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) – October 17, 2011

FIRST HORIZON NATIONAL CORPORATION

(Exact Name of Registrant as Specified in Charter)

TN	001-15185	62-0803242
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer 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 (see General Instruction A.2. below):

¨ Written communications 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

Furnished as Exhibit 99.1 is a copy of First Horizon National Corporation Financial Supplement and Investor Slide Presentation for the quarter ended September 30, 2011, which are scheduled to be released October 17, 2011.

ITEM 9.01. Financial Statements and Exhibits

(c) Exhibits

The following exhibit is furnished pursuant to Item 7.01, is not to be considered “filed” under the Securities Exchange Act of 1934, as amended (“Exchange Act”), and shall not be incorporated by reference into any of First Horizon National Corporation’s (“Corporation”) previous or future filings under the Securities Act of 1933, as amended, or the Exchange Act.

Exhibit #	Description
99.1	First Horizon National Corporation Financial Supplement and Investor Slide Presentation for the quarter ended September 30, 2011.

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: October 17, 2011	By:	/s/ William C. Losch III
		William C. Losch III
		Executive Vice President and Chief Financial Officer

EXHIBIT INDEX

The following exhibit is furnished pursuant to Item 7.01 is not to be considered “filed” under the Exchange Act, and shall not be incorporated by reference into any of the Corporation’s previous or future filings under the Securities Act of 1933, as amended, or the Exchange Act.

Exhibit #	Description
99.1	First Horizon National Corporation Financial Supplement and Investor Slide Presentation for the quarter ended September 30, 2011.

EX-99.1

Exhibit 99.1

THIRD QUARTER 2011

FINANCIAL SUPPLEMENT

If you need further information, please contact:

Aarti Bowman, Investor Relations

901-523-4017

aagoorha@firsthorizon.com

TABLE OF CONTENTS

	Page
First Horizon National Corporation Segment Structure		3
Performance Highlights		4
Charges for Restructuring, Repositioning, & Efficiency Initiatives		6
Consolidated Results
Income Statement
Summary Results		7
Income Statement		8
Other Income and Other Expense		9
Balance Sheet
Period End Balance Sheet		10
Average Balance Sheet		11
Average Balance Sheet: Income and Expense		12
Average Balance Sheet: Yields and Rates		13
Mortgage Servicing Rights		14
Business Segment Detail
Segment Highlights		15
Regional Banking		16
Capital Markets		17
Corporate		18
Non-Strategic		19
Non-Strategic: Servicing		20
Capital Highlights		21
Asset Quality
Asset Quality: Consolidated		22
Rollforwards of Nonperforming Loans and ORE Inventory		24
Asset Quality: Regional Banking and Corporate		25
Asset Quality: Non-Strategic		26
Asset Quality: Portfolio Metrics		27
Glossary of Terms		28
Non-GAAP to GAAP Reconciliation		29

Other Information

This financial supplement contains forward-looking statements involving significant risks and uncertainties. A number of important factors could cause actual results to differ materially from those in the forward-looking information. Those factors include general economic and financial market conditions, including expectations of and actual timing and amount of interest rate movements including the slope of the yield curve, competition, customer and investor responses to these conditions, ability to execute business plans, geopolitical developments, recent and future legislative and regulatory developments, natural disasters, and items mentioned in this financial supplement and in First Horizon National Corporation’s (FHN) most recent press release, as well as critical accounting estimates and other factors described in FHN’s recent filings with the SEC. FHN disclaims any obligation to update any such factors or to publicly announce the result of any revisions to any of the forward-looking statements included herein or therein to reflect future events or developments.

Use of Non-GAAP Measures

Certain ratios are included in this financial supplement that are non-GAAP, meaning they are not presented in accordance with generally accepted accounting principles (GAAP) in the U.S. FHN’s management believes such ratios are relevant to understanding the capital position and results of the Company. The non-GAAP ratios presented in this financial supplement are tangible common equity to tangible assets, tangible book value per common share, tier 1 common to risk weighted assets, adjusted tangible common equity to risk weighted assets, and net interest margin adjusted for fully taxable equivalent (“FTE”). These ratios are reported to FHN’s management and Board of Directors through various internal reports. Additionally, disclosure of non-GAAP capital ratios provides a meaningful base for comparability to other financial institutions as the capital ratios have become an important measure of the capital strength of banks as demonstrated by the inclusion in the stress tests administered by the United States Treasury Department under the Capital Assistance Program. Non-GAAP measures are not formally defined by GAAP or codified in the federal banking regulations, and other entities may use calculation methods that differ from those used by FHN. Tier 1 capital is a regulatory term and is generally defined as the sum of core capital (including common equity and instruments that can not be redeemed at the option of the holder) adjusted for certain items under risk based capital regulations. Also a regulatory term, risk weighted assets includes total assets adjusted for credit risk and is used to determine capital ratios. Refer to the tabular reconciliation of non-GAAP to GAAP measures and presentation of the most comparable GAAP items on page 29 of this financial supplement.

FIRST HORIZON NATIONAL CORPORATION SEGMENT STRUCTURE

Regional Banking

-Traditional lending and deposit taking, investments, financial planning, trust services, asset management, and cash management

-Correspondent banking which provides credit, depository, and other banking related services to other financial institutions

-First lien mortgage originations through regional banking channels

Capital Markets

-Fixed income sales, trading, and strategies for institutional clients in the U.S. and abroad

-Other capital markets products such as portfolio advisory, derivatives, and loan trading

Corporate

-Executive management, enterprise-wide risk management, corporate finance, corporate communications, low income housing activities, legal functions and funding for the corporation including any impact from balance sheet positioning

-Various charges related to restructuring, repositioning, and efficiency initiatives

Non-Strategic

-Wind-down businesses that include:

-National commercial and consumer lending loan portfolios

-Trust preferred loan portfolio

-Legacy mortgage servicing

-Exited businesses such as First Horizon Msaver, Inc. (“Msaver”), First Horizon Insurance, Inc. (“FHI”), and Highland Capital Management Corporation (“Highland Capital”) and associated restructuring, repositioning, and efficiency charges

3

PERFORMANCE HIGHLIGHTS

Summary of Third Quarter 2011 Significant Items

(Millions)

Segment	Item	Income Statement	Amount	Comments
Corporate	Sale of Visa Shares	Noninterest Income: Securities gains/(losses), net	$35.1 million	Pre-tax gain associated with the sale of Visa Class B Shares.
Non-Strategic	Divestitures	Discontinued operations, net of tax	$5.7 million	After-tax gain on sale of Msaver.
Primarily Non-Strategic	Nonperforming loan sales	Provision for loan losses	(~$36) million	Losses on sales of nonperforming consumer and commercial loans.

