EX-99.1

2012 MORGAN STANLEY

FINANCIALS CONFERENCE

June 13, 2012

David Turner

Chief Financial Officer

Exhibit 99.1

FRANCHISE OVERVIEW

•

Bank Associates: 23,619

•

Assets: $128B

•

Loans: $77B

•

Deposits: $97B

•

Branches: 1,722

•

Insurance Offices: 30

•

ATMs: 2,070

•

Market Cap: $9.0B*

*As of May 29, 2012

Business Services

Small and mid-sized C&I lending

Commercial Real Estate

Equipment Finance

Consumer Services

Direct Lending

Indirect Auto

Wealth Management

Private Banking

Insurance

Trust Services

Ranked 4th or Better in Market Share

Targeted Growth Areas

Mortgage

Home Equity

Credit Card

Top 10 MSAs

Deposits

Market

Rank

’10-’15

Population

Growth

Birmingham, AL

$11.0

37.6%

Nashville, TN

$6.6

17.3%

Miami, FL

$4.8

3.1%

Tampa, FL

$4.4

8.7%

Memphis, TN

$3.8

16.8%

Atlanta, GA

$3.4

3.0%

St. Louis, MO

$3.0

4.7%

Jackson, MS

$2.8

25.5%

New Orleans, LA

$2.4

8.3%

Mobile, AL

$2.3

38.2%

($ in billions)

National Average: 3.9%

REGIONS’

FOOTPRINT IS CHARACTERIZED BY EITHER HIGH

MARKET SHARE, HIGH GROWTH MARKETS OR BOTH

Source: SNL Financial

Note: Core Markets include AL, FL, LA, MS, AR, TN

Weighted Average Deposit Market

Share in Regions’

Core Markets

Rank

Name

Market

Bank of America

11.5%

Regions

9.8%

Wells Fargo

9.4%

SunTrust

6.9%

JPMorgan Chase

3.3%

BB&T

2.5%

Capital One

2.3%

First Horizon

2.0%

Hancock

1.9%

PNC

1.4%

1.0%

8.8%

4.4%

2.0%

10.1

4.3%

3.7%

1.4%

9.6%

3.4%

A QUARTER OF SIGNIFICANT ACCOMPLISHMENT

Key Milestones

•

No regulatory objection to Capital Plan

•

Closed Morgan Keegan Sale

•

Successful common equity offering

•

Credit Ratings upgrade

•

Redeemed $3.5 billion of Series A

preferred stock

•

Repurchased warrant from U.S.

Treasury for $45 million

Broad-Based Asset Quality

Improvement

•

Net charge-offs decreased $98MM or

23% to $332MM

•

Lowest quarterly loan loss provision in

more than four years at $117MM

•

NPLs declined 9%

•

Inflows of NPLs down 32% to $381MM

1Q12 Results

•

Net income available to common

shareholders of $145MM or $0.11 per

diluted share

•

Income from continuing operations

$0.14 per diluted share

MARKED IMPROVEMENT IN ASSET QUALITY METRICS

NPL Gross Migration

NPLs and Coverage Ratio

NPL Balances Paying Current and as Agreed***

Loan Loss Provision

48% Decline*

30% Decline in Total NPLs*

11 bps Increase*

76% Decline*

*Year-over-year change

**Excludes loans held for sale

***Business services

$730

$555

$755

$561

$381

1Q11

2Q11

3Q11

4Q11

1Q12

$3,087

$2,784

$2,710

$2,372

$2,151

103%

112%

109%

116%

118%

95%

100%

105%

110%

115%

120%

1Q11

2Q11

3Q11

4Q11

1Q12

NPLs

ALL / NPL**

38%

42%

45%

48%

49%

1Q11

2Q11

3Q11

4Q11

1Q12

316

397

358

282

191

165

151

153

148

141

(150)

(156)

(135)

(215)

$482

$398

$355

$295

$117

1Q11

2Q11

3Q11

4Q11

1Q12

Business Services and HFS Net Charge-offs

Consumer Net Charge-offs

Reserve Reduction

STRONG FUNDING PROFILE AND LIQUIDITY POSITION

Source:

