Filed by AmSouth Bancorporation

Pursuant to Rule 425

under the Securities Act of 1933 and

deemed filed pursuant to Rule 14a-6(b) under

the Securities Exchange Act of 1934

Subject Company: AmSouth Bancorporation

Commission File No.: 1-7476

FORWARD LOOKING STATEMENTS

This document contains forward-looking statements made pursuant to the safe-harbor provisions of the Private Securities Litigation Act of 1995. These include statements as to the benefits of the proposed merger between Regions Financial and AmSouth (the “Merger”), including future financial and operating results, cost savings, enhanced revenues and the accretion/dilution to reported earnings that may be realized from the Merger as well as other statements of expectations regarding the Merger and any other statements regarding future results or expectations. These statements involve risks and uncertainties that may cause results to differ materially from those set forth in these statements. Regions and AmSouth caution readers that results and events subject to forward-looking statements could differ materially due to the following factors, among others: the risk that the businesses of Regions Financial and/or AmSouth in connection with the Merger will not be integrated successfully or such integration may be more difficult, time-consuming or costly than expected; expected revenue synergies and cost savings from the Merger may not be fully realized or realized within the expected time frame; revenues following the Merger may be lower than expected; customer and employee relationships and business operations may be disrupted by the merger; the ability to obtain required governmental and stockholder approvals, and the ability to complete the merger on the expected timeframe; possible changes in economic and business conditions; the existence or exacerbation of general geopolitical instability and uncertainty; the ability of Regions and AmSouth to integrate recent acquisitions and attract new customers; possible changes in monetary and fiscal policies, and laws and regulations; the effects of easing of restrictions on participants in the financial services industry; the cost and other effects of legal and administrative cases; possible changes in the credit worthiness of customers and the possible impairment of collectibility of loans; the effects of changes in interest rates and other risks and factors identified in each company’s filings with the Securities and Exchange Commission (the “SEC”). Regions Financial and AmSouth do not undertake any obligation to update any forward-looking statement, whether written or oral, relating to the matters discussed in this news release.

ADDITIONAL INFORMATION

The proposed Merger will be submitted to Regions Financial’s and AmSouth’s stockholders for their consideration. Regions Financial has filed a registration statement, which includes a joint proxy statement/prospectus which was sent to each company’s stockholders, and each of Regions Financial and AmSouth may file other relevant documents concerning the proposed Merger with the SEC. Stockholders are urged to read the registration statement and the joint proxy statement/prospectus regarding the proposed Merger and any other relevant documents filed with the SEC, as well as any amendments or supplements to those documents, because they

will contain important information. You may obtain a free copy of the joint proxy statement/prospectus, as well as other filings containing information about Regions Financial and AmSouth, at the SEC’s Web site (http://www.sec.gov). You may also obtain these documents, free of charge, by accessing Regions Financial’s website (http://www.Regions.com) under the tab “Investor Relations” and then under the heading “SEC Filings”, or by accessing AmSouth’s Web site (http://www.amsouth.com) under the tab “About AmSouth,” then under the tab “Investor Relations” and then under the heading “SEC Filings.”

Regions Financial and AmSouth and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of Regions Financial and/or AmSouth in connection with the proposed Merger. Information about the directors and executive officers of Regions Financial is set forth in the proxy statement for Regions Financial’s 2006 annual meeting of stockholders, as filed with the SEC on April 5, 2006. Information about the directors and executive officers of AmSouth is set forth in the proxy statement for AmSouth’s 2006 annual meeting of stockholders, as filed with the SEC on March 16, 2006. Additional information regarding the interests of those participants and other persons who may be deemed participants in the transaction may be obtained by reading the joint proxy statement/prospectus regarding the proposed Merger. You may obtain free copies of these documents as described above.

The following is an investor presentation of AmSouth Bancorporation in use beginning August 22, 2006.

