Intangible Assets

12 Months Ended

Dec. 31, 2011

Note 7 q Intangible Assets

The following is a summary of intangible assets, net of accumulated amortization, included in the Consolidated Statements of Condition:



(Dollars in thousands)	Goodwill				Other Intangible Assets (a)

December 31, 2008		$	192,408			$	45,082
Amortization expense (b)			-				(6,017	)
Impairment (c)(d)			(16,591	)			(341	)
Divestitures (d)			(10,289	)			(815	)
Additions			-				347

December 31, 2009		$	165,528			$	38,256

Amortization expense (b)			-				(5,526	)
Impairment (c)(d)			(3,348	)			-
Additions			-				151

December 31, 2010		$	162,180			$	32,881

Amortization expense (b)			-				(4,380	)
Impairment (c)(d)			(10,100	)			-
Divestitures (d)			(18,421	)			(2,258	)

December 31, 2011		$	133,659			$	26,243

Certain previously reported amounts have been reclassified to agree with current presentation.

(a)

Represents customer lists, acquired contracts, premium on purchased deposits, and covenants not to compete.

(b)

Amortization expense related to First Horizon Insurance and First Horizon Msaver, Inc. of $.4 million, $1.4 million, and $1.7 million for 2011, 2010, and 2009, respectively, is included in Income/(loss) from discontinued operations, net of tax on the consolidated Statements of Income.

(c)

See Note 26 – Restructuring, Repositioning, and Efficiency for further details related to goodwill impairments.

(d)

See Note 2 – Acquisitions and Divestitures for further details regarding goodwill related to divestitures.

The gross carrying amount of other intangible assets subject to amortization is $105.3 million on December 31, 2011, net of $79.0 million of accumulated amortization. Estimated aggregate amortization expense is expected to be $3.8 million, $3.6 million, $3.5 million, $3.3 million, and $3.1 million for the twelve- month periods of 2012, 2013, 2014, 2015 and 2016, respectively.

The agreement to sell FHI resulted in a pre-tax goodwill impairment of $10.1 million in first quarter 2011. In second quarter 2011, the remaining $16.4 million of goodwill was removed in conjunction with the divestiture. The sale of Msaver during third quarter 2011 resulted in the removal of $2.0 million of goodwill. During 2011, FHN also recognized $2.2 million and $.1 million of other intangible asset write-offs related to the FHI and Msaver divestitures, respectively.

In 2010, FHN exited its institutional equity research business, FTN Equity Capital Markets ("FTN ECM"), and incurred a pre-tax goodwill impairment of $3.3 million. FHN also recognized an addition of other intangible assets of $.2 million related to the purchase of a book of business.

In 2009, FHN's non-strategic segment incurred pre-tax goodwill impairments of $14.3 million related to the agreement to sell FTN ECM. In connection with the divestiture of the Atlanta insurance business and FERP, FHN recognized goodwill write-offs of $8.0 million and $2.3 million, respectively, which are included in Income/losses on divestitures on the Consolidated Statements of Income. As a result of the closure of the remaining Atlanta insurance business that was excluded from the sale, there was an additional goodwill impairment of $2.3 million. FHN also recognized $.3 million of other intangible impairments related to customer lists, $.8 million of write-offs related to disposals, and additions of $.3 million.

The following is a summary of gross goodwill and accumulated impairment losses and write-offs detailed by reportable segments included in the Consolidated Statements of Condition through December 31, 2011. Gross goodwill, accumulated impairments, and accumulated divestiture related write-offs were determined beginning on January 1, 2002, when a change in accounting requirements resulted in goodwill being assessed for impairment rather than being amortized. Consistent with historical practices, FHN moved FHI's historical goodwill activity to the non-strategic segment in first quarter 2011 and moved Msaver's historical goodwill activity to the non-strategic segment in third quarter 2011.



(Dollars in thousands)	Non-Strategic				Regional Banking			Capital Markets			Total

Gross goodwill		$	199,995			$	36,238		$	97,421		$	333,654
Accumulated impairments			(84,084	)			-			-			(84,084	)
Accumulated divestiture related write-offs			(57,162	)			-			-			(57,162	)

December 31, 2008		$	58,749			$	36,238		$	97,421		$	192,408

Additions			-				-			-			-
Impairments			(16,591	)			-			-			(16,591	)
Divestitures			(10,289	)			-			-			(10,289	)

Net change in goodwill during 2009			(26,880	)			-			-			(26,880	)

Gross goodwill		$	199,995			$	36,238		$	97,421		$	333,654
Accumulated impairments			(100,675	)			-			-			(100,675	)
Accumulated divestiture related write-offs			(67,451	)			-			-			(67,451	)

December 31, 2009		$	31,869			$	36,238		$	97,421		$	165,528

Additions			-				-			-			-
Impairments			(3,348	)			-			-			(3,348	)
Divestitures			-				-			-			-

Net change in goodwill during 2010			(3,348	)			-			-			(3,348	)

Gross goodwill		$	199,995			$	36,238		$	97,421		$	333,654
Accumulated impairments			(104,023	)			-			-			(104,023	)
Accumulated divestiture related write-offs			(67,451	)			-			-			(67,451	)

December 31, 2010		$	28,521			$	36,238		$	97,421		$	162,180

Additions			-				-			-			-
Impairments			(10,100	)			-			-			(10,100	)
Divestitures			(18,421	)			-			-			(18,421	)

Net change in goodwill during 2011			(28,521	)			-			-			(28,521	)

Gross goodwill		$	199,995			$	36,238		$	97,421		$	333,654
Accumulated impairments			(114,123	)			-			-			(114,123	)
Accumulated divestiture related write-offs			(85,872	)			-			-			(85,872	)

December 31, 2011		$	-			$	36,238		$	97,421		$	133,659

Certain previously reported amounts have been reclassified to agree with current presentation.

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

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