8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): February 5, 2009

REGIONS FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

DELAWARE	000-50831	63-0589368
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1900 FIFTH AVENUE NORTH

BIRMINGHAM, ALABAMA 35203

(Address, including zip code, of principal executive office)

Registrant’s telephone number, including area code: (205) 944-1300

Not applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01 Regulation FD Disclosure.

In accordance with general instruction B.2. of Form 8-K, the following information is furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934.

Representatives of Regions Financial Corporation are scheduled to make a presentation to investors at the 2009 Credit Suisse Financial Services Forum in Naples, FL, on Thursday, February 5, 2009 at approximately 10:15 a.m. Eastern Time.

A copy of the visual presentation is being furnished as Exhibit 99.1 to this report, substantially in the form intended to be used. Exhibit 99.1 is incorporated by reference under this Item 7.01. Such visual presentation materials also will be available on Regions’ Web site at www.regions.com.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The exhibit listed in the exhibit index is furnished pursuant to Regulation FD as part of this current report on Form 8-K and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934.

Exhibit Index

Exhibit No.	Exhibit
99.1	Visual Presentation of February 5, 2009

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

REGIONS FINANCIAL CORPORATION
By:	/s/ John D. Buchanan
Name:	John D. Buchanan
Title:	Senior Executive Vice President, General Counsel and Corporate Secretary

Date: February 5, 2009

EX-99.1

Credit Suisse Financial Services Conference

February 5, 2009

Exhibit 99.1

FORWARD LOOKING STATEMENTS

The information contained in this presentation may include forward-looking statements which reflect Regions' current views with respect to future events and financial

performance. The Private Securities Litigation Reform Act of 1995 ("the Act") provides a safe harbor for forward-looking statements which are identified as such and are

accompanied by the identification of important factors that could cause actual results to differ materially from the forward-looking statements. For these statements, we,

together with our subsidiaries, unless the context implies otherwise, claim the protection afforded by the safe harbor in the Act. Forward-looking statements are not based

on historical information, but rather are related to future operations, strategies, financial results, or other developments. Forward-looking statements are based on

management's expectations as well as certain assumptions and estimates made by, and information available to, management at the time the statements are made.

Those statements are based on general assumptions and are subject to various risks, uncertainties, and other factors that may cause actual results to differ materially

from

the

views,

beliefs,

and

projections

expressed

in

such

statements.

These

risks,

uncertainties

and

other

factors

include,

but

are

not

limited

to,

those

described

below:

•

Regions' ability to achieve the earnings expectations related to businesses that have been acquired, including its merger with AmSouth Bancorporation, or that may

be acquired in the future.

•

Regions' ability to expand into new markets and to maintain profit margins in the face of competitive pressures.

•

Regions’

ability to keep pace with technological changes.

•

Regions’

ability to manage fluctuations in the value of assets and liabilities and off-balance sheet exposure so as to maintain sufficient capital and liquidity to support

Regions’

business

•

Regions'

ability

to

develop

competitive

new

products

and

services

in

a

timely

manner

and

the

acceptance

of

such

products

and

services

by

Regions'

customers

and

potential customers.

•

Regions' ability to effectively manage interest rate risk, market risk, credit risk, operational risk, legal risk, liquidity risk, and regulatory and compliance risk.

•The current stresses in the financial and real estate markets, including possible continued deterioration in property values

•

The

cost

and

other

effects

of

material

contingencies,

including

litigation

contingencies.

•

The effects of increased competition from both banks and non-banks.

•

Possible

changes

in

interest

rates

may

increase

funding

costs

and

reduce

earning

asset

yields,

thus

reducing

margins.

•

Possible

changes

in

general

economic

and

business

conditions

in

the

United

States

in

general

and

in

the

communities

Regions

serves

in

particular.

•

Possible changes in the creditworthiness of customers and the possible impairment of collectibility of loans.

•

The effects of geopolitical instability and risks such as terrorist attacks.

•

Possible changes in trade, monetary and fiscal policies, laws, and regulations, and other activities of governments, agencies, and similar organizations, including

changes in accounting standards, may have an adverse effect on business.