SNL

Financial

Peers

include

BBT,

CMA,

FHN,

FITB,

HBAN,

KEY,

MTB,

PNC,

STI,

USB,

WFC,

ZION

*Based on ending balances

$66B

$79B

29%

31%

14%

20%

29%

24%

23%

19%

1Q11

1Q12

Time

Money Market

Savings

Interest Bearing

Interest Free

72%

71%

Regions

Peer Median

93%

90%

89%

84%

83%

81%

79%

1Q11

2Q11

3Q11

4Q11

1Q12

Deposit Cost

0.59%

0.37%

Funding Cost

0.86%

0.65%

Deposit Profile*

1Q12 Low Cost Deposits as a % of Total Funding

Loans* / Deposits*

Low Cost Deposits*

Peer Median

Regions

STRONG CAPITAL RATIOS

Tangible Common Equity / Tangible Assets

Tier 1 Capital Ratio

Tier 1 Common Ratio

(2)

(1)

Non-GAAP -

Subject to change as interpretation of Basel III rules is ongoing and dependent on guidance from Basel and

regulators

(2)

Non-GAAP –

See appendix for reconciliation

•

Tier 1 ratio is 14.3%, or 100 basis points higher linked

quarter

•

Tier

Capital

adjusted

exclude

TARP

(2)

stood

10.6% at quarter-end

•

Basel

III

Tier

ratio

estimated

12.5%

(1)

•

Tier

Common

ratio

(2)

9.6%,

increase

110

bps

linked quarter

•

The $900 million common stock issuance contributed

95 basis points to quarter over quarter improvement

•

Basel

III

Tier

Common

ratio

estimated

8.9%

(1)

6.0%

6.2%

6.5%

6.6%

7.4%

1Q11

2Q11

3Q11

4Q11

1Q12

8.8%

9.1%

9.4%

10.6%

3.7%

3.8%

3.7%

3.9%

3.7%

12.5%

12.6%

12.8%

13.3%

14.3%

1Q11

2Q11

3Q11

4Q11

1Q12

TARP Impact

Tier 1 Capital Excluding TARP

(2)

7.9%

8.2%

8.5%

9.6%

1Q11

2Q11

3Q11

4Q11

1Q12

RENEWED FOCUS ON C&I AND CONSUMER LENDING

BUSINESS SERVICES

•

61% of Total Loan Portfolio

•

Focused on middle market and small business

•

Broad based middle-market commercial loan growth across

footprint and industries

•

Driven by specialized industries, including healthcare,

franchise restaurant, energy, as well as technology and

defense

1Q12 Business Services Loans: $46B

1Q12 Consumer Services Loans: $30B

* Includes commercial real estate owner occupied loans

C&I

54%

CRE*

24%

IRE

22%

1st Mort

45%

Home

Equity

42%

Indirect

Credit

Card

Other

39% of Total Loan Portfolio

Consumer loan growth will be fueled by new businesses as

well as growth in existing businesses

Mortgage loan production totaled $1.6 billion

Non-real estate consumer portfolio has increased 45% YoY

$1B Regions-branded credit card portfolio repurchased in 2011

Indirect auto lending grew 19% YoY

Consumer services

MIX AND COST OF DEPOSITS PROVIDES FURTHER

OPPORTUNITY TO LOWER DEPOSIT COSTS AND IMPROVE

MARGIN

Deposit Cost Opportunity Gap

•

Regions has additional room to reduce deposit

costs, most significantly through profitably re-pricing

maturing CDs

•

Approximately $4B of CDs maturing in 2Q12 at an

average rate of 1.1%

•

Additional $5.2B of CDs maturing in the second half

of 2012 at an average rate of 1.9%

Deposit Mix Compared to Peers*

Regions

Peer

Average

*Ending basis for 1Q12

Source: SNL Financial: Peer banks include BBT, CMA, FHN, FITB, HBAN, KEY, MTB, PNC, STI, USB, WFC, ZION