(Third Quarter 2011 vs. Second Quarter 2011)

Consolidated

- Net income available to common shareholders was $36.1 million, or $.14 per diluted share, compared to $20.0 million, or $.08 per diluted share, in second quarter

- Net interest income increased $3.5 million during third quarter primarily within the regional banking segment

- Noninterest income (including security gains) was $220.9 million, an increase of $33.3 million from second quarter

- Increase primarily driven by securities gains in corporate and fixed income revenue within capital markets

- Provision expense was $32.0 million in third quarter compared to $1.0 million in the second quarter

- Increase is driven by losses on sales of consumer and commercial nonperforming loans

- Noninterest expense decreased $21.7 million to $322.7 million in third quarter

- The regional banking, capital markets, and corporate segments had lower expenses during third quarter

- Expenses within the non-strategic segment increased primarily due to elevated repurchase provision

- Period-end loan balance increased slightly in third quarter to $16.3 billion as commercial loan growth offset loan sale activities and runoff

- Average core deposits increased from $14.9 billion in second quarter to $15.2 billion in third quarter

Regional Banking

- Net interest margin decreased 4 basis points to 5.17%, net interest income (“NII”) increased $4.4 million to $140.6 million in third quarter

- Increase in NII primarily attributable to higher balances of loans to mortgage companies

- Provision credit was $22.7 million in third quarter compared to $13.7 million in the second quarter

- Decline in provision driven by improved performance of the Income CRE and C&I loan portfolios

- Includes $4.3 million of provision expense related to commercial nonperforming loan (“NPL”) sales

- Period-end loans increased $543.7 million primarily driven by loans to mortgage companies

- Noninterest income was relatively stable at $67.9 million in third quarter

- Deposit fee income increased slightly due to seasonality in consumer non-sufficient funds (“NSF”) fee structure

- Noninterest expense declined $6.1 million to $137.3 million in third quarter

- Decline driven by lower personnel costs, provision for unfunded commitments, credit and technology costs, and FDIC premiums

- The decline in expense was partially offset by negative valuation adjustments to foreclosed assets and higher advertising costs

Capital Markets

- Fixed income revenues increased to $92.6 million in third quarter from $71.2 million in second quarter

- Fixed income average daily revenue (“ADR”) was $1.4 million in third quarter, up from $1.1 million in prior quarter

- ADR increased in third quarter due to strong performance in both depository and non-depository customer segments

- Noninterest expense decreased to $77.2 million in third quarter from $103.4 million in prior quarter

- Decrease reflects a $36.7 million loss accrual recognized in second quarter 2011 related to the settlement of a litigation matter

- Legal and professional fees decreased $2.5 million from second quarter 2011

- Variable compensation costs increased consistent with the rise in fixed income sales revenue

Corporate

- Noninterest income (including securities gains) increased to $38.1 million from $9.0 million in prior quarter

- Third quarter includes $35.1 million of security gains related to the sale of Visa Class B Shares

- Deferred compensation income declined due to market conditions and is mirrored by a reduction in deferred compensation expense

- Second quarter included $3.4 million of interest related to a tax refund

- Noninterest expense decreased to $19.0 million in third quarter from $36.3 million in prior quarter

- Corporate restructuring charges were $3.2 million in third quarter compared to $16.6 million in prior quarter

- Second quarter included $9.0 million charge to terminate a technology-related services contract

- Severance and other employee-related restructuring costs decreased $5.4 million to $2.1 million in third quarter

4

PERFORMANCE HIGHLIGHTS (continued)

(Third Quarter 2011 vs. Second Quarter 2011)

Non-Strategic

- NII was flat at $30.6 million in third quarter driven by a favorable adjustment to accrued interest receivable of warehouse loans

- Provision expense increased to $54.7 million in third quarter from $14.7 million in prior quarter

  - Provision includes $29.8 million attributable to the sale of $188 million in unpaid principal balance (“UPB”) ($126 million book value) of nonperforming permanent mortgages

  - Losses on commercial NPL sales reflected within provision were $1.6 million in third quarter

- Noninterest income decreased to $15.4 million in third quarter from $33.0 million in prior quarter due to a decline in mortgage banking income

  - Positive net hedging results decreased to $7.0 million from $15.4 million in prior quarter

  - Mortgage warehouse valuation adjustments were negative $7.1 million in third quarter compared to $1.8 million of favorable adjustments in prior quarter

  - Third quarter valuation adjustments driven by credit deterioration

- Noninterest expense increased to $89.2 million in third quarter from $61.4 million in prior quarter

  - Provisioning for repurchase and foreclosure losses was $52.8 million in third quarter compared to $24.6 million in prior quarter

  - Reserve levels remained flat at $169.3 million due to higher inflow and unfavorable resolution and loss severity trends in third quarter

  - New requests/primary mortgage insurance (“PMI”) cancellation notices were $200.3 million in third quarter, an increase of $13.7 million

  - Active pipeline declined to $417.9 million from $450.8 million in prior quarter, primarily due to elevated charge-off levels

  - Cumulative rescission rates averaging between 45% and 55% with average loss severities ranging between 50% and 60%

  - Contract employment costs increased $6.3 million in third quarter to $11.2 million

  - Increase related to higher base subservicing fees and one-time costs associated with transition to new subservicer

- Discontinued operations, net of tax includes operating results from Msaver and FHI

  - The Msaver divestiture resulted in an after-tax gain of $5.7 million in third quarter

  - Closing of FHI and Highland Capital divestitures resulted in after-tax gains of approximately $4.2 million in second quarter

Asset Quality

- Allowance as a percentage of loans ratio decreased to 277 basis points from 326 basis points in prior quarter

  - Reflects a $74.4 million net allowance decrease in third quarter

  - Reserves decreased for all loan portfolios with exception of the Credit Card and Other Consumer portfolio