Original Merger Presentation

2

The New Regions

“Creating Shareholder Value Through…

Improved Financial Returns, Enhanced Growth Opportunities,

Increased Scale and Superior Execution”

May 25, 2006

3

Forward Looking Statements

This presentation contains forward-looking statements made pursuant to the safe-harbor provisions of the Private

Securities Litigation Act of 1995.  These include statements as to the benefits of the proposed merger between

Regions Financial and AmSouth (the "Merger"), including future financial and operating results, cost savings,

enhanced revenues and the accretion / dilution to reported earnings that may be realized from the Merger as well

as other statements of expectations regarding the Merger and any

other statements regarding future results or

expectations.  These statements involve risks and uncertainties that may cause results to differ materially from

those set forth in these statements.  Regions and AmSouth caution readers that results and events subject to

forward-looking statements could differ materially due to the following factors, among others:  the risk that the

businesses of Regions Financial and/or AmSouth in connection with the Merger will not be integrated successfully

or such integration may be more difficult, time-consuming or costly than expected; expected revenue synergies and

cost savings from the Merger may not be fully realized or realized within the expected time frame; revenues

following the Merger may be lower than expected; customer and employee relationships and business operations

may be disrupted by the merger; the ability to obtain required governmental and stockholder approvals, and the

ability to complete the merger on the expected timeframe; possible changes in economic and business conditions;

the existence or exacerbation of general geopolitical instability and uncertainty; the ability of Regions and AmSouth

to integrate recent acquisitions and attract new customers; possible changes in monetary and fiscal policies, and

laws and regulations; the effects of easing of restrictions on participants in the financial services industry; the cost

and other effects of legal and administrative cases; possible changes in the credit worthiness of customers and the

possible impairment of collectibility

of loans; the effects of changes in interest rates and other risks and factors

identified in each company's filings with the  Securities and Exchange Commission (the "SEC").  Regions Financial

and AmSouth do not undertake any obligation to update any forward-looking statement, whether written or oral,

relating to the matters discussed in this presentation.

4

Additional Information

The proposed Merger will be submitted to Regions Financial's

and AmSouth's stockholders for their consideration. 

Regions Financial has filed a registration statement, which includes a joint proxy statement / prospectus sent to each

company's stockholders, and each of Regions Financial and AmSouth may file other relevant documents

concerning the proposed Merger with the SEC. Stockholders are urged to read the registration statement and the joint

proxy statement / prospectus regarding the proposed Merger and any other relevant documents filed with the SEC, as

well as any amendments or supplements to those documents, because they will contain important information.  You

may obtain a free copy of the joint proxy statement / prospectus, as well as other filings containing information about

Regions Financial and AmSouth, at the SEC's website (http://www.sec.gov).  You will also be able to obtain these

documents, free of charge, by accessing Regions Financial's

website (http://www.Regions.com) under the tab "Investor

Relations" and then under the heading "SEC Filings", or by accessing AmSouth's website (http://www.AmSouth.com)

under the tab "About AmSouth", then under the tab "Investor Relations" and then under the heading "SEC Filings".

Regions

Financial

and

AmSouth

and

their

respective

directors

and

executive

officers

may

be

deemed

to

be

participants

in

the

solicitation

of

proxies

from

the

stockholders

of

Regions

Financial

and/or

AmSouth

in

connection

with

the

proposed

Merger.

Information

about

the

directors

and

executive

officers

of

Regions

Financial

is

set

forth

in

the

proxy

statement

for

Regions

Financial's

2006

annual

meeting

of

stockholders,

as

filed

with

the

SEC

on

April

5,

2006.

Information

about

the

directors

and

executive

officers

of

AmSouth

is

set

forth

in

the

proxy

statement

for

AmSouth's

2006

annual

meeting

of

stockholders,

as

filed

with

the

SEC

on

March

16,

2006.

Additional

information

regarding

the

interests

of

those

participants

and

other

persons

who

may

be

deemed

participants

in

the

transaction

may

be

obtained

by

reading

the

joint

proxy

statement/prospectus

regarding

the

proposed

Merger.

You

may

obtain

free

copies

of

these

documents

as

described

above.

5

Transaction Rationale –

The Power of the

Combination

Financially Compelling

Market-for-market exchange

Substantial cost takeout opportunities

Significant potential EPS accretion

Meaningful excess capital generated

Strategically Compelling

Creates top 10 U.S. bank

Strong presence in its core markets

Combination enhances revenue composition, growth prospects and capital efficiency

Willingness to reallocate resources to higher growth markets

Key management roles defined

Disciplined approach to integration

6

Transaction Summary

Regions Financial Corporation

0.7974 Regions shares per AmSouth share

62% Regions / 38% AmSouth

$27 billion

12 Regions / 9 AmSouth

Jack Moore –

Chairman

Dowd Ritter –

Chief Executive Officer

Current Regions dividend

$2.5 billion

Q4 2006

Normal shareholder and regulatory

Completed

19.9%

Name:

Exchange Ratio:

Ownership:

Combined Market Capitalization:

Board of Directors:

Executive Management:

Dividend Policy:

Illustrative Divestitures:

Anticipated Closing:

Approvals:

Due Diligence:

Reciprocal Options:

7

Proposed Executive Management Team

Human

Resources

Dave Edmonds

Operations &

Technology

Dave Gordon

Chief Financial

Officer

Bryan Jordan

Financial

Services

Doug Edwards

General

Banking Group

Sam Upchurch

Alan Deer

General Counsel

Corporate Secretary

Lines of

Business Group

Grayson Hall

Transition &

Integration

Rick Horsley

Chief Risk Officer

Bill Wells

Board of Directors

Jackson W. Moore

Chairman

Allen Morgan

Vice Chairman

C. Dowd Ritter

President and CEO

8

Integration and Strategic Vision

Strategic combination of like-minded partners with a shared vision of the future

Execution risk mitigated by similar operating models and conservative transaction

structure

Draw on successful integration track records of both organizations

Communicate consistently with employees, customers and affected communities

Both companies are well prepared and ready for this merger

9

Combined Franchise Footprint

AL

MS

TN

AR

LA

TX

NC

FL

VA

KY

MO

MD

IN

IL

GA

IA

SC

AmSouth

Regions

Morgan Keegan

Insurance

Source:  SNL DataSource.  Deposit data as of 30-Jun-2005.

Note:  Does not include impact of deposit divestitures.

2,000 Bank Branches

2,800 ATMS

5mm Households

Pro Forma States

State

Dep.

Mkt. Share

Rank

AL

$20.4

31%

#1

FL

17.8

5

#4

TN

17.2

18

#2

LA

6.1

11

#3

MS

5.8

17

#1

GA

5.8

4

#6

AR

4.5

11

#1

IL

2.7

1

#20

TX

2.7

1

#20

MO

2.5

3

#7

IN

1.9

2

#10

Other

2.4

—

—

10

Combination Creates Scale and Regional

Leadership

Rank

Statistics

National

Southeast

Market Capitalization

#10

#4

Tangible Common Equity

10

4

Deposits

10

4

Branches

8

3

Source:  SNL DataSource; statistics pro forma for recent acquisitions.

Note:  Market data as of 23-May-2006; pro forma for recent acquisitions.  Pro forma market capitalization, deposits and branches do not include the impact of

branch consolidation or divestitures.

11

Strengthens Presence in Key MSAs

MSA

MSA

Rank

Rank

Branches

Branches

Deposits

Deposits

AmSouth

AmSouth

Regions

Regions

Contribution

Contribution

Source:  SNL DataSource. Deposit data as of 30-Jun-2005.

Note:  Does not include impact of deposit divestitures.

Ranked #1-5 in 21 of Top 25 Markets

Ranked #1-5 in 21 of Top 25 Markets

Ranked #1-5 in 21 of Top 25 Markets

#1 in 10 of Top 25 Markets

#1 in 10 of Top 25 Markets

#1 in 10 of Top 25 Markets

1.

Birmingham-Hoover, AL

1

90

$ 6,340

61%

39 %

2.

Nashville, TN

1

102

6,102

73 

27 

3.

Miami, FL

5

71

5,416

–

100 

4.

Tampa-St.Petersburg-Clearwater, FL

4

80

3,530

91 

9 

5.

Memphis, TN-MS-AR

2

80

3,493

19 

81 

6.

Mobile, AL

1

46

3,305

38 

62 

7.

Saint Louis, MO-IL

4

78

3,251

–

100 

8.

Atlanta-Sandy Springs-Marietta, GA

7

58

2,596

–

100 

9.

Montgomery, AL

1

32

2,207

34 

66 

10.

Jackson, MS

2

45

1,916

77 

23 

11.

New Orleans-Metairie-Kenner, LA

4

44

1,911

27 

73 

12.

Huntsville, AL

1

33

1,907

41 

59 

13.

Knoxville, TN

2

41

1,866

81 

19 

14.

Little Rock-North Little Rock, AR

1

34

1,772

–

100 

15.

Baton Rouge, LA

4

38

1,426

16 

84 

16.

Pensacola-Ferry Pass-Brent, FL

1

28

1,384

71 

29 

17.

Chattanooga, TN-GA

3

36

1,301

84 

16

18.

Tuscaloosa, AL

1

16

1,232

38 

62 

19.

Orlando-Kissimmee, FL

6

43

1,213

76 

24 

20.

Daphne-Fairhope, AL

1

20

1,028

28

72

21.

