thereunder, administrative pronouncements and

judicial precedents, all as of the date hereof.  The foregoing authorities may be repealed, revoked

or modified, and any such change may have retroactive effect.

We express no opinion with respect to the transactions referred to herein or in the

Prospectus Supplement other than as expressly set forth herein, nor do we express any opinion

herein concerning any law other than the federal tax law of the United States.  Moreover, we note

that our opinion is not binding on the Internal Revenue Service or courts, either of which could

take a contrary position.

We hereby consent to the filing of this opinion as an exhibit to the Registration

Statement under which the Notes have been offered and sold. In giving such consent, we do not

admit that we are in the category of persons whose consent is required under Section 7 of the

Act.

Very truly yours,

/s/ Sullivan & Cromwell LLP

Exhibit 8.1

[Letterhead of Sullivan & Cromwell LLP]