49 bps

30 bps

10 bps

7 bps

1Q11

1Q12

Peer Median

Regions Opportunity Gap

Time

19%

NIB

31%

Other

50%

Time

16%

NIB

30%

Other

54%

FUNDING MIX AND DEPLOYMENT OF CASH RESERVES

HAS AIDED NET INTEREST MARGIN AND CLOSING THE

GAP TO PEERS

Impact of Excess Cash Reserves & Non-

Accruals on NIM*

Regions has closed a portion of its gap vs.

peers in the last 5 quarters

* From continuing operations

Source: SNL Financial: Peer banks include BBT, CMA, FHN, FITB, HBAN, KEY, MTB, PNC, STI, USB, WFC, ZION

3.09%

3.07%

3.04%

3.08%

3.09%

0.10%

0.14%

0.16%

0.14%

0.13%

0.16%

0.15%

0.13%

0.10%

3.35%

3.36%

3.35%

3.32%

1Q11

2Q11

3Q11

4Q11

1Q12

Reported Net Interest Margin

Impact of Excess Cash Reserves

3.09%

3.07%

3.04%

3.08%

3.09%

3.70%

3.62%

3.65%

3.60%

3.61%

1Q11

2Q11

3Q11

4Q11

1Q12

Regions

Peer Group Average

Impact of Non-Accruals

ABILITY TO ADAPT OUR BUSINESS MODEL HELPS

MITIGATE NEW LEGISLATION IMPACT

•

3% linked quarter

•

Mortgage revenues increased 35% linked

quarter and 71% over last year

•

Factors offsetting debit card legislation

•

Ongoing restructuring of our

accounts from free to fee-eligible

•

Increased hurdle to obtain free

checking

•

New revenue initiatives including

Now Banking Suite of products

(expedited bill pay, check cashing,

reloadable prepaid debit card and

money transfer services)

Fee

Income

Quarter

(1)

From continuing operations adjusted to exclude security gains and leveraged lease terminations gains–Non-GAAP,

see appendix for GAAP to Non-GAAP reconciliation

287

308

310

263

254

$501

$519

$516

$490

$505

1Q11

2Q11

3Q11

4Q11

1Q12

Service charges

Capital Markets, Investment Income & Trust

Mortgage Income

Credit Card Income

Insurance Income

Other

Adjusted

non-interest

revenue

increased

SEASONAL INCREASE IN EXPENSES; COST CONTAINMENT

CONTINUES TO BE A FOCUS

(1) Non-GAAP

excludes

4Q11

goodwill

impairment,

see

appendix

for

GAAP

Non-GAAP

reconciliation

(2)

Excludes Morgan Keegan Associates

Headcount

–

Bank

Associates

•

Non-interest expenses from continuing

operations were $913 million

•

higher than prior quarter; however, down 2%

year-over-year

•

Salaries and benefits costs increased $50

million linked quarter due to payroll taxes and

pension expenses

•

Headcount reduced 737 positions, down 3%

over the last year

•

Other real estate and HFS expenses decreased

$19 million over prior quarter or 56%

Other Real Estate and HFS Expenses

24,356

23,966

23,713

23,707

23,619

1Q11

2Q11

3Q11

4Q11

1Q12

$41

$48

$34

$15

1Q11

2Q11

3Q11

4Q11

1Q12

Adjusted

non-interest

expenses

were

OPPORTUNITY FOR OUTPERFORMANCE

REVENUE

EXPENSES

CREDIT

•

Tangible opportunity to close peer margin gap

•

Continued momentum in C&I and Consumer lending

•

Real estate expertise intact

•

Durbin mitigation efforts underway

•

Ongoing expense initiatives

•

Removed Morgan Keegan overhead / cost structure

•

Anticipating reduced credit related / OREO expenses

•

Solid reserve position

•

Reduced provisions with continued credit improvement

•

Positioned for increased future capital return

CAPITAL

•

Over $11 billion of deposit repricing

•

Lower liquidity costs

•

Level of non-accruals

APPENDIX

FORWARD-LOOKING STATEMENTS

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 (the “ Dodd-Frank 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. Future and 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.

› Regions' ability to mitigate the impact of the Dodd-Frank Act on debit interchange fees through revenue enhancements and other revenue measures, which will depend on various factors,

including the acceptance by our customers of modified fee structures for Regions' products and services.