- Provision expense increased $31.0 million in third quarter driven by losses on nonperforming loan sales

- Annualized net charge-offs increased to 265 basis points of average loans from 167 basis points in prior quarter

  - Net charge-offs were $106.4 million in third quarter compared to $66.0 million in prior quarter

  - NPL sales contributed to $40.2 million of consumer and $7.4 million commercial net charge-offs in third quarter

  - Exclusive of NPL sales, net charge-offs decreased $7.1 million driven by the consumer portfolio

- Nonperforming assets (“NPAs”) decreased 22 percent from prior quarter; NPA ratio declined to 302 basis points from 409 basis points

  - Decline primarily driven by consumer distressed loan sales in third quarter

  - Foreclosed assets relatively stable as inflow has stabilized and disposition activity continues

- Troubled debt restructurings (“TDRs”) were $331.8 million at the end of third quarter compared with $376.3 million in prior quarter

  - Decline primarily due to sale of nonperforming permanent mortgages

- Commercial Portfolio:

  - Reserve decrease of $24.0 million for the C&I portfolio driven by improved borrower financial conditions resulting in upgrades

  - Aggregate improved risk profile primarily due to property stabilization of Income CRE portfolio resulted in $32.0 million reserve decrease

- Consumer Portfolio:

  - Performance of the home equity portfolio was relatively stable with 30+ delinquency rates up slightly to 157 basis points from prior quarter

  - Nonperforming permanent mortgages declined while net charge-offs increased due to the loan sale

Taxes (Operating Results)

- Approximately $7.8 million positive quarterly effect from permanent tax credits

- Prior quarter tax expense aided by $2.1 million favorable tax audit resolution

Capital and Liquidity

- Paid $0.01 per share dividend October 1, 2011

- Current ratios strong (regulatory capital ratios estimated based on period-end balances)

  - 9.00% for tangible common equity to tangible assets

  - 14.47% for Tier 1

  - 18.25% for Total Capital

  - 11.98% for Tier 1 Common

5

CHARGES FOR RESTRUCTURING, REPOSITIONING, & EFFICIENCY INITIATIVES
Quarterly, Unaudited

		00000000			00000000			00000000			00000000			00000000
(Thousands)	3Q11			2Q11			1Q11			4Q10			3Q10
By Income Statement Impact
Noninterest income
All other income and commissions (a)	$	1,200		$	-		$	-		$	-		$	-
Noninterest expense
Employee compensation, incentives, and benefits		2,128			7,511			2,253			2,225			778
Occupancy		1,031			59			795			17			39
Legal and professional fees		-			-			-			1			-
All other expense (b)		74			9,026			13			2,801			326
Total loss before income taxes		(2,033	)		(16,596	)		(3,061	)		(5,044	)		(1,143	)
Income/(loss) from discontinued operations (c) (d)		8,951			441			(10,514	)		(335	)		-
Net impact resulting from restructuring, repositioning, and efficiency initiatives	$	6,918		$	(16,155	)	$	(13,575	)	$	(5,379	)	$	(1,143	)

(a) Includes reversal of contingent liability associated with the expiration of subservicing agreement with purchaser of legacy mortgage operations.

(b) 2Q11 includes $9.0 million charge associated with termination of technology-related services contract.

(c) Includes amounts related to Msaver, First Horizon Insurance, and Highland Capital.

(d) 3Q11 includes a $9.4 million pre-tax gain related to the Msaver divestiture.

6

CONSOLIDATED SUMMARY RESULTS
Quarterly, Unaudited

																3Q11 Change vs.
(Dollars in thousands, except per share data)	3Q11			2Q11			1Q11			4Q10			3Q10			2Q11		3Q10
Income Statement Highlights
Net interest income	$	176,340		$	172,860		$	172,755		$	182,236		$	186,143			2%		(5)%
Noninterest income		185,725			187,592			195,537			189,483			245,633			(1)%		(24)%
Securities gains/(losses), net		35,162			1			798			15,681			(2,928	)		NM		NM
Total revenue		397,227			360,453			369,090			387,400			428,848			10%		(7)%
Noninterest expense		322,708			344,455			313,796			328,294			341,490			(6)%		(6)%
Provision for loan losses		32,000			1,000			1,000			45,000			50,000			NM		(36)%
Income before income taxes		42,519			14,998			54,294			14,106			37,358			NM		14%
Provision/(benefit) for income taxes		8,367			(4,167	)		12,162			(6,637	)		3,290			NM		NM
Income from continuing operations		34,152			19,165			42,132			20,743			34,068			78%		*
Income/(loss) from discontinued operations, net of tax		4,828			3,671			871			(3,435	)		(358	)		32%		NM
Net income		38,980			22,836			43,003			17,308			33,710			71%		16%
Net income attributable to noncontrolling interest		2,875			2,844			2,844			2,840			2,875			1%		*
Net income attributable to controlling interest		36,105			19,992			40,159			14,468			30,835			81%		17%
Preferred stock dividends		-			-			-			63,154			14,960			NM		NM
Net income/(loss) available to common shareholders	$	36,105		$	19,992		$	40,159		$	(48,686	)	$	15,875			81%		NM
Common Stock Data
Diluted EPS from continuing operations	$	0.12		$	0.06		$	0.15		$	(0.19	)	$	0.07			NM		71%
Diluted EPS		0.14			0.08			0.15			(0.20	)		0.07			75%		NM
Diluted shares		262,803			262,756			265,556			239,095			238,867			*		10%
Period-end shares outstanding		263,619			263,699			263,335			263,366			237,061			*		11%
Cash dividends declared per share	$	0.01		$	0.01		$	0.01			N/A			N/A
Stock dividend rate declared per share		N/A			N/A			N/A			1.8122	%		1.6567	%
Balance Sheet Highlights (Period-End)
Total loans, net of unearned income (Restricted - $.7 billion) (a)	$	16,241,402		$	16,061,646		$	15,972,372		$	16,782,572		$	17,059,489			1%		(5)%
Total deposits		15,698,255			15,896,027			15,350,967			15,208,231			14,975,920			(1)%		5%
Total assets (Restricted - $.7 billion) (a)		25,571,469			25,054,066			24,438,344			24,698,952			25,384,181			2%		1%
Total liabilities (Restricted - $.7 billion) (a)		22,828,239			22,372,684			21,798,287			22,020,947			22,077,293			2%		3%
Total equity		2,743,230			2,681,382			2,640,057			2,678,005			3,306,888			2%		(17)%
Asset Quality Highlights
Allowance for loan losses (Restricted - $32.4 million) (a)	$	449,645		$	524,091		$	589,128		$	664,799		$	719,899			(14)%		(38)%
Allowance / period-end loans		2.77	%		3.26	%		3.69	%		3.96	%		4.22	%
Net charge-offs	$	106,446		$	66,037		$	76,671		$	100,100		$	111,370			61%		(4)%
Net charge-offs (annualized) / average loans		2.65	%		1.67	%		1.93	%		2.36	%		2.60	%
Non-performing assets (NPA)	$	582,571		$	747,860		$	818,969		$	836,502		$	919,242			(22)%		(37)%
NPA % (b)		3.02	%		4.09	%		4.55	%		4.48	%		5.00	%
Key Ratios & Other
Return on average assets (annualized) (c)		0.62	%		0.37	%		0.71	%		0.27	%		0.52	%
Return on average common equity (annualized) (d)		5.90	%		3.36	%		6.82	%		(8.59	)%		2.86	%
Net interest margin (e) (f)		3.23	%		3.20	%		3.22	%		3.18	%		3.23	%
Fee income to total revenue (g)		51.30	%		52.04	%		53.09	%		50.97	%		56.89	%
Efficiency ratio (h)		89.13	%		95.56	%		85.20	%		88.32	%		79.09	%
Book value per common share	$	9.29		$	9.05		$	8.90		$	9.05		$	9.28
Tangible book value per common share (f)	$	8.68		$	8.43		$	8.21		$	8.31		$	8.45
Adjusted tangible common equity to risk weighted assets (f)		11.11	%		11.05	%		10.84	%		10.66	%		9.55	%
Full time equivalent employees		4,748			4,950			5,159			5,435			5,506			(4)%		(14)%

