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): March 1, 2011

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 Keefe, Bruyette & Woods 2011 Boston Bank Conference on Tuesday, March 1, 2011 beginning at 1:00 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 March 1, 2011

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/ Carl L. Gorday
Name:	Carl L. Gorday
Title:	Assistant General Counsel and Assistant Corporate Secretary

Date: March 1, 2011

EX-99.1

Keefe, Bruyette & Woods 2011 Boston Bank Conference

March 1, 2011

David Turner,

Chief Financial Officer

Exhibit 99.1

Forward-Looking Statements

2

›

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 rathe

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, an

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 caus

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. Proposed rules, including those

that are part of the Basel III process, could require banking institutions to increase levels of capital. 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 adjustment of 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. Increases in benchmark interest rates would also increase debt service

requirements for customers whose terms include a variable interest rate, which may negatively impact the ability of borrowers to pay as contractually obligated.

›

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 man-made disasters such as the Gulf of Mexico oil spill.

›

Possible downgrades in ratings issued by 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, 2010.

›

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.

Our primary focus is returning to

sustainable profitability through

disciplined execution of our

strategic priorities

Our primary focus is returning to

sustainable profitability through

disciplined execution of our

strategic priorities

3

Why Regions?

•

Strong Southeastern franchise with comprehensive line

of business offerings

•

Leading brand favorability and exceptional service

quality

•

Solid core business performance

•

Aggressively identifying and disposing of problem assets

•

Capital and liquidity remain solid

4

Ranked 5

th

or Better in Market Share

Targeted Growth Areas

Headquarters        Birmingham, AL

Associates

27,829

Branches

1,772

Morgan Keegan Offices

321

Regions Insurance Offices        30

ATMs

2,148

Deposits*

$95 Billion

Loans*

$83 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

Strong Southeastern Franchise

5

* As of 12/31/2010

Consumer Services

6

Deposits

Mortgage

Consumer

Lending

Insurance

Credit/Debit

Cards

Branches

Online

Banking

Mobile

Banking

Telebanking

ATMs

Diversified Offerings

Multi-Channel Delivery

Private

Banking

Business Services

7

Business Segments

Small Business

Middle Market

Real Estate

Core Middle Market

Sales > $20MM

Specialized Groups

Public, Institutional, Not for Profit,

Healthcare, Transportation,

Franchise Restaurant, Energy,

Regions Business Capital

Commercial Real Estate

Affordable Housing

Homebuilders

Real Estate Corporate

Banking

Product Groups

Treasury Management

Capital Markets /

Syndications

Equipment Finance

Relationship Managed

›Business Banking (Metro

Markets)

Sales $2-20MM

›Community Banking

Sales > $2MM

Branches

Sales < $2MM

Morgan Keegan

8

Business Units

Fixed Income

Capital Markets

Equity Capital

Markets

Investment

Banking

Private Client

Group

Regions

Morgan Keegan

Trust

Services

Institutional

Sales &

Trading,

Fixed Income

Research

Equity

Research,

Institutional

Sales &

Trading

Municipal

Finance, M&A

Public

Offerings,

Corporate

Debt

Retail

Brokerage

Personal &

Institutional

Trust, Timber

Management

Competitive

Advantage

Driven

by

Regions continues to perform in

the top 10% in customer

loyalty and top 20% for

branch service quality

(2)

(1)

Based on TNS survey 3Q10 Consumer Banking Market Effectiveness Study

(2)

Based on Gallup survey

(3)

Based on Bain survey

(4)

Based on Prime Performance study

(5)

2010 Greenwich Excellence Award

Regions has the highest

brand favorability

(1)

Regions named “Friendliest

Bank”

(4)

Regions received Excellence

Award for Small Business and

Middle Market Banking

(5)

Regions ranked top in

customer loyalty

(3)

Outstanding

customer growth and

retention

Approximately 1

million new checking

accounts in 2009 and

2010

Continue to be

recognized for our

Excellent Service

Quality and Brand

Strength

Effectively meeting

customers’

needs

allows Regions to

gain market share 

What Makes Us Different?

