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): December 21, 2011

First Horizon National Corporation

(Exact Name of Registrant as Specified in Charter)

TN	001-15185	62-0803242
(State or Other Jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)		Identification No.)

165 MADISON AVENUE
MEMPHIS, TENNESSEE	38103
(Address of Principal Executive Office)	(Zip Code)

Registrant’s telephone number, including area code - (901) 523-4444

(Former name or former address, if changed from 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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) On December 21, 2011, the Company and Charles G. Burkett, a former executive officer of the Company, entered into a consulting arrangement. Under the arrangement Mr. Burkett has agreed to serve as an Executive Director of First Horizon Foundation. The Company has agreed to pay Mr. Burkett a monthly consulting fee of $9,166.66 for his services. Mr. Burkett’s engagement may be terminated by either party on four weeks’ notice.

The Foundation is a private charitable foundation established in 1993 by the Company to support nonprofit organizations primarily in the communities served by First Tennessee Bank. The engagement of Mr. Burkett is intended to take advantage of Mr. Burkett’s extensive experience with those communities.

A memorandum evidencing the arrangement is filed as an exhibit to this Report. The foregoing descriptions are subject to the legal terms of the arrangement.

ITEM 9.01. Financial Statements and Exhibits

(d) Exhibits

The following exhibits are filed herewith:

Exhibit #	Description
10.1	Memorandum concerning consulting arrangement with Charles G. Burkett

All summaries and descriptions of documents, and of amendments thereto, set forth above are qualified in their entirety by the documents themselves, whether filed as an exhibit hereto or filed as an exhibit to a later report.

In many agreements filed as exhibits, each party makes representations and warranties to other parties. Those representations and warranties are made only to and for the benefit of those other parties in the context of a business contract. Exceptions to such representations and warranties may be partially or fully waived by such parties, or not enforced by such parties, in their discretion. No such representation or warranty may be relied upon by any other person for any purpose.

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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.

	First Horizon National Corporation
	(Registrant)
Date: December 22, 2011	By:	/s/ Clyde A. Billings, Jr.
		Senior Vice President, Assistant
		General Counsel, and Corporate Secretary

EXHIBIT INDEX

EX-10.1 Memorandum concerning consulting arrangement with Charles G. Burkett

EX-10.1

Exhibit 10.1

Date:	December 21, 2011
From:	Bryan Jordan
To:	Charles Burkett
Subject:	Post-Retirement Support of First Horizon Foundation

This memo is to confirm our agreement to continue your role with the First Horizon Foundation after you retire from the Company. First Horizon National and First Tennessee Bank want you to serve the Foundation as an Executive Director in a non-employee capacity. This proposal is intended to leverage your reputation and contacts in the community.

Role

Your ideas and experienced insight will be welcomed as we chart our strategic goals with the Board of Directors. Your particular focus will be to ensure achievement of the Foundation’s goals and objectives.

Compensation

Effective January 1, 2012, you will begin receiving an annual consulting fee of $110,000. You will not be an employee of the Foundation, the Company, or the Bank. This arrangement will not reduce your pension, medical or other retiree benefits in any way, nor will the separation agreement you signed on April 27, 2011 be affected. Your business expenses will be handled in accordance with company policy and procedures. You will be expected to comply with any banking regulations or company policies applicable to this assignment, if any. This arrangement will be reviewed annually to determine if it is working as expected and to make changes/adjustments as needed. Either party can terminate this arrangement with 4 weeks’ notice.

Details on the administration of your payments under this agreement are in the attached addendum.

I am excited to extend this opportunity and look forward to your continued support of the Bank.