N/A - Not applicable

NM - Not meaningful

* Amount is less than one percent.

(a) Restricted balances parenthetically presented are as of September 30, 2011.

(b) NPAs related to the loan portfolio over period-end loans plus foreclosed real estate and other assets.

(c) Calculated using net income.

(d) Calculated using net income available to common shareholders.

(e) Net interest margin is computed using total net interest income adjusted for FTE.

(f) Refer to the Non-GAAP to GAAP Reconciliation on page 29 of this financial supplement.

(g) Ratio excludes securities gains/(losses).

(h) Noninterest expense divided by total revenue excluding securities gains/(losses).

7

CONSOLIDATED INCOME STATEMENT
Quarterly, Unaudited

														3Q11 Change vs.
(Thousands)	3Q11		2Q11			1Q11		4Q10			3Q10			2Q11		3Q10
Interest income	$	208,360	$	206,757		$	207,605	$	217,260		$	223,165			1%		(7)%
Less: interest expense		32,020		33,897			34,850		35,024			37,022			(6)%		(14)%
Net interest income		176,340		172,860			172,755		182,236			186,143			2%		(5)%
Provision for loan losses (a)		32,000		1,000			1,000		45,000			50,000			NM		(36)%
Net interest income after provision for loan losses		144,340		171,860			171,755		137,236			136,143			(16)%		6%
Noninterest income:
Capital markets		99,557		77,921			90,057		94,573			114,014			28%		(13)%
Mortgage banking		12,751		32,101			27,726		16,057			53,122			(60)%		(76)%
Deposit transactions and cash management		35,701		34,726			32,279		34,875			34,523			3%		3%
Trust services and investment management		6,086		6,684			6,360		6,330			6,171			(9)%		(1)%
Brokerage management fees and commissions		5,648		6,134			6,883		5,772			6,425			(8)%		(12)%
Insurance commissions		739		764			689		588			705			(3)%		5%
Securities gains/(losses), net (b)		35,162		1			798		15,681			(2,928	)		NM		NM
Other (c)		25,243		29,262			31,543		31,288			30,673			(14)%		(18)%
Total noninterest income		220,887		187,593			196,335		205,164			242,705			18%		(9)%
Adjusted gross income after provision for loan losses		365,227		359,453			368,090		342,400			378,848			2%		(4)%
Noninterest expense:
Employee compensation, incentives, and benefits (c)		153,540		151,160			156,512		164,410			170,786			2%		(10)%
Repurchase and foreclosure provision		52,791		24,563			37,203		44,223			48,712			NM		8%
Operations services		11,978		13,907			13,861		14,832			14,749			(14)%		(19)%
Occupancy (c)		13,523		13,061			14,861		13,756			14,213			4%		(5)%
Legal and professional fees		18,132		20,451			18,352		16,086			14,069			(11)%		29%
FDIC premium expense (d)		5,904		8,839			8,055		9,326			10,123			(33)%		(42)%
Computer software		8,689		8,375			8,085		8,406			7,569			4%		15%
Contract employment (e)		14,352		8,142			6,888		7,826			7,330			76%		96%
Equipment rentals, depreciation, and maintenance		8,795		8,481			7,890		7,821			7,127			4%		23%
Foreclosed real estate		4,691		5,803			6,789		4,178			5,159			(19)%		(9)%
Communications and courier		4,428		5,069			5,219		5,134			5,029			(13)%		(12)%
Miscellaneous loan costs		959		859			1,492		1,796			1,913			12%		(50)%
Amortization of intangible assets		1,004		1,006			1,006		1,037			1,037			*		(3)%
Other (c) (f)		23,922		74,739			27,583		29,463			33,674			(68)%		(29)%
Total noninterest expense		322,708		344,455			313,796		328,294			341,490			(6)%		(6)%
Income before income taxes		42,519		14,998			54,294		14,106			37,358			NM		14%
Provision/(benefit) for income taxes		8,367		(4,167	)		12,162		(6,637	)		3,290			NM		NM
Income from continuing operations		34,152		19,165			42,132		20,743			34,068			78%		*
Income/(loss) from discontinued operations, net of tax (c)		4,828		3,671			871		(3,435	)		(358	)		32%		NM
Net income		38,980		22,836			43,003		17,308			33,710			71%		16%
Net income attributable to noncontrolling interest		2,875		2,844			2,844		2,840			2,875			1%		*
Net income attributable to controlling interest		36,105		19,992			40,159		14,468			30,835			81%		17%
Preferred stock dividends		-		-			-		63,154			14,960			NM		NM
Net income/(loss) available to common shareholders	$	36,105	$	19,992		$	40,159	$	(48,686	)	$	15,875			81%		NM

NM - Not meaningful

* Amount is less than one percent.