9

Customer

Loyalty

Strong Low-Cost Deposit Growth

While Driving Lower Deposit Costs

10

(1)

Full Year Average

Low Cost Deposits

(1)

Low Cost Deposits

(1)

Deposit Costs

(1)

Deposit Costs

(1)

Improved Deposit Mix

•

Reduced Average Time Deposit mix from 35% in 2009 to 27% in 2010

•

Grew Low-Cost Deposits 14% year-over-year

11

Average Deposits $94.6B

Average Deposits $94.6B

Average Deposits $96.5B

Average Deposits $96.5B

Disciplined Focus on New Checking Account Growth

•

Approximately 1 million new checking accounts in 2009 and 2010

•

Grew

quality

checking

accounts

(1)

by 3% over 2009

•

Increased sales productivity with new account sales per branch improving

3.4% from 2009

•

Continued efforts to improve checking portfolio profitability through fee

generating accounts that provide customer value and fairly compensate

Regions

•

Fee based accounts grew 262% over 2009

•

Realize full potential of new accounts by selling deeper to new relationships

through new account conversations and onboarding

12

(1)

Quality

checking

accounts

are

those

accounts

that

have

a

average

balance of $500 and / or have at least 10

customer transactions

Consumer Loan Production Improving;

However Consumers Continue to De-Leverage

13

*$5.2B in Mortgage production sold to Agencies

Consumer Loan Production

Consumer Loan Production

Consumer Loans

Consumer Loans

Middle Market and Small Business Comprise

81% of Business Service Revenue

14

Average Loans

(1)

Average Loans

(1)

(1) Average balances 4Q10

Small Business

Business Banking (Metro

Markets)

Community Banking

Branch Small Business

Middle Market

Commercial and Industrial

Specialized Groups

Commercial Real Estate

Professional income property

developers, owners and

operators

Public real estate companies

Homebuilders

Affordable housing tax credits

We are Growing Commercial Loans

Commercial & Owner Occupied Real Estate Loan Growth

Commercial & Owner Occupied Real Estate Loan Growth

15

Core revenue continues to grow

16

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

($ in millions)

Net Interest

Income

Core Non-

Interest

Revenue*

Total

Core

Revenue

4Q10

$877

+

$794

=

$1,671

3Q10

$868

+

$748

=

$1,616

2Q10

$856

+

$756

=

$1,612

1Q10

$831

+

$734

=

$1,565

4Q09

$850

+

$743

=

$1,593

Net Interest Margin Impacted by Excess Liquidity

and Non-Accruals

17

Net Income & Net Interest Margin

Net Income & Net Interest Margin

Impact of Excess Liquidity &

Non-Accruals on NIM

Impact of Excess Liquidity &

Non-Accruals on NIM

3.00%

3.27%

3.20%

3.19%

3.06%

Growth of Fee Income and Debit Card Interchange

Migration to Fee Based Accounts

Migration to Fee Based Accounts

Growth in Debit / ATM Fees

Growth in Debit / ATM Fees

18

Strengthened Our Core Franchise

Through Productivity & Efficiency Initiatives

(1)

Excludes $6 billion goodwill impairment

(2)

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

19

($ in millions)

2007

2008

2009

2010

Branches

1,965

1,900

1,895

1,772

Reduced branch count by 10%

since 2007

Headcount

33,161

30,784

28,509

27,829

Headcount declined 5,332 or

16%

Total

Expenses

$4,660

$4,792

(1)

$4,751

$4,985

Adjusted

Expenses

(2)

$4,246

$4,448

$4,559

$4,667

Expenses continue to be

impacted by credit-related

expenses, elevated FDIC

expenses and professional and

legal fees

Credit-related

expenses

$153

$282

$424

$439

Credit-related costs should

subside as the economy

recovers

Non-Performing Loan Inflows Decline

Ending Balances

NPL Inflow by Type

NPL Inflow by Type

Business Services Gross NPLs

Business Services Gross NPLs

20

Non-performing Asset Levels Decline

Non-performing assets declined $308 million from third quarter

For the full year declined $494 million

Non-Performing Assets

Non-Performing Assets

21

Conservative Marks and Reserves Already Taken

on Impaired Loans

Note1: Impaired loans include non-accrual commercial and investor real estate loans, excluding leasing, and all TDRs (including accruing commercial, investor

real estate, and consumer TDRs)

Note 3: Legal balance represents the contractual obligation due from the customer and includes net book value plus cumulative partial charge-offs and interest

payments received on principal.