› 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.

› Possible 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, wind, tornados and hurricanes, and the effects of man-made disasters.

› Possible downgrades in ratings issued by rating agencies.

› Potential dilution of holders of shares of common stock resulting from any future efforts by Regions to raise additional capital.

› 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.

› With regard to the sale of M organ Keegan the possibility of business disruption following the transaction; reputational risks and the reaction of customers and counterparties to the transaction;

and occurrences which could cause post-closing adjustments to the purchase price.

› 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, 2011.

› 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.

NON-GAAP RECONCILIATION: NON-INTEREST EXPENSE

AND NON-INTEREST REVENUE

In the table below non-interest expense (GAAP) and non-interest income (GAAP) are presented excluding certain adjustments to arrive at adjusted non-interest expense

(non-GAAP) and non-interest income (non-GAAP). Net interest income on a fully taxable-equivalent basis (GAAP) and non-interest income are added together to arrive

at total revenue (GAAP). Adjustments are made to arrive at adjusted total revenue (non-GAAP). Regions believes that the exclusion of these adjustments provides a

meaningful base for period-to-period comparisons, which management believes will assist investors in analyzing the operating results of the Company and predicting

future performance. These non-GAAP financial measures are also used by management to assess the performance of Regions' business. It is possible that the activities

related to the adjustments may recur; however, management does not consider the activities related to the adjustments to be indications of ongoing operations. Regions

believes that presentation of these non-GAAP financial measures will permit investors to assess the performance of the Company on the same basis as that applied by

management.

($ amounts in millions)

3/31/12

12/31/11

9/30/11

6/30/11

3/31/11

Continuing Operations

Non-interest expense (GAAP)

913

1,124

850

956

932

Adjustments:

Securities impairment, net

(2)

Branch consolidation and property and equipment charges

(77)

Goodwill impairment

(253)

Adjusted non-interest expense (non-GAAP)

913

871

850

879

932

Net interest income, taxable-equivalent basis (GAAP)

839

858

859

864

Non-interest income (GAAP)

524

507

513

543

580

Adjustments:

Securities (gains) losses, net

(12)

(7)

(24)

(82)

Leveraged lease termination (gains) losses, net

(7)

(10)

Loss (gain) on sale of mortgage loans

Adjusted non-interest income (non-GAAP)

505

490

516

519

501

Adjusted total revenue (non-GAAP)

1,344

1,348

1,375

1,383

1,365

As of and for Quarter Ended

NON-GAAP RECONCILIATION: TIER 1 CAPITAL

($ amounts in millions)

As Reported

Series A

Retirement

As Adjusted

TIER 1 RISK-BASED RATIO

Stockholders' equity

17,534

(3,500)

14,034

Accumulated other comprehensive loss

Non-qualifying goodwill and intangibles

(4,881)

Disallowed deferred tax assets

(345)

Disallowed servicing assets

(36)

Qualifying non-controlling interests

Qualifying trust preferred securities

846

Tier 1 capital

13,270

(3,500)

9,770

Risk-weighted assets

92,546

Tier 1 capital ratio

14.3%

10.6%

($ amounts in millions)

As Reported

Series A

Retirement

As Adjusted

TIER 1 RISK-BASED RATIO

Stockholders' equity

16,499

(3,500)

12,999

Accumulated other comprehensive loss

Non-qualifying goodwill and intangibles

(4,900)

Disallowed deferred tax assets

(432)

Disallowed servicing assets

(35)

Qualifying non-controlling interests

Qualifying trust preferred securities

846

Tier 1 capital

12,139

(3,500)

8,639

Risk-weighted assets

91,449

Tier 1 capital ratio

13.3%

9.4%

($ amounts in millions)

As Reported

Series A

Retirement

As Adjusted

TIER 1 RISK-BASED RATIO

Stockholders' equity

17,263

(3,500)

13,763

Accumulated other comprehensive income

(92)

Non-qualifying goodwill and intangibles

(5,649)

Disallowed deferred tax assets

(506)

Disallowed servicing assets

(35)

Qualifying non-controlling interests

Qualifying trust preferred securities

846

Tier 1 capital

11,919

(3,500)