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

(a) 3Q11 includes approximately $36 million of losses on sales of nonperforming loans.

(b) 3Q11 includes a $35.1 million gain associated with the sale of Visa Class B Shares.

(c) 2Q11 and 3Q11 includes a portion of net charges related to Restructuring, Repositioning, & Efficiency Initiatives.

(d) 3Q11 includes refinement of FDIC premium calculation methodology, which was first implemented in 2Q11.

(e) 3Q11 includes transition costs and elevated base subservicing costs in connection with the transition of servicing to a new mortgage servicer.

(f) 2Q11 includes a $36.7 million loss accrual related to a litigation settlement.

8

OTHER INCOME AND OTHER EXPENSE
Quarterly, Unaudited

												3Q11 Change vs.
(Thousands)	3Q11			2Q11		1Q11		4Q10		3Q10		2Q11		3Q10
Other Income
Bank owned life insurance	$	5,116		$	4,920	$	4,815	$	7,732	$	5,913		4%		(13)%
Bankcard income		5,258			5,151		4,720		4,977		4,965		2%		6%
ATM interchange fees		3,709			3,791		3,535		3,748		3,532		(2)%		5%
Other service charges		2,969			2,819		2,853		2,844		2,829		5%		5%
Electronic banking fees		1,609			1,536		1,534		1,629		1,870		5%		(14)%
Letter of credit fees		1,407			1,869		1,776		1,508		1,544		(25)%		(9)%
Deferred compensation		(2,093	)		221		979		2,260		1,121		NM		NM
Gains on extinguishment of debt		-			-		5,761		-		-		NM		NM
Other (a)		7,268			8,955		5,570		6,590		8,899		(19)%		(18)%
Total	$	25,243		$	29,262	$	31,543	$	31,288	$	30,673		(14)%		(18)%
Other Expense
Losses from litigation and regulatory matters	$	-		$	38,260	$	2,325	$	-	$	1,128		NM		NM
Advertising and public relations		4,571			3,558		3,790		5,687		6,508		28%		(30)%
Low income housing expense		4,712			4,973		4,697		5,886		5,513		(5)%		(15)%
Other insurance and taxes		3,352			3,507		3,467		1,808		2,985		(4)%		12%
Travel and entertainment		2,075			2,137		1,770		2,429		2,454		(3)%		(15)%
Customer relations		1,185			1,152		1,270		1,720		1,535		3%		(23)%
Employee training and dues		1,009			1,342		1,247		1,119		1,116		(25)%		(10)%
Supplies		1,092			792		963		1,208		1,120		38%		(3)%
Bank examination costs		1,138			1,117		1,118		1,147		1,147		2%		(1)%
Loan insurance expense		744			706		781		603		903		5%		(18)%
Federal services fees		338			291		464		471		520		16%		(35)%
Other (a) (b)		3,706			16,904		5,691		7,385		8,745		(78)%		(58)%
Total	$	23,922		$	74,739	$	27,583	$	29,463	$	33,674		(68)%		(29)%

NM - Not meaningful

* Amount is less than one percent.

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

(a) 3Q11 includes a portion of the net impact of Restructuring, Repositioning, & Efficiency Initiatives.

(b) 2Q11 includes a $9.0 million charge associated with the termination of a technology-related services contract.