Shreveport-Bossier City, LA

2

23

993

77 

23 

22.

Indianapolis-Carmel, IN

6

30

843

–

100 

23.

Panama City-Lynn Haven, FL

1

12

828

40 

60 

24.

Houston-Sugar Land-Baytown, TX

18

31

805

–

100 

25.

Naples-Marco Island, FL

5

11

711

100 

–

12

Combination Creates Strategic Opportunities

Greater portfolio diversity

Limited credit overlap

Increased lending capacity

Diverse business mix

Morgan Keegan

Trust

Insurance

Mortgage

Benefit from size and diversity

Excess capital from synergies

Accelerate investment in high growth markets

Balance Sheet Benefits

Broad Customer Penetration

Enhanced Fee Revenues

Improved Capital Efficiency

Accelerated Deposit Growth

13

A Balanced Loan Portfolio

Residential Real Estate

20%

Construction

13%

Consumer

22%

Commercial Real Estate

17%

Small/Middle Market Business

28%

Total Combined Loans = $95.2 Billion

Minimal Overlapping Credits

Minimal Overlapping Credits

Minimal Overlapping Credits

14

Leading Regional Brokerage Platform to be

Levered Across AmSouth Franchise

AmSouth

AmSouth

Morgan Keegan

Morgan Keegan

Incremental opportunity through successful leveraging of Morgan

Keegan across AmSouth’s franchise

300+ brokerage locations in 16 states

1,070 financial advisors

Customer assets of $61 billion

Trust assets of $37 billion

Presence in over 250 Regions bank branches

644 full-service bank branch locations

270 Series 7 licensed financial consultants

Trust assets of $27 billion

Strong de novo experience capabilities

Private banking / 25,000 households

97 Morgan Keegan locations in AmSouth’s footprint

Leverage private banking capabilities

Increased Florida opportunities

15

AmSouth’s Successful De Novo Branching

Track Record in Florida

AmSouth has opened 93 Florida offices since 2002

Generated $1.6 billion in deposits

Produced $1 billion in loans

Represents 70,000 consumer households

Given strong market demographics, additional growth opportunities exist

45 additional locations will be opened during the remainder of this year

Opportunity to leverage de novo branching expertise across the combined

footprint

Broader access to demographically attractive markets

16

Enhanced Capital Generation and Efficiency

Tangible Common Equity / Tangible Assets

Tangible Common Equity / Tangible Assets

6.11%

5.72%

5.88%

4.95%

5.88%

Pro Forma¹

Regions

SunTrust

BB&T

Large-Cap

Banks

Regional Banks

Ratings²

(S&P / Moody's)

A / A1

A+ / Aa3

A+ / Aa3

—

—

~ $1 bn of Annual Capital Generation

~ $1 bn of Annual Capital Generation

~ $1 bn of Annual Capital Generation

Source:

SNL DataSource.  Financial data at 31-Mar-2006.

Note:

Large Caps:  Bank of America, Wells Fargo, Wachovia, U.S. Bancorp.

Regional Banks:  SunTrust, National City, BB&T, Fifth Third, PNC, KeyCorp, M&T, M&I, Comerica.

1

Includes estimated goodwill, restructuring charges and core deposit intangibles.  Does not include impact of deposit divestitures.

2

Regions ratings are prior to transaction announcement.

17

Pro Forma Financial Impact

18

Transaction Assumptions

Cost Savings:

Restructuring Charge:

Revenue Enhancements:

Illustrative Divestitures:

Core Deposit Intangible:

Earnings estimates:

Closing:

$400 million pre-tax annual cost savings

(approximately 10% of combined expenses)

Full run-rate cost saves achieved by Q2 2008

Realization of $150 million pre-tax in 2007, $350

million pre-tax in 2008

$700 million pre-tax

None assumed

$2.5 billion

3% of AmSouth’s core deposits amortized over 10

years using sum of the years digits methodology

AmSouth 2006E and 2007E EPS of $2.13 and $2.30,

respectively; 2008E EPS applies 7.5% growth to

2007E

Regions 2006E and 2007E EPS of $2.58 and $2.77,

respectively; 2008E EPS applies 8.0% growth to

2007E

Q4 2006

19

Pro Forma Financial Results

Note:   Analysis does not take into account impact of purchase accounting mark to market adjustments or revenue synergies.     