•

Possible changes in consumer and business spending and saving habits could affect Regions' ability to increase assets and to attract deposits.

•

The effects of weather and natural disasters such as droughts and hurricanes.

•

Congress recently enacted the Emergency Economic Stabilization Act of 2008, and the U.S. Treasury and banking regulators are implementing a number of

programs to   address capital and liquidity issues in the banking system, all of which may have significant effects on Regions and the financial services industry, the

exact nature of which   cannot be determined at this time.

The

foregoing

list

of

factors

is

not

exhaustive;

for

discussion

of

these

and

other

risks

that

may

cause

actual

results

to

differ

from

expectations,

please

look

under

the

caption “Forward-Looking Statements”

in Regions’

Annual Report on Form 10-K for the year ended December 31, 2007 and Form 10-Q for the quarters ended September

30, 2008, June 30, 2008, and March 31, 2008, as on file with the

Securities and Exchange Commission.

The words "believe," "expect," "anticipate," "project," and similar expressions often signify forward-looking statements. You should not place undue reliance on any

forward-looking statements, which speak only as of the date made. Regions assumes no obligation to update or revise any forward-looking statements that are made

from time to time.

›

Company Profile

›

Financial Performance

›

Credit

›

Capital

›

Liquidity

Regions is Among the Largest U.S. Banks

›

Market Capitalization

$5.5 billion

›

Assets

$146 billion

›

Loans, net of unearned income

$97 billion

›

Deposits

$91 billion

›

Branches

1,900

›

ATMs

2,336

NOTE:

As of December 31, 2008.

Source:  Based on June 30, 2008 FDIC Data obtained from SNL

State

Dep. ($B)

Mkt. Share

Rank

AL

$17.2

23%

#1

TN

16.3

16

#1

FL

14.3

4

#4

MS

9.7

21

#1

LA

7.2

10

#3

GA

6.1

3

#6

AR

4.2

9

#2

TX

3.0

1

#17

IL

2.4

1

#24

MO

2.2

2

#9

IN

2.1

2

#9

Other

2.5

—

—

Regions

Morgan Keegan

Insurance

Strong Southeastern Franchise

High Relative Market Density

Weighted Average

Name                         

Market Share (1)

BB&T

22.2

Wells Fargo

20.3

Comerica

18.8

M&T

18.1

M&I

17.8

Bank of America

16.6

JP Morgan

16.3

U.S. Bancorp

16.3

PNC

16.2

KeyCorp

14.5

SunTrust

14.3

Capital One

13.0

Fifth Third

13.0

Citi

8.4

Median

16.3%

(1) Deposits weighted by county.  Excludes deposits from branches with > $10bn of

deposits.  Based on June 30, 2008  FDIC data.

Regions

20.7

Regions compares

favorably in terms of

weighted average market

share relative to other

top banking franchises

332 Office Locations

Profile

›

1,283 financial advisors

›

332 offices in 19 states

›

$63 billion of customer assets

›

$62 billion of trust assets

›

$58 million assets per financial

advisor

Morgan Keegan –

Among the Largest Regional Full-Service Brokerage and Investment

Banking Firms

As of December 31, 2008

Fourth Quarter 2008 Results

›

Earnings

per

diluted

share

of

($9.01),

($0.35)

(1)

excluding

goodwill

impairment

›

$6 billion, ($8.66) non-cash goodwill impairment charge

›

Full-year

profit

of

$0.74

(1)

per

share

before

goodwill

impairment

and

merger

charges

›

Credit quality

›

Sold or moved to held for sale (HFS) $1.0 billion of non-performing assets (NPAs)

›

NPAs, excluding HFS, declined $347 million due to aggressive management

›

Provision for loan losses increased to $1.15 billion, or $354 million above net charge-offs

›

Ratio of allowance for credit losses to non-performing loans (excluding loans held for sale)

increased from 1.07x to 1.81x

›

Allowance for credit losses to total loans increased 38 basis points to 1.95%

›

Annualized net charge-offs of 3.19% impacted by proactive NPL management

›

Tax settlement benefits earnings and capital by $275 million, essentially closes 1999-2006 tax

years

›

Net interest margin declined to 2.96%

›

Non-interest revenues affected by worsening economy

›

Regulatory capital ratios strengthened, liquidity remains strong

(1)

For a reconciliation of this amount to the same measure on a GAAP basis and a statement of why management believes this measure provides useful information

to investors, see Regions’

8-K filed January 20, 2009 announcing results of operations for the period ended December 31, 2008.