9

CONSOLIDATED PERIOD-END BALANCE SHEET
Quarterly, Unaudited

																3Q11 Change vs.
(Thousands)	3Q11			2Q11			1Q11			4Q10			3Q10			2Q11		3Q10
Assets
Investment securities	$	3,327,846		$	3,230,477		$	3,085,478		$	3,031,930		$	2,611,460			3%		27%
Loans held for sale		386,147			397,931			370,487			375,289			414,259			(3)%		(7)%
Loans, net of unearned income (Restricted - $.7 billion) (a)		16,241,402			16,061,646			15,972,372			16,782,572			17,059,489			1%		(5)%
Federal funds sold and securities purchased under agreements to resell		719,400			598,000			527,563			424,390			602,407			20%		19%
Interest bearing cash (b)		358,537			263,441			308,636			517,739			266,469			36%		35%
Trading securities		1,227,197			1,196,380			924,854			769,750			1,214,595			3%		1%
Total earning assets		22,260,529			21,747,875			21,189,390			21,901,670			22,168,679			2%		*
Cash and due from banks (Restricted - $4.7 million) (a)		339,895			313,416			337,002			344,384			331,743			8%		2%
Capital markets receivables		521,198			625,243			595,594			146,091			564,879			(17)%		(8)%
Mortgage servicing rights, net		150,803			186,958			207,748			207,319			191,943			(19)%		(21)%
Goodwill		133,659			135,683			152,080			162,180			162,180			(1)%		(18)%
Other intangible assets, net		27,243			28,384			31,545			32,881			34,263			(4)%		(20)%
Premises and equipment, net		326,667			330,392			320,871			322,319			311,947			(1)%		5%
Real estate acquired by foreclosure (c)		91,492			92,662			110,127			125,401			139,359			(1)%		(34)%
Allowance for loan losses (Restricted - $32.4 million) (a)		(449,645	)		(524,091	)		(589,128	)		(664,799	)		(719,899	)		14%		38%
Other assets (Restricted - $13.6 million) (a)		2,169,628			2,117,544			2,083,115			2,121,506			2,199,087			2%		(1)%
Total assets (Restricted - $.7 billion) (a)	$	25,571,469		$	25,054,066		$	24,438,344		$	24,698,952		$	25,384,181			2%		1%
Liabilities and Equity
Deposits
Savings	$	6,467,377		$	6,382,963		$	6,296,533		$	6,036,895		$	5,436,451			1%		19%
Other interest-bearing deposits		3,096,621			2,784,787			2,679,437			2,842,306			3,088,224			11%		*
Time deposits		1,210,661			1,277,905			1,336,666			1,390,995			1,473,622			(5)%		(18)%
Total interest-bearing core deposits		10,774,659			10,445,655			10,312,636			10,270,196			9,998,297			3%		8%
Noninterest-bearing deposits		4,412,375			4,937,103			4,480,413			4,376,285			4,393,107			(11)%		*
Total core deposits (d)		15,187,034			15,382,758			14,793,049			14,646,481			14,391,404			(1)%		6%
Certificates of deposit $100,000 and more		511,221			513,269			557,918			561,750			584,516			*		(13)%
Total deposits		15,698,255			15,896,027			15,350,967			15,208,231			14,975,920			(1)%		5%
Federal funds purchased and securities sold under agreements to repurchase		2,101,953			2,005,999			2,125,793			2,114,908			2,439,542			5%		(14)%
Trading liabilities		471,120			498,915			384,250			361,920			414,666			(6)%		14%
Other short-term borrowings and commercial paper		621,998			187,902			237,583			180,735			193,361			NM		NM
Term borrowings (Restricted - $.7 billion) (a)		2,509,804			2,502,517			2,514,754			3,228,070			2,805,731			*		(11)%
Capital markets payables		509,164			464,993			413,334			65,506			379,526			9%		34%
Other liabilities (Restricted - $.1 million) (a)		915,945			816,331			771,606			861,577			868,547			12%		5%
Total liabilities (Restricted - $.7 billion) (a)		22,828,239			22,372,684			21,798,287			22,020,947			22,077,293			2%		3%
Equity
Common stock		164,762			164,812			164,584			164,604			145,526			*		13%
Capital surplus		1,641,878			1,638,423			1,636,623			1,630,210			1,344,307			*		22%
Capital surplus common stock warrant - (CPP)		-			-			-			83,860			83,860			NM		NM
Undivided profits		724,977			691,490			674,064			631,712			737,014			5%		(2)%
Accumulated other comprehensive loss, net		(83,552	)		(108,508	)		(130,379	)		(127,546	)		(109,958	)		23%		24%
Preferred stock capital surplus - (CPP)		-			-			-			-			810,974			NM		NM
Noncontrolling interest (e)		295,165			295,165			295,165			295,165			295,165			*		*
Total equity		2,743,230			2,681,382			2,640,057			2,678,005			3,306,888			2%		(17)%
Total liabilities and equity	$	25,571,469		$	25,054,066		$	24,438,344		$	24,698,952		$	25,384,181			2%		1%

NM - Not meaningful

* Amount is less than one percent.

(a) Restricted balances parenthetically presented are as of September 30, 2011.

(b) Includes excess balances held at Fed.

(c) 3Q11 includes $11.4 million of foreclosed assets related to government insured mortgages.

(d) 3Q11 average core deposits were $15.2 billion.

(e) Includes preferred stock of subsidiary.

10

CONSOLIDATED AVERAGE BALANCE SHEET
Quarterly, Unaudited

																3Q11 Change vs.
(Thousands)	3Q11			2Q11			1Q11			4Q10			3Q10			2Q11		3Q10
Assets:
Earning assets:
Loans, net of unearned income:
Commercial, Financial, and Industrial (C&I)	$	7,181,058		$	6,867,893		$	6,823,350		$	7,229,808		$	7,017,427			5%		2%
Income CRE		1,308,059			1,362,459			1,422,837			1,472,182			1,570,928			(4)%		(17)%
Residential CRE		169,049			203,721			249,777			306,292			361,217			(17)%		(53)%
Consumer real estate		5,346,893			5,436,358			5,549,490			5,706,103			5,872,695			(2)%		(9)%
Permanent mortgage		985,359			1,009,804			1,064,893			980,383			986,444			(2)%		*
Credit card and other		292,800			299,904			299,861			318,000			338,987			(2)%		(14)%
Restricted real estate loans		681,469			708,966			741,413			779,793			818,149			(4)%		(17)%
Total loans, net of unearned income (Restricted - $.7 billion) (a) (b)	$	15,964,687		$	15,889,105		$	16,151,621		$	16,792,561		$	16,965,847			*		(6)%
Loans held for sale		384,108			366,557			353,384			385,047			481,317			5%		(20)%
Investment securities:
U.S. Treasuries		43,812			62,970			82,197			72,375			68,570			(30)%		(36)%
U.S. Government agencies		2,990,375			2,938,623			2,669,852			2,418,015			2,198,754			2%		36%
States and municipalities		19,365			23,869			26,015			38,914			41,756			(19)%		(54)%
Other		221,664			220,440			224,565			228,866			244,766			1%		(9)%
Total investment securities		3,275,216			3,245,902			3,002,629			2,758,170			2,553,846			1%		28%
Capital markets securities inventory		1,250,249			1,235,642			1,110,584			1,118,090			1,338,535			1%		(7)%
Mortgage banking trading securities		30,320			32,263			34,549			36,040			37,814			(6)%		(20)%
Other earning assets:
Federal funds sold and securities purchased under agreements to resell		660,048			653,984			581,861			553,432			572,078			1%		15%
Interest bearing cash (c)		403,482			381,586			586,411			1,312,006			1,095,006			6%		(63)%
Total other earning assets		1,063,530			1,035,570			1,168,272			1,865,438			1,667,084			3%		(36)%
Total earning assets (Restricted - $.7 billion) (a)		21,968,110			21,805,039			21,821,039			22,955,346			23,044,443			1%		(5)%
Allowance for loan losses (Restricted - $32.7 million) (a)		(507,478	)		(567,923	)		(644,107	)		(717,297	)		(778,326	)		(11)%		(35)%
Cash and due from banks (Restricted - $6.3 million) (a)		346,100			343,162			351,488			338,619			363,445			1%		(5)%
Capital markets receivables		124,192			112,289			124,395			197,294			161,239			11%		(23)%
Premises and equipment, net		328,172			324,584			320,485			320,341			309,713			1%		6%
Other assets (Restricted - $13.8 million) (a)		2,519,020			2,500,864			2,596,870			2,694,155			2,657,126			1%		(5)%
Total assets (Restricted - $.7 billion) (a)	$	24,778,116		$	24,518,015		$	24,570,170		$	25,788,458		$	25,757,640			1%		(4)%
Liabilities and equity:
Interest-bearing liabilities:
Interest-bearing deposits:
Other interest-bearing deposits	$	2,900,808		$	2,673,090		$	2,662,421		$	3,010,572		$	3,008,241			9%		(4)%
Savings		6,479,880			6,320,779			6,184,409			5,926,061			5,782,596			3%		12%
Time deposits		1,244,602			1,315,764			1,360,180			1,434,238			1,505,267			(5)%		(17)%
Total interest-bearing core deposits		10,625,290			10,309,633			10,207,010			10,370,871			10,296,104			3%		3%
Certificates of deposit $100,000 and more		507,086			547,262			560,805			558,860			617,560			(7)%		(18)%
Federal funds purchased and securities sold under agreements to repurchase		2,081,379			2,130,832			2,259,138			2,618,819			2,523,719			(2)%		(18)%
Capital markets trading liabilities		626,982			620,726			561,429			514,992			520,046			1%		21%
Other short-term borrowings and commercial paper		284,163			340,015			172,601			207,315			199,588			(16)%		42%
Term borrowings (Restricted - $.7 billion) (a)		2,491,227			2,499,794			2,838,034			2,856,014			2,913,979			*		(15)%
Total interest-bearing liabilities		16,616,127			16,448,262			16,599,017			17,126,871			17,070,996			1%		(3)%
Noninterest-bearing deposits		4,546,876			4,574,342			4,414,758			4,470,436			4,454,907			(1)%		2%
Capital markets payables		102,831			79,463			79,389			98,738			124,008			29%		(17)%
Other liabilities		789,190			735,786			795,176			823,170			799,734			7%		(1)%
Equity		2,723,092			2,680,162			2,681,830			3,269,243			3,307,995			2%		(18)%
Total liabilities and equity (Restricted - $.7 billion) (a)	$	24,778,116		$	24,518,015		$	24,570,170		$	25,788,458		$	25,757,640			1%		(4)%

