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): November 16, 2010

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) 326-5807

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.

Regions executives are scheduled to make a presentation to investors at the 2010 Bank of America Merrill Lynch Banking and Financial Services Conference on Tuesday, November 16, 2010 beginning at 3:25 p.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 November 16, 2010

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: November 16, 2010

EX-99.1

Bank of America Merrill Lynch

Banking & Financial Services Conference

EXHIBIT 99.1

Forward-Looking Statements

1

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, 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:

›

The Dodd-Frank Wall Street Reform and Consumer Protection Act became law on July 21, 2010, and a number of legislative, regulatory and tax proposals remain pending. Additionally, the

U.S. Treasury and federal banking regulators continue to implement, but are also beginning to wind down, a number of programs to address capital and liquidity in the banking system. All

of the foregoing may have significant effects on Regions and the financial services industry, the exact nature of which cannot be determined at this time.

›

The impact of compensation and other restrictions imposed under the Troubled Asset Relief Program (“TARP”) until Regions repays the outstanding preferred stock and warrant issued

under the TARP, including restrictions on Regions’ ability to attract and retain talented executives and associates.

›

Possible additional loan losses, impairment of goodwill and other intangibles, and valuation allowances on deferred tax assets and the impact on earnings and capital.

›

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, including any prolonging or worsening

of the current unfavorable economic conditions including unemployment levels.

›

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

›

Possible changes in trade, monetary and fiscal policies, laws and regulations and other activities of governments, agencies, and similar organizations, may have an adverse effect on

business.

›

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

›

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

›

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 keep pace with technological changes.

›

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

›

Regions’ ability to ensure adequate capitalization which is impacted by inherent uncertainties in forecasting credit losses.

›

The cost and other effects of material contingencies, including litigation contingencies, and any adverse judicial, administrative or arbitral rulings or proceedings.

›

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

›

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

›

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 floods, droughts and hurricanes, and the effects of the Gulf of Mexico oil spill. 

›

Regions’ ability to maintain favorable ratings from rating agencies.

›

Potential dilution of holders of shares of Regions’ common stock resulting from the U.S. Treasury’s investment in TARP.

›

Possible changes in the speed of loan prepayments by Regions’ customers and loan origination or sales volumes.

›

Possible acceleration of prepayments on mortgage-backed securities due to low interest rates and the related acceleration of premium amortization on those securities.

›

The effects of problems encountered by larger or similar financial institutions that adversely affect Regions or the banking industry generally.

›

Regions’ ability to receive dividends from its subsidiaries.

›

The effects of the failure of any component of Regions’ business infrastructure which is provided by a third party.

›

Changes in accounting policies or procedures as may be required by the Financial Accounting Standards Board or other regulatory agencies.

›

The effects of any damage to Regions’ reputation resulting from developments related to any of the items identified above.

The foregoing list of factors is not exhaustive. For discussion of these and other factors that may cause actual results to differ from expectations, look under the captions “Forward-Looking

Statements” and “Risk Factors” in Regions’ Annual Report on Form 10-K for the year ended December 31, 2009 and Quarterly Reports on Form 10-Q for the quarters ended  September 30, 2010,

June 30, 2010 and March 31, 2010, 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. We assume no obligation to update or revise any forward-looking statements that are made from time to time. 

2

Our primary focus is returning

to sustainable profitability

through disciplined execution

of our strategic priorities

Why Regions?

Strong Southeastern franchise with comprehensive line

of business offerings

Solid core business performance

Aggressively identifying and disposing of problem

assets

Capital and liquidity remain solid

3

Strong Southeastern Franchise

Ranked

5

th

or

Better

in

Market

Share

Targeted Growth Areas

Headquarters

Birmingham,

AL

Associates

27,898

Branches

1,774

Morgan

Keegan

Offices

329

Regions

Insurance

Offices

30

ATMs

2,150

Deposits

$95

Billion

Loans

$84

Billion

Projected population growth for

Regions footprint is above US

average growth

Operate on one fully integrated

technology platform

# 1 Market Share in Alabama,

Tennessee and Mississippi

4

Consumer Services

Credit/Debit

Cards

5

On-line

Banking

Mobile

Banking

Business Services

Middle Market

Small Business

Real Estate

Treasury

Management

Capital

Markets /

Syndications

Equipment

Finance

Commercial

Real Estate

Affordable Housing

Homebuilders

Real Estate Corporate Banking

Specialized Groups

Public, Institutional, Not for profit; Healthcare;

Transportation; Franchise Restaurant; Energy;