Significant Earnings Drivers

4Q08

Goodwill Impairment Charge

(8.66)

$         

Tax Settlement

0.40

Losses on Loan Sales/Held for Sale Markdowns

(0.42)

Provision above Net Charge-offs

(0.32)

MSR Impairment

(0.09)

Preferred Stock Issuance Impact

(0.04)

All Other

0.12

Earnings Per Diluted Share

(9.01)

$         

Credit Perspective

Portion of the loan portfolio that is under stress comprises 9% of the total, down $3.1

billion over the past year.

12/31/2008

% of Total

12/31/2007

($ in millions)

Balance

Portfolio

Balance

Change

Homebuilder

Lots

$967

1.0%

$1,608

($641)

Residential Presold

300

0.3%

618

($318)

Residential Spec

1,297

1.3%

1,893

($596)

Land

1,553

1.6%

2,926

($1,373)

National Homebuilders/Other

286

0.3%

160

$126

$4,403

4.5%

$7,205

($2,802)

Home Equity Lending

Florida - 2nd lien

3,663

3.8%

3,285

378

Condominium

946

1.0%

1,614

(668)

Stressed Portfolio

$9,012

9.3%

$12,104

($3,092)

Remaining Loan Portfolio

$88,407

90.7%

$83,275

$5,132

Losses Contained in Smaller Portfolios

0.00%

5.00%

10.00%

15.00%

20.00%

25.00%

30.00%

Total Loan Portfolio ($ in billions)

Note: Bar height represents charge-off percentage and width

represents average balances as of 4Q08.

Increasing Florida Stress

$0

$200

$400

$600

$800

$1,000

$1,200

$1,400

$1,600

$1,800

$2,000

Q3 '07

Q4 '07

Q1 '08

Q2 '08

Q3 '08

Q4 '08

0.0x

0.5x

1.0x

1.5x

2.0x

2.5x

Non-performing Assets (NPAs)

NPAs exc. Held for Sale (HFS) ($)

Allowance for Credit Losses (ACL) / Non-performing Loans

(NPLs) exc. HFS

Increases in Charge-Offs and Loan Loss Provision

Improvements in NPAs and Coverage Ratio

0.00%

0.50%

1.00%

1.50%

2.00%

2.50%

3.00%

3.50%

Q3 '07

Q4 '07

Q1 '08

Q2 '08

Q3 '08

Q4 '08

$0

$200

$400

$600

$800

$1,000

$1,200

$1,400

Net Charge-Offs (NCOs) / Average Loans (%)

Loan Loss Provision ($)

Net C/O %

LLP

NPAs

ACL/NPL

exc. HFS

Aggressive Non-performing Asset            

Management

Down

$347 mm

versus prior

quarter

(in millions)

1Q

2Q

3Q

4Q

Beginning NPAs

1

864

1,204

1,621

1,642

Additions

523

730

721

1,004

Payments

(62)

(52)

(70)

(82)

Returned to Accruing Status

(4)

(9)

(19)

(44)

Charge-Offs/OREO Write-downs

(92)

(105)

(180)

(243)

Dispositions/Held for Sale

(25)

(147)

(431)

(982)

Ending NPAs

1

1,204

1,621

1,642

1,295

(1) Excluding non-performing assets transferred to held for sale

2008

While Credit Issues Have Worsened, Metrics are In

Line with Peers

Net Charge Offs

2.48%

3.19%

Regions

Peers

Non Performing Assets

1.33%

2.81%

1.76%

Regions

RF Excluding

HFS

Peers

Allowance for Credit Loses

2.09%

1.95%

Regions

Peers

Coverage Ratio

0.91

1.81

Regions

Peers

x

x

NOTES:

Peers:  PNC, BBT, STI, MTB, FITB, KEY, MI, CMA, FHN, CNB

NCO Ratio = 4Q08 annualized.  Other ratios as of December 31, 2008

Coverage Ratio = Allowance for credit losses divided by non-accrual loans

Net Interest Income and Margin

›

Taxable-equivalent net interest income of $933 million

›

Down $41 million, excluding $43 million third quarter SILO

impact

›

Stable earning asset volumes excluding proceeds from

Government programs

›

Net interest margin of 2.96%, declined 28 basis points excluding

third quarter SILO impact

›

Falling short-term interest rates

›

55% of loan portfolio tied to Prime or LIBOR

›

Deposits rates have not declined as much due to competitive

pressures

Growing Customer Deposits

($ in millions)

9/30/2008

12/31/2008

% Change

4Q08 vs 3Q08

Low Cost Deposits

56,690

$    

56,422

$      

-0.5%

Customer Deposits

84,460

87,864

4.0%

Corporate Treasury Deposits

4,131

1,669

-59.6%

Total Deposits

88,591

89,533

1.1%

($ in millions)

9/30/2008

12/31/2008

% Change

4Q08 vs 3Q08

Low Cost Deposits

55,922

$    

58,425

$      

4.5%

Customer Deposits

85,210

90,794

6.6%

Corporate Treasury Deposits

4,011

110

-97.3%

Total Deposits

89,221

90,904

1.9%

Deposit Portfolio - Average Balances

Deposit Portfolio - Ending Balances

Loan Trends

($ in millions)

9/30/2008

12/31/2008

% Change

4Q08 vs 3Q08

Commercial & Industrial

22,916

$ 

24,122

$  

5.3%

Commercial real estate

25,207

25,887

2.7%

Construction

12,042

11,584

-3.8%

Residential first mortgage

16,304

16,005

-1.8%

Home Equity

15,659

16,036

2.4%

Indirect and other consumer

6,205

5,500

-11.4%

98,333

99,134

0.8%

($ in millions)

9/30/2008

12/31/2008

% Change

4Q08 vs 3Q08

Commercial & Industrial

23,511

$ 

23,596

$  

0.4%

Commercial real estate

25,720

26,208

1.9%

Construction

11,620

10,634

-8.5%

Residential first mortgage

16,191

15,839

-2.2%

Home Equity

15,849

16,130

1.8%

Indirect and other consumer

5,821

5,012

-13.9%

98,712

97,419

-1.3%

Loan Portfolio - Average Balances

Loan Portfolio - Ending Balances

Q3 to Q4 2008 Non-Interest Revenue and Expense

Changes Primarily Driven by Continued Economic

Distress

›

Non-Interest Revenue declined $18 million driven by lower market values

on trust accounts and lower service charge revenue.

›

Non-Interest Expense rose 7%, excluding Goodwill and MSR impairment

charges.

(in millions)

Q308

4Q08

% Change

Non-Interest expense

1,103

$   

7,273

$   

MSR impairment

11

99

Goodwill impairment

-

6,000

Adjusted Non-interest expense

1,092

$   

1,174

$   

7%

Regions Capital Levels are Strong

Tier 1

10.39%

10.74%

Regions

Peers

Total Capital

14.65

14.70

Regions

Peers

NOTES:

Peers:  PNC, BBT, STI, MTB, FITB, KEY, MI, CMA, FHN, CNB

Ratios as of December 31, 2008. Risk-based ratios are estimated.

Tangible Common Equity

5.23%

5.33%

Regions

Peers

Strong Funding and Liquidity

Liquidity

›

Combined available liquidity from the

Fed, FHLB, unpledged securities and

unused lines exceeds $45 billion

›

Large excess reserve balances

›

Minimal Holding Company long-term

debt maturities

›

Avg Loans/Avg Deposits 111%

›

Average non-interest-bearing deposits/

Average interest-earning assets 14%

Funding

›

Customer core deposits fund 59% of

total assets and 88% of loans

›

Customer core deposits are 98% of

total deposits

›

$4 billion TLGP remaining capacity

›

Issuances performing well

›

Short-term funding markets loosening

*

*

*