NM - Not meaningful

* Amount is less than one percent.

(a) Restricted balances parenthetically presented are quarterly averages as of September 30, 2011.

(b) Includes loans on nonaccrual status.

(c) Includes excess balances held at Fed.

11

CONSOLIDATED AVERAGE BALANCE SHEET: INCOME AND EXPENSE
Quarterly, Unaudited

																3Q11 Change vs.
(Thousands)	3Q11			2Q11			1Q11			4Q10			3Q10			2Q11		3Q10
Assets:
Earning assets:
Loans, net of unearned income (a)	$	163,773		$	162,281		$	164,747		$	175,650		$	177,059			1%		(8)%
Loans held for sale		5,126			3,267			3,657			3,487			4,747			57%		8%
Investment securities:
U.S. Treasuries		66			88			119			119			117			(25)%		(44)%
U.S. Government agencies		27,615			28,643			26,513			24,753			24,181			(4)%		14%
States and municipalities		115			196			208			154			188			(41)%		(39)%
Other		2,250			2,391			2,423			2,267			2,410			(6)%		(7)%
Total investment securities		30,046			31,318			29,263			27,293			26,896			(4)%		12%
Capital markets securities inventory		10,141			10,479			10,027			10,039			13,479			(3)%		(25)%
Mortgage banking trading securities		706			820			889			903			936			(14)%		(25)%
Other earning assets:
Federal funds sold and securities purchased under agreements to resell (b)		(58	)		(93	)		78			130			169			38%		NM
Interest bearing cash		180			180			330			806			669			*		(73)%
Total other earning assets		122			87			408			936			838			40%		(85)%
Total earning assets / interest income	$	209,914		$	208,252		$	208,991		$	218,308		$	223,955			1%		(6)%
Liabilities:
Interest-bearing liabilities:
Interest-bearing deposits:
Other interest-bearing deposits	$	1,650		$	1,638		$	1,552		$	1,715		$	1,959			1%		(16)%
Savings		6,773			7,018			7,250			7,821			7,975			(3)%		(15)%
Time deposits		7,096			7,783			8,032			8,759			9,355			(9)%		(24)%
Total interest-bearing core deposits		15,519			16,439			16,834			18,295			19,289			(6)%		(20)%
Certificates of deposit $100,000 and more		2,328			2,612			2,710			2,894			3,324			(11)%		(30)%
Federal funds purchased and securities sold under agreements to repurchase		1,159			1,237			1,324			1,569			1,518			(6)%		(24)%
Capital markets trading liabilities		3,703			4,102			3,791			3,504			4,127			(10)%		(10)%
Other short-term borrowings and commercial paper		229			231			216			370			307			(1)%		(25)%
Term borrowings		9,081			9,274			9,975			8,392			8,456			(2)%		7%
Total interest-bearing liabilities / interest expense		32,019			33,895			34,850			35,024			37,021			(6)%		(14)%
Net interest income - tax equivalent basis		177,895			174,357			174,141			183,284			186,934			2%		(5)%
Fully taxable equivalent adjustment		(1,555	)		(1,497	)		(1,386	)		(1,048	)		(791	)		(4)%		(97)%
Net interest income	$	176,340		$	172,860		$	172,755		$	182,236		$	186,143			2%		(5)%

NM - Not meaningful

* Amount is less than one percent.

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

(a) Includes loans on nonaccrual status.

(b) 3Q11 and 2Q11 are driven by negative market rates on reverse repurchase agreements.