Regions Business Capital

Core Middle Market

Sales > $20 Million

Branches

Relationship Managed

Business Banking (Metro Markets)

Sales  $2 -

$20 Million

Community Banking

Sales  > $2 Million

Sales < $2 Million

6

Morgan Keegan

Private Client Group

Fixed Income Capital

Markets

Equity Capital Markets

Municipal Finance, M&A

Equity Research,  Institutional

Sales & Trading

Credit Products (including

Securities Based Lending),

Wealth Solutions

Personal & Institutional Trust,

Timber Management

Public Offerings, Corporate Debt

Institutional Sales & Trading,

Fixed Income Research

Retail Brokerage

Investment Banking

Regions Morgan Keegan

Trust

Regions Private Banking

7

Excellent Service Quality is the

Foundation for Growth

Excellent -

Gallup 90th percentile

Good -

Gallup 75th percentile

Average -

Gallup 50th percentile

Excellent -

Gallup 90th percentile

Average -

Gallup 50th percentile

Good -

Gallup 75th percentile

1Q08

2Q09

2Q10

1Q08

2Q09

2Q10

8

Regions Ranked in Top 10% for

Customer Loyalty

Regions Ranked in top 20% for

Branch Service Quality

Strong Low-Cost Deposit Growth

While Driving Lower Deposit Costs

9

Average Low Cost Deposits

$7.7 Billion YOY Growth

Deposit Costs

Improved 56 bps

Reduced Average Time Deposit mix from 34% in 3Q09 to 26% in 3Q10

Grew Low-Cost Deposits 12.4% year-over-year

Improved Deposit Mix

10

Average Deposits $94.8 B

Average Deposits $95.1 B

Disciplined Focus on New Checking

Account Growth

On track to open 1 Million

New Checking Accounts

in 2010

Account structure that

provides quality products

and services that

customers value and at

the same time fairly

compensates Regions

Net New Account Growth

could slow as we migrate

to fee generating

accounts

Checking Account Production

1,008,136

761,901

as of 3Q

11

798,326

4Q

3Q

2Q

3Q

2Q

2Q

3Q

1Q

1Q

1Q

Consumer Loan Production Improving;

However Consumers Continue to De-Leverage

Mortgage Production remains

strong –

on track for second best

year in terms of Mortgage

Production

New Consumer Loan Production

volumes are improving in Branch

Small Business, Direct and Indirect

Auto

Consumers De-Leveraging

continues to outpace Loan

Production

Consumer Confidence and

Unemployment need to improve

before robust loan growth is

achieved

12

$38.6

($10.3)

$7.6

$35.9

Mortgage

H/E

Branch SB

Other

Business Services Revenue is

Well-Diversified

Middle Market

C&I

Specialized Groups

Commercial Real Estate

Professional income

property

developers,

owners and

operators

Public real

estate

companies

Homebuilders

Affordable

housing

tax credits

Small Business

Business Banking (Metro Markets)

Community Banking

Branch Small Business

13

We Are Growing Commercial Loans

14

Net interest margin climbed

9bps linked quarter; up 24 bps

year-to-date

Repricing

opportunity remains

with over $11.4 billion of CD’s

maturing over the next 9 months

at an average rate of 2.10%

Steady loan yields despite

declining market rates

Hedges in place through end of

2012 to protect net interest

income in a prolonged low-rate

environment

Net Interest Income Improves

Despite Decline in Earning Assets

15

Growth of Fee Income and Debit Card

Interchange Offsets Reg

E Impact

16

*Non-GAAP; refer to Appendix for Non-GAAP reconciliation

17

($ in millions)

2007

2008

2009

Sep YTD 

2010

Branches

1,965

1,900

1,895

1,774

Reduced branch count by 10%

since 2007

Headcount

33,161

30,784

28,509

27,898

Headcount declined 5,263 or

16%

Total

Expenses

$4,660

$10,792

$4,751

$3,719

Adjusted

Expenses*

$4,246

$4,448

$4,559

$3,456

Total adjusted expenses

declined $313MM or 7%

comparing 2007 to 2009

Credit-related

expenses

$153

$282

$424

$312

Strengthened Our Core Franchise

Through Productivity & Efficiency Initiatives

Disposed of Over $5 Billion in

Problem Assets in Past 24 Months

$228

$281

$554

$643

$1,039

$689

$779

$1,041

Problem Asset Dispositions

18

Note: Dispositions include loans sold or moved to held for sale. The 09/30/10 balance in held for sale was $393MM.