8,419

Risk-weighted assets

92,786

Tier 1 capital ratio

12.8%

9.1%

As of December 31, 2011

As of September 30, 2011

As of March 31, 2012

($ amounts in millions)

As Reported

Series A

Retirement

As Adjusted

TIER 1 RISK-BASED RATIO

Stockholders' equity

16,888

(3,500)

13,388

Accumulated other comprehensive loss

177

Non-qualifying goodwill and intangibles

(5,668)

Disallowed deferred tax assets

(498)

Disallowed servicing assets

(35)

Qualifying non-controlling interests

Qualifying trust preferred securities

846

Tier 1 capital

11,802

(3,500)

8,302

Risk-weighted assets

93,865

Tier 1 capital ratio

12.6%

8.8%

($ amounts in millions)

As Reported

Series A

Retirement

As Adjusted

TIER 1 RISK-BASED RATIO

Stockholders' equity

16,619

(3,500)

13,119

Accumulated other comprehensive loss

387

Non-qualifying goodwill and intangibles

(5,686)

Disallowed deferred tax assets

(463)

Disallowed servicing assets

(28)

Qualifying non-controlling interests

Qualifying trust preferred securities

846

Tier 1 capital

11,767

(3,500)

8,267

Risk-weighted assets

93,929

Tier 1 capital ratio

12.5%

8.8%

As of March 31, 2011

As of June 30, 2011

Regions Series A preferred stock was retired on April 4, 2012. The following tables present the calculations of Tier 1 capital and the Tier 1

capital ratio, adjusted as if the retirement occurred on the last day of the quarter for each period presented. The amount retired includes the

Series A preferred stock plus the remaining balance of the related discount. The tables do not include an adjustment for the retirement of the

warrant to purchase 48.3 million shares of Regions common stock at $10.88 as this amount cannot be estimated at this time.

NON-GAAP RECONCILIATION: TIER 1 COMMON

As of and for Quarter Ended

($ amounts in millions)

12/31/11

9/30/11

6/30/11

3/31/11

Stockholders' equity (GAAP)

17,534

16,499

17,263

16,888

16,619

Accumulated other comprehensive (income) loss

(92)

177

387

Non-qualifying goodwill and intangibles

(4,881)

(4,900)

(5,649)

(5,668)

(5,686)

Disallowed deferred tax assets

(345)

(432)

(506)

(498)

(463)

Disallowed servicing assets

(36)

(35)

(28)

Qualifying non-controlling interests

Qualifying trust preferred securities

846

Tier 1 capital (regulatory)

13,270

12,139

11,919

11,802

11,767

Qualifying non-controlling interests

(92)

Qualifying trust preferred securities

(846)

Preferred stock

(3,429)

(3,419)

(3,409)

(3,399)

(3,389)

Tier 1 common equity (non-GAAP)

8,903

7,782

7,572

7,465

7,440

Risk-weighted assets (regulatory)

92,546

91,449

92,786

93,865

93,929

Tier 1 common risk-based ratio (non-GAAP)

N/O

9.6%

8.5%

8.2%

7.9%

3/31/12

TIER

COMMON

RISK-BASED

RATIO

CONSOLIDATED

The following table provides a reconciliation of stockholder’s equity to "Tier 1 common equity" (non-GAAP). Traditionally, the Federal Reserve and other

banking regulatory bodies have assessed a bank's capital adequacy based on Tier 1 capital, the calculation of which is codified in federal banking regulations.

In connection with the Company's Comprehensive Capital Assessment and Review ("CCAR"), these regulators are supplementing their assessment of the

capital adequacy of a bank based on a variation of Tier 1 capital, known as Tier 1 common equity. While not codified, analysts and banking regulators have

assessed Regions' capital adequacy using the Tier 1 common equity measure. Because Tier 1 common equity is not formally defined by GAAP or codified in

the federal banking regulations, this measure is considered to be non-GAAP and other entities may calculate it differently than Regions' disclosed calculations.

Since analysts and banking regulators may assess Regions' capital adequacy using TIer 1 common equity, we believe that it is useful to provide investors the

ability to assess Regions' capital adequacy on these same bases.