Impaired Loans as of December 31, 2010

($ in millions)

Legal

Balance

Charge-offs

& Payments

Received

Book Value

Related

Allowance

Charge-offs,

Payments and

Allowance as %

of Legal Balance

Commercial and industrial

$

545

$

124

$

421

$

102

41%

Commercial real estate mortgage -

owner occupied

746

96

650

167

35%

Commercial real estate construction -

owner occupied

47

16

31

10

55%

Total commercial

1,338

236

1,102

279

38%

Commercial investor real estate mortgage

1,693

273

1,420

319

35%

Commercial investor real estate construction

638

150

488

154

48%

Total investor real estate

2,331

423

1,908

473

38%

Residential first mortgage

1,113

60

1,053

126

17%

Home equity

378

13

365

46

16%

Indirect and other consumer

67

-

67

1

1%

Total consumer

1,558

73

1,485

173

16%

Total impaired loans

$

5,227

$

732

$

4,495

$

925

32%

22

Note 2: Book Value represents the total unpaid principal balance of the impaired loans, which is reduced for interest payments received on non-accrual loans.

Book Value is shown before any allowance for loan losses.

Loan Charge-Offs and Allowance

(1) Loan charge-offs related Sales / Transfer to Held for Sale

(2) Excludes loans held for sale

Loan Charge-Offs

Loan Charge-Offs

Allowance & Coverage

Allowance & Coverage

23

HFS

(1)

Higher Risk Portfolio Segments

Significantly Reduced

24

Total Investor Real Estate

Higher Risk Investor Real Estate

Segments

Reduced Investor Real Estate $9.9 B

or

38%

over 4 years

Reduced High Risk Segments $10.4 B

or

76%

over 4 years

Solid Capital; Above proposed Basel

minimum ratios

Basel Tier 1

Basel T1C 

25

Favorable liquidity position

26

Regions low loan to deposit ratio favorable among peers

Favorable funding mix driven by low cost deposits

* Based on 4Q10 ending balances

Why Regions?

•

Strong Southeastern franchise with comprehensive line

of business offerings

•

Leading brand favorability and exceptional service quality

•

Solid core business performance

•

Aggressively identifying and disposing of problem assets

•

Capital and liquidity remain solid

27

Non-GAAP reconciliation -

Revenue

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

this slide presentation:

29

($ amounts in millions)

4Q09

1Q10

2Q10

3Q10

4Q10

Net Interest Income (GAAP)

850

$  

831

$  

856

$  

868

$  

877

$  

Non-Interest Revenue (GAAP)

718

812

756

750

1,213

Total Revenue (GAAP)

1,568

1,643

1,612

1,618

2,090

Adjustments:

Securities (gains) losses, net

96

(59)

-

(2)

(333)

Gain on sale of mortgage loans

-

-

-

-

(26)

Leveraged lease termination gains

(71)

(19)

-

-

(59)

Total adjustments

25

(78)

-

(2)

(418)

Adjusted Total Revenue (non-GAAP)

1,593

$

1,565

$

1,612

$

1,616

$

1,672

$

Non-GAAP reconciliation -

Expenses

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

this slide presentation:

30

($ in millions)

2007

2008

2009

2010

Total Non-Interest Expenses (GAAP)

$ 4,660

$ 10,792

$ 4,751

$ 4,985

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

108

Branch consolidation charges

53

8

VISA settlement

51

(29)

-

-

Adjusted Non-Interest Expenses (non-GAAP)

4,246

$  

4,448

$  

4,559

$  

$ 4,667