20

Cost

-Savings Phase

-In

$350mm

$400mm

2007

2008

2008

Impact to Regions

GAAP EPS

0.1%

6.8%

8.3%

Cash EPS

4.2%

10.2%

11.7%

Impact to AmSouth

GAAP EPS

(3.9)%

3.0%

4.5%

Cash EPS

1.4%

7.6%

9.1%

Dividend Impact to

AmSouth

7.3%

Substantial Synergies with Low Integration Risk

Personnel

$200

Occupancy / Equipment

65

Operations / Technology Reductions

75

Corporate / Other

60

Total (Pre-Tax)

$400

(Dollars in Millions)

Fully Phased-in

Cost

Savings

Expected Sources of Cost Savings

Expected Sources of Cost Savings

Significant branch overlap —

Over 230 branches within 1 mile radius

Full run-rate cost savings achieved by Q2 2008

21

Cost Savings Value Creation for Shareholders

1

Capitalizes management’s estimated cost savings of $400mm pre-tax (38% marginal tax rate) at a 12.5x earnings multiple, less the impact of estimated

restructuring costs of $700mm pre-tax (30% tax rate).

Regions

62%

$1.6bn

Approximately 10%

Per Share

AmSouth

38%

$1.0bn

Approximately 10%

Per Share

$2.6bn of Value¹

$400mm Cost Savings

Ownership:

Share of Cost Savings:

Value Creation:

22

Deliberate, Disciplined Approach to Combining

Financial Models

Generate positive operating leverage through expense control and

quality

revenue growth

Financial metric driven

Rigorous evaluation of capital allocation

Willingness to exit low return markets and businesses

Focus on high density / higher growth markets

Redeploy capital at higher returns

Focus relentlessly on execution

Measurement and accountability

23

Transaction Rationale –

The Power of the

Combination

Financially Compelling

Market-for-market exchange

Substantial cost takeout opportunities

Significant potential EPS accretion

Meaningful excess capital generated

Strategically Compelling

Creates top 10 U.S. bank

Strong presence in its core markets

Combination enhances revenue composition, growth prospects and capital efficiency

Willingness to reallocate resources to higher growth markets

Key management roles defined

Disciplined approach to integration

24

Appendix

25

Combined Balance Sheet

Source:  Publicly available financial statements.

1

Does not include purchase accounting adjustments and/or merger costs.

(Dollars in Millions)

As of 03/31/2006

AmSouth

Regions

Combined

1

Assets:

Cash and Investment Securities

$

12,505

$

13,913

$

26,418

Loans, net of unearned income

36,738

58,460

95,198

Goodwill & Intangibles

296

5,292

5,588

Other Assets

3,320

6,929

10,249

Total Assets

$

52,858

$

84,595

$

137,453

Liabilities and Equity

Deposits

$

37,119

$

60,519

$

97,638

Borrowings

10,296

11,518

21,814

Other Liabilities

1,825

1,900

3,726

Total Liabilities

$

49,240

$

73,938

$

123,178

Equity

3,618

10,657

14,275

Total Liabilities and Equity

$

52,858

$

84,595

$

137,453

26

Loan Composition

Source:  Publicly available financial statements.

(Dollars in Millions)

As of 03/31/2006

Residential

$

6,078

17

%

Residential RE

$

12,925

22

%

Residential RE

$

19,003

20

%

Commercial RE

3,068

8

Commercial RE

13,379

23

Commercial RE

16,448

17

Commercial

11,369

31

Commercial

14,954

26

Commercial

26,323

28

Consumer

11,395

31

Consumer

9,500

16

Consumer

20,895

22

Construction

4,827

13

Construction

7,701

13

Construction

12,529

13

Total

$

36,738

Total

$

58,460

Total

$

95,198

AmSouth

Regions

Combined

27

Strengthened Balance Sheet / Diversified Portfolio

Improves Credit Risk Profile

Allowance / Loans²

0.96%

1.34%

1.19%

1.06%

Allowance / NPAs²

351.1

191.3

222.7

288.4

NPAs / Assets

0.19

0.48

0.37

0.27

NCOs / Avg. Loans

0.47

0.20

0.30

0.17

AmSouth

Regions

Combined

Regional Banks¹

Expanded geographic and loan category diversification of portfolio improves pro

forma companies credit profile

Historically strong credit quality metrics with shared underwriting standards

Total Hurricane Katrina reserves of $77 million of which $72 million are still

available

Credit Quality Metrics

Credit Quality Metrics

1

Includes SunTrust, National City, BB&T, Fifth Third, PNC, KeyCorp, M&T, M&I, Comerica.

