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 15, 2005

AMSOUTH BANCORPORATION

(Exact name of registrant as specified in its charter)

DELAWARE	1-7476	63-0591257
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

AMSOUTH CENTER

1900 FIFTH AVENUE NORTH

BIRMINGHAM, ALABAMA 35203

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

Registrant’s telephone number, including area code: (205) 320-7151

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 the Registrant are scheduled to participate in the Merrill Lynch Banking and Financial Services Investor Conference on November 15, 2005. Executive management will make a presentation, followed by a question and answer session. Comments and the related slide presentation will be available via a live, listen-only Webcast.

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.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits. The exhibits listed in the exhibit index are 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 15, 2005

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.

AMSOUTH BANCORPORATION
By:	/s/    JOHN D. BUCHANAN
Name:	John D. Buchanan
Title:	Executive Vice President, Corporate Secretary and General Counsel

Date: November 15, 2005

EX-99.1

Merrill Lynch

Banking & Financial Services Investor Conference

November 15, 2005

Merrill Lynch

Banking & Financial Services Investor Conference

November 15, 2005

Exhibit 99.1

Safe Harbor

Safe Harbor

Statements in this presentation and the exhibits to the presentation that are not purely historical are forward-looking statements (as

defined in the Private Securities Litigation Reform Act of 1995), including any statements regarding descriptions of management’s

plans, objectives or goals for future operations, products or services, and forecasts of its revenues, earnings or other measures of

performance.

Forward-looking

statements

are based on current management expectations and, by their nature, are subject to risks

and uncertainties.  A number of factors –

many of which are beyond AmSouth’s control –

could cause actual conditions, events or

results to differ materially from those described in the

forward-looking

statements.  Factors which could cause results to differ

materially from current management expectations include, but are

not limited to: the effects of regulatory agreements on AmSouth’ s

branch expansion plan; the execution of

AmSouth’s

strategic

initiatives; legislation and regulation; general economic conditions,

especially in the Southeast; the performance of the stock and bond markets; changes in interest rates, yield curves and interest

rate

spread relationships; prepayment speeds within the loan and investment security portfolios; deposit flows; the cost of funds; cost of

federal deposit insurance premiums; demand for loan products; demand for financial services; competition, including a continued

consolidation in the financial services industry; changes in the

quality or composition of

AmSouth’s

loan

and investment portfolios

including capital market inefficiencies that may affect the marketability and valuation of available-for-sale securities; changes in

consumer spending and saving habits; technological changes; the growth and profitability of AmSouth’s mortgage banking business,

including

mortgage-related

income

and fees, being less than expected; adverse changes in the financial performance and/or

condition of

AmSouth’s

borrowers

which could impact the repayment of such borrowers’

loans; changes in accounting and tax

principles, policies or guidelines and in tax laws; other economic, competitive, governmental and regulatory factors affecting

AmSouth’s

operations, products, services and prices; the effects of weather and natural disasters, such as hurricanes; unexpected

judicial actions and developments; results of investigations, examinations, and reviews of regulatory and law enforcement

authorities; the outcome of litigation, which is inherently uncertain and depends on the findings of judges and juries; the impact on

AmSouth’s

businesses, as well as on the risks set forth above, of various domestic or international military or terrorist activities or

conflicts; specific factors mentioned in the text of this presentation; and AmSouth’s success at managing the risks involved in the

foregoing.

Forward-looking

statements

speak only as of the date they are made.  AmSouth does not undertake a duty to update

forward-looking

statements

to reflect circumstances or events that occur after the date the forward-looking statements are made.

Presentation Topics

Presentation Topics

AmSouth profile

Strategic plan highlights

Well positioned for growth

Balance sheet strength

Lower risk profile

Growth opportunities

AmSouth Maintains a Leadership Position in

Attractive Markets

AmSouth Maintains a Leadership Position in

Attractive Markets

$9 billion Market Cap

$51 billion in Assets

685 Branches

1,200 ATMs

1.9 million Households

12,500 Employees

Leading Businesses in Southeast

Leading Businesses in Southeast

Trust assets -

$28 billion

Annuity sales -

$800 million (2005 annl)