$0

$300

$600

$900

$1,200

4Q08

1Q09

2Q09

3Q09

4Q09

1Q10

2Q10

3Q10

Higher Risk Portfolio Segments

Significantly Reduced

Total Investor Real Estate

Higher Risk Investor Real Estate

Segments

19

Percentage of Non-Performing Loans

Paying as Agreed

Business Services Gross Additions

which remained at quarter end

Total Business Services NPLs

as of 09/30/10

Balances that are Current

Balances 30+ DPD

Balances that are Current

Balances 30+ DPD

Gross NPL Migration

0%

20%

40%

60%

80%

100%

1Q09

2Q09

3Q09

4Q09

1Q10

2Q10

3Q10

7%

15%

21%

23%

28%

24%

36%

$0.1B

$1.4B

$0.4B

$2.1B

$0.6B

$2.4B

$0.8B

$2.5B

$1.0B

$2.5B

$0.8B

$2.4B

$1.1B

$2.0B

$0

$200

$400

$600

$800

$1,000

$1,200

$1,400

$1,600

$1,800

0%

20%

40%

60%

80%

100%

1Q09

2Q09

3Q09

4Q09

1Q10

2Q10

3Q10

7%

23%

38%

33%

45%

36%

62%

$ millions

20

$751

$768

$758

$687

Higher Loan Charge-Offs Reflect

Asset Dispositions

21

$0

$250

$500

$750

$1,000

3Q09

4Q09

1Q10

2Q10

3Q10

Non-Performing Assets and

Delinquencies Declining

Non-Performing Assets

(excludes loans held for sale)

Accruing Loans Past Due

22

Solid Capital; Currently above proposed

Basel minimum ratios

*  Estimated

23

Basel Tier 1

Min

Basel T1C 

Min

Strong Liquidity

Loan to Deposit Ratio

107%

92%

89%

•

As rules are currently interpreted, expect to exceed proposed Basel III Liquidity Coverage Ratio

•

High-quality securities portfolio comprised of over 95% agency securities

24

Impact from Regulatory

Reform and Basel Proposal

Issue

Impact to Regions

Regulation E

Impact

from

Reg

E

to

be

less

than

originally

forecasted

due

to

better

than

expected customer response to opting-in to program

Original

forecast

for

2

half

of

2010:

$72

million

New

forecast:

$50

-

60

million

Durbin Amendment

Lacking complete visibility as rules not finalized

Product changes to partially offset total impact

Collins Amendment

Minimal

impact

to

Regions.

Trust

Preferred

securities

only

$846

million

or

87

bps of Tier 1 capital

Other

–

Impact

to

Morgan Keegan

Minimal impact to Morgan Keegan

No proprietary trading desk

Minimal trading derivatives income

Minimal exposure to private equity/hedge funds

Basel III

Minimal impact to Regions. Both Tier 1 common and Tier 1 are above the 7%

and 8.5% minimum ratios

Well positioned with respect to the Liquidity Coverage Ratio

25

nd

Committee of key managers approves the decision to proceed with foreclosure

Same process for loans owned by Regions or an investor

Mortgage foreclosure affidavits signed by a department manager in the presence of

a notary

Low foreclosure volumes

100 Regions-owned loans per month

160 investor-owned loans per month

$41.2 billion residential mortgage servicing portfolio

Regions-owned

$16.3 billion

Investor-owned

$24.9 billion

Proactive Customer Assistance Program

Helped over 30,000 homeowners stay in their homes

Top 5 Mortgage Servicer per J.D. Power

Solid and Tested Foreclosure Process

26

Why Regions?

27

Strong Southeastern franchise with comprehensive line

of business offerings

Solid core business performance

Aggressively identifying and disposing of problem

assets

Capital and liquidity remain solid

Appendix

Note: The following table illustrates the method of calculating the Non-GAAP financial measures used in

this slide presentation:

($ in millions)

2007

2008

2009

Sep YTD

2010

Total Non-Interest Expenses (GAAP)

$ 4,660

$ 10,792

$ 4,751

$ 3,719

Adjustments:

Goodwill impairment charge

6,000

Regulatory settlement charge

200

Merger-related charges

351

201

FDIC Special Assessment

64

Other-than-temporary impairment expense

6

22

75

2

MSR impairment

6

85

Loss on early extinguishment of debt

65

53

Branch consolidation charges

53

8

VISA settlement

51

(29)

-

-

Adjusted Non-Interest Expenses (non-GAAP)

4,246

$   

4,448

$   

4,559

$   

3,456

$