Tier 1 common equity is often expressed as a percentage of risk-weighted assets. Under the risk-based capital framework, a company's balance sheet

assets and credit equivalent amounts of off-balance sheet items are assigned to one of four broad risk categories. The aggregated dollar amount in each

category is then multiplied by the risk-weighted category. The resulting weighted values from each of the four categories are added together and this sum is

the risk-weighted assets total that, as adjusted, comprises the denominator of certain risk-based capital ratios. Tier 1 capital is then divided by this

denominator (risk-weighted assets) to determine the Tier 1 capital ratio. Adjustments are made to Tier 1 capital to arrive at Tier 1 common equity. Tier 1

common equity is also divided by the risk-weighted assets to determine the Tier 1 common risk-based ratio (non-GAAP). The amounts disclosed as risk-

weighted assets are calculated consistent with banking regulatory requirements.

(1)

Under

Basel

III,

regulatory

capital

must

reduced

purchased

credit

card

relationship

intangible

assets.

These

assets

are

partially allowed in Basel I capital.

(2)

Regions continues to develop systems and internal controls to precisely calculate risk-weighted assets as required by Basel III. The

amount included above is a reasonable approximation, based on our understanding of the requirements.

NON-GAAP RECONCILIATION: BASEL III

($ amounts in millions)

3/31/12

Stockholders' equity (GAAP)

17,534

Non-qualifying goodwill and intangibles

(1)

(5,041)

Adjustments, including other comprehensive income related to cash flow hedges,

disallowed deferred tax assets, threshold deductions and other adjustments

(680)

11,813

Qualifying non-controlling interests

Basel III Tier 1 Capital (non-GAAP)

11,817

Basel III Tier 1 Capital (non-GAAP)

11,817

Preferred Stock

(3,429)

Qualifying non-controlling interests

(4)

Basel III Tier 1 Common (non-GAAP)

8,384

Basel I risk-weighted assets

92,546

Basel III risk-weighted assets

(2)

94,334

Minimum

Basel III Tier 1 Capital Ratio

12.5%

8.5%

Basel III Tier 1 Common Ratio

8.9%

7.0%

The following table provides calculations of Tier 1 capital and Tier 1 common, based on Regions’ current understanding of Basel III requirements. Regions currently

calculates its risk-based capital ratios under guidelines adopted by the Federal Reserve based on the 1988 Capital Accord (“Basel I”) of the Basel Committee on Banking

Supervision (the “Basel Committee”). In December 2010, the Basel Committee released its final framework for Basel III, which will strengthen international capital and

liquidity regulation. When implemented by U.S. bank regulatory agencies and fully phased-in, Basel III will change capital requirements and place greater emphasis on

common equity. Implementation of Basel III will begin on January 1, 2013, and will be phased in over a multi-year period. The U.S. bank regulatory agencies have not yet

finalized regulations governing the implementation of Basel III. Accordingly, the calculations provided below are estimates, based on Regions’ current understanding of

the framework, including the Company’s reading of the requirements, and informal feedback received through the regulatory process. Regions’ understanding of the

framework is evolving and will likely change as the regulations are finalized. Because the Basel III implementation regulations are not formally defined by GAAP and have

not yet been finalized and codified, these measures are considered to be non-GAAP financial measures, and other entities may calculate them differently from Regions’

disclosed calculations. Since analysts and banking regulators may assess Regions’ capital adequacy using the Basel III framework, we believe that it is useful to provide

investors the ability to assess Regions’ capital adequacy on the same basis.

SIGNIFICANT REDUCTION IN HIGH RISK LOAN

PORTFOLIOS

Total Investor Real Estate

Higher Risk Investor Real Estate Portfolio

Reduced Investor Real Estate

$13.6 B or 57% over 5 years

Reduced High Risk Portfolios

$10.5 B or 86% over 5 years

11.8

9.1

11.9

$23.7

$10.1

1Q07

1Q12

Mortgage

Construction

$6.2

$2.0

$4.0

$0.8

$0.1

$0.8

Land

Condo

Single

Family

1Q07

1Q12