Small business lending -

$3.6 billion

Consumer lending -

$17 billion

Equipment leasing -

$2 billion

Electronic banking –

more than 1 million

registered users

Strategic Initiatives

Strategic Initiatives

Sustain growth in Consumer Banking

Continue aggressive growth in Business Banking

Grow Commercial Banking business with improved

credit quality

Double contribution from Wealth Management

Double Florida’s contribution

Emphasize sales productivity, service quality and

customer retention

Leverage technology across all lines of business with

increasing emphasis on Internet services

Strong Low-Cost Deposit Growth

Strong Low-Cost Deposit Growth

$20.1

$21.2

$21.4

$22.1

$23.7

$24.4

$24.2

$15

$16

$17

$18

$19

$20

$21

$22

$23

$24

$25

1Q04

2Q04

3Q04

4Q04

1Q05

2Q05

3Q05

Billions

Solid Business Banking Results

Solid Business Banking Results

21 month Business Banking growth

Loans -

18%

Deposits -

32%

Over 800,000 small businesses in our markets…

we currently bank 1 in 4 of these

21 month Commercial growth

Loans -

20%

Deposits –

40%

Cumulative Commercial Real Estate production

during the past 21 months -

$10.6 billion

Strong credit quality

High Quality Commercial Banking Growth

High Quality Commercial Banking Growth

Well positioned with a new business model and

the right products and services

Strong private client household growth –

31%

since plan inception

Significant Wealth Management Opportunities…

Significant Wealth Management Opportunities…

Florida Branch Expansion

Florida Branch Expansion

81 branches opened since January 2002

221 Florida branches, most in any of our states

13 new Florida branches under construction, with

applications filed to open 1Q06

15 month break-even

Leading growth market for Wealth Management,

Small Business, Commercial and Commercial Real

Estate

Florida Results From Branches Opened Since

January 2002       

Florida Results From Branches Opened Since

January 2002       

$149

$547

$936

$299

$909

$1,711

$0

$200

$400

$600

$800

$1,000

$1,200

$1,400

$1,600

$1,800

2003

2004

2005 (Annl)

Loans  

Deposits  

Our balance sheet

is strong and well

positioned for growth

Improving Earning Asset Mix

Improving Earning Asset Mix

Investment Securities to Total Earnings Assets

28.7%

26.9%

25.5%

27.4%

27.3%

27.7%

25%

26%

27%

28%

29%

2Q04

3Q04

4Q04

1Q05

2Q05

3Q05

Favorable Shift in Funding Mix

Favorable Shift in Funding Mix

Low cost deposits

have grown at a

13% annual rate the

last twelve months

Low Cost Deposits           Other Deposits

66%

34%

69%

31%

3Q04

3Q05

Neutral Interest Rate Sensitivity Position

Neutral Interest Rate Sensitivity Position

100 Basis Point Increase in Interest Rates

$ Impact to Net Interest Income

$0

$10

$20

1Q04

2Q04

3Q04

4Q04

1Q05

2Q05

3Q05

Improving

Risk Profile

Improving

Risk Profile

0.19%

0.36%

0.41%

0.23%

0.21%

0.23%

0.25%

0.27%

0.20%

0.18%

0.10%

0.20%

0.30%

0.40%

0.50%

0.60%

3Q04

4Q04

1Q05

2Q05

3Q05

AmSouth    

Mid Cap Peer Group

Net Charge-Off Ratio

Credit Quality Better Than Peers

Credit Quality Better Than Peers

0.37%

0.34%

0.34%

0.27%

0.29%

0.51%

0.48%

0.41%

0.40%

0.40%

0.00%

0.10%

0.20%

0.30%

0.40%

0.50%

0.60%

3Q04

4Q04

1Q05

2Q05

3Q05

AmSouth    

Mid Cap Peer Group

Nonperforming Assets Ratio

Consumer Loan Origination Quality Very High

Consumer Loan Origination Quality Very High

680

700

720

740

760

3Q04

4Q04

1Q05

2Q05

3Q05

Indirect    

Equity    

Residential First Mortgage

FICO Scores

We are in outstanding markets

with the right products

AmSouth Market Assessment

AmSouth Market Assessment

Florida –

Current Operations

Florida –

Current Operations

Loans -

$8.7 billion, 26% of

total company

Deposits -

$9.2 billion, 26% of total

company

Branches –

221, 32% of entire network

Households

Consumer –

28% of

total company

Business banking –

35% of total

company

Why expand further in Florida?

Why expand further in Florida?

Highest growth rate among top 10 most populous

states

Over 250,000 new jobs created in last year

Evolving economic diversification

AmSouth average growth –

3Q04 to 3Q05

Loans -

$1.4 billion or 19%

Deposits -

$1.8 billion or 25%

Strong Market Opportunities

Strong Market Opportunities

Middle TN

86

13%

East TN

89

11%

North Central AL

110

11%

MS/North LA

98

10%

Branches        Outlet Share

South AL/LA

56

7%

West TN

25

6%

West FL

71

8%

North FL

58

8%

Central FL

57

6%

Southwest FL

35

5%

-Projected HH Growth+

15%

13%

11%

9%

7%

5%

3%

0.0%            2.0%            4.0%             6.0%           

8.0%             10.0%              12.0%            14.0%     

16.0%

2006 Branch Expansion Plan

2006 Branch Expansion Plan

64 Branches –

Full year 2006

First Quarter

13 –

Florida

2 –

Other high growth markets

Remaining quarters

41 –

Florida

8 –

Other high growth markets

Florida Residential Real Estate

Florida Residential Real Estate

48% of single family lending is in Florida

Home equity -

$2.8 billion

Average FICO –

737

Average LTV –

76%

Residential first mortgage -

$3.7 billion

Average FICO –

723

Average LTV –

72%

Florida Commercial Real Estate

Florida Commercial Real Estate

44% of commercial real estate is in Florida -

$2.9 billion

Florida is 50% of our economic footprint

Diversified portfolio

25% single family builders -

$725 million

21% condominium loans –

$610 million

95% presold

20% nonrefundable deposits

Beachfront preference

71

72

73

74

75

76

77

78

79

80

81

82

83

84

85

86

87

88

89

90

91

92

93

94

95

96

97

98

99

00

01

02

Outstanding Record of Dividend Growth

Outstanding Record of Dividend Growth

35 Years of Higher Dividends

Current Yield = 4.2%

Mergent’s “Dividend Achiever”

03

04

05

Merrill Lynch

Banking & Financial Services Investor Conference

November 15, 2005

Merrill Lynch

Banking & Financial Services Investor Conference

November 15, 2005