2

Does not give effect to SOP03-3 adjustment.

28

Deposit Composition

Source:  Publicly available financial statements.

(Dollars in Millions)

As of 03/31/2006

Non-Interest

$

8,291

22

%

Non-Interest

$

13,328

22

%

Non-Interest

$

21,619

22

%

Savings/NOW/MMKT

17,387

47

Savings/NOW/MMKT

25,570

42

Savings/NOW/MMKT

42,957

44

Time

10,424

28

Time

18,355

30

Time

28,779

29

Foreign

1,017

3

Foreign

3,266

5

Foreign

4,283

4

Total

$

37,119

Total

$

60,519

Total

$

97,638

AmSouth

Regions

Combined

29

Pro Forma Financial Results

(Dollars in millions, except EPS data)

Operating Income

2007

2008

Regions Stand Alone GAAP Net Income

$1,247

$1,312

AmSouth Stand Alone GAAP Net Income

800

840

$2,047

$2,152

After-Tax Transaction Adjustments

Cost Savings

$93

$217

Incremental CDI Amortization

(95)

(86)

Loss of Income from Illustrative Deposit Divestitures

(31)

(31)

Other Adjustments

(6)

(9)

Pro Forma Net Income

$2,008

$2,243

Pro Forma GAAP EPS

$2.77

$3.19

Pro Forma Cash EPS

2.93

3.34

Average Diluted Shares Outstanding (Millions)

725

702

Impact to Regions

GAAP EPS

0.1%

6.8%

Cash EPS

4.2

10.2

Impact to AmSouth

GAAP EPS

(3.9)%

3.0%

Cash EPS

1.4

7.6

30

Merger Status

31

Accomplishments

Since the deal was announced in May, numerous activities

have been completed or are underway:

Key accomplishments to date include:

Analyst Calls and Conferences

Key Organizational Announcements

Matrix Management

477 Leadership Decisions Announced

Merger Integration process initiated

Initial Systems Recommendations

Securities and Exchange Commission filing completed

August 17, 2006

Special Shareholder Meeting –

October 3, 2006

32

Objectives

A set of integration objectives was developed to clearly

define and measure the goals for a successful integration

Integrate the business systems and processes of the combined

organization to deliver the following:

Enhanced efficiency

Retention of customers and associates

Minimized changes to customer products, pricing or features

Growth in revenue and consumer households

Highest levels of customer service

Speed of execution but tempered with respect for customers,

risk management and operating environment

33

Guiding Principles

A set of guiding principles was developed to focus the

direction of the decision-making efforts throughout the life

cycle of the integration.

Leverage the strengths of both legacy organizations to create a

combined organization with better products and operating excellence

Utilize the best systems and processes from each legacy organization

for a sound, highly reliable, efficient operating base

Each Line of Business will conduct an extensive business review to

develop recommendations for their respective business units for:

Products

Business Processes

Technology

Organizational Structure

Business Review will be a collaborative effort with representation from

Operations, Technology, Risk Management and Human Resources

34

35

Success Metrics

In order to consistently and effectively measure success during the

integration, three critical success criteria have been identified:

protect the core business, enhance efficiency and grow revenue

Revenue Growth

•

Revenue Growth Summary

•

Household Growth

•

Loan Growth

•

Deposit Growth

Enhance Efficiency

•

Financial Targets

•

Progress on Merger Savings

(updated quarterly)

•

One-time Costs

Protect the Core

•

Customer Retention

•

Associate Retention

•

Customer Satisfaction

35

Divestiture Process

Potential Bidders

Offering Memorandum

Purchase Agreement

Due Diligence

–

Online Data Room

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Principal Issues

Customer

Retention

Creation of new competitor

Personnel

Retention of associates

Creating the appropriate business climate

Rules of engagement

12 month restriction on soliciting divested customers or associates

Keeping a Focused Perspective

Prescriptive process, driven by DOJ and the Federal Reserve

Customer retention is critical

Divestiture is undesirable but required

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Branch Expansion –

2006 Status

Combined de novo expansion for 2006 –

83 branches

55 in Florida

7 in Georgia

5 in Mississippi

4 in Texas

3 in Alabama, Tennessee and South Carolina

2 in North Carolina and 1 in Indiana

78 locations considered viable and are in an active

land bank for 2007 and beyond

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Branch Expansion –

2007 and Beyond

Continue focus on branch expansion

Follow rigorous process for site selection,

planning and profitability

2007 –

Open 50 new branches

2008 –

Open 100 new branches

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