12

CONSOLIDATED AVERAGE BALANCE SHEET: YIELDS AND RATES
Quarterly, Unaudited

(Thousands)	3Q11			2Q11			1Q11			4Q10			3Q10
Assets:
Earning assets:
Loans, net of unearned income:
Commercial loans		3.84	%		3.90	%		3.84	%		3.99	%		3.92	%
Retail loans		4.37			4.31			4.42			4.36			4.41
Total loans, net of unearned income (a)		4.08			4.09			4.12			4.16			4.15
Loans held for sale		5.34			3.57			4.14			3.62			3.95
Investment securities:
U.S. Treasuries		0.60			0.56			0.59			0.65			0.68
U.S. Government agencies		3.69			3.90			3.97			4.09			4.40
States and municipalities		2.39			3.29			3.19			1.58			1.80
Other		4.06			4.34			4.32			3.96			3.94
Total investment securities		3.67			3.86			3.90			3.96			4.21
Capital markets securities inventory		3.24			3.39			3.61			3.59			4.03
Mortgage banking trading securities		9.31			10.17			10.29			10.02			9.90
Other earning assets:
Federal funds sold and securities purchased under agreements to resell (b)		(0.03	)		(0.06	)		0.05			0.09			0.12
Interest bearing cash		0.18			0.19			0.23			0.24			0.24
Total other earning assets (c)		0.05			0.03			0.14			0.20			0.20
Total earning assets / interest income		3.80	%		3.83	%		3.86	%		3.79	%		3.87	%
Liabilities:
Interest-bearing liabilities:
Interest-bearing deposits:
Other interest-bearing deposits		0.23	%		0.25	%		0.24	%		0.23	%		0.26	%
Savings		0.41			0.45			0.48			0.52			0.55
Time deposits		2.26			2.37			2.39			2.42			2.47
Total interest-bearing core deposits		0.58			0.64			0.67			0.70			0.74
Certificates of deposit $100,000 and more		1.82			1.91			1.96			2.05			2.14
Federal funds purchased and securities sold under agreements to repurchase		0.22			0.23			0.24			0.24			0.24
Capital markets trading liabilities		2.34			2.65			2.74			2.70			3.15
Other short-term borrowings and commercial paper		0.32			0.27			0.51			0.71			0.61
Term borrowings (d)		1.46			1.49			1.41			1.18			1.16
Total interest-bearing liabilities / interest expense		0.77			0.83			0.85			0.81			0.86
Net interest spread		3.00	%		3.00	%		3.01	%		2.98	%		3.01	%
Effect of interest-free sources used to fund earning assets		0.20			0.20			0.21			0.20			0.22
Net interest margin		3.23	%		3.20	%		3.22	%		3.18	%		3.23	%

Yields are adjusted to a fully taxable equivalent (“FTE”). Refer to the Non-GAAP to GAAP Reconciliation on page 29 for reconciliation of net interest income (GAAP) to net interest income adjusted for impact of FTE - (non-GAAP).

(a) Includes loans on nonaccrual status.

(b) 3Q11 and 2Q11 are driven by negative market rates on reverse repurchase agreements.

(c) Earning assets yields are expressed net of unearned income.

(d) Rates are expressed net of unamortized debenture cost for term borrowings.

13

MORTGAGE SERVICING RIGHTS
Quarterly, Unaudited

																3Q11 Change vs.
(Thousands)		3Q11			2Q11			1Q11			4Q10			3Q10			2Q11	3Q10
First Liens
Fair value beginning balance	$	183,530		$	204,257		$	203,812		$	188,397		$	197,953
Reductions due to loan payments		(5,286	)		(5,522	)		(7,163	)		(10,160	)		(8,752	)
Reductions due to sale		-			-			-			-			-
Reductions due to exercise of cleanup calls		-			(195	)		-			(1,110	)		-
Changes in fair value due to:
Changes in valuation model inputs or assumptions (a)		(30,813	)		(15,010	)		7,592			26,685			385
Other changes in fair value		-			-			16			-			(1,189	)
Fair value ending balance	$	147,431		$	183,530		$	204,257		$	203,812		$	188,397			(20)%	(22)%
Second Liens
Fair value beginning balance	$	251		$	259		$	262		$	250		$	242
Reductions due to loan payments		(10	)		(8	)		(13	)		(17	)		(8	)
Changes in fair value due to:
Other changes in fair value		-			-			10			29			16
Fair value ending balance	$	241		$	251		$	259		$	262		$	250			(4)%	(4)%
HELOC
Fair value beginning balance	$	3,177		$	3,232		$	3,245		$	3,296		$	3,551
Reductions due to loan payments		(59	)		(59	)		(42	)		(76	)		(514	)
Changes in fair value due to:
Other changes in fair value		13			4			29			25			259
Fair value ending balance	$	3,131		$	3,177		$	3,232		$	3,245		$	3,296			(1)%	(5)%
Total Consolidated
Fair value beginning balance	$	186,958		$	207,748		$	207,319		$	191,943		$	201,746
Reductions due to loan payments		(5,355	)		(5,589	)		(7,218	)		(10,253	)		(9,274	)
Reductions due to sale		-			-			-			-			-
Reductions due to exercise of cleanup calls		-			(195	)		-			(1,110	)		-
Changes in fair value due to:
Changes in valuation model inputs or assumptions (a)		(30,813	)		(15,010	)		7,592			26,685			385
Other changes in fair value		13			4			55			54			(914	)
Fair value ending balance	$	150,803		$	186,958		$	207,748		$	207,319		$	191,943			(19)%	(21)%

(a) Principally reflects changes in discount rates and prepayment speed assumptions, mostly due to changes in interest rates.

14

BUSINESS SEGMENT HIGHLIGHTS
Quarterly, Unaudited

																3Q11 Change vs.
(Thousands)		3Q11			2Q11			1Q11			4Q10			3Q10		2Q11	3Q10
Regional Banking
Net interest income	$	140,603		$	136,249		$	134,671		$	144,492		$	142,220		3%	(1)%
Noninterest income		67,952			67,696			66,156			70,774			71,970		*	(6)%
Total revenues		208,555			203,945			200,827			215,266			214,190		2%	(3)%
Provision for loan losses		(22,698	)		(13,748	)		(12,404	)		2,002			10,298		65%	NM
Noninterest expense		137,300			143,353			147,800			150,052			152,173		(4)%	(10)%
Income before income taxes		93,953			74,340			65,431			63,212			51,719		26%	82%
Provision for income taxes		34,739			27,268			23,948			22,894			18,822		27%	85%
Net income	$	59,214		$	47,072		$	41,483		$	40,318		$	32,897		26%	80%
Capital Markets
Net interest income	$	5,555		$	5,564		$	5,576		$	5,877		$	8,584		*	(35)%
Noninterest income		99,505			77,925			90,080			94,555			114,055		28%	(13)%
Total revenues		105,060			83,489			95,656			100,432			122,639		26%	(14)%
Noninterest expense (a)		77,163			103,378			73,558			76,812			79,434		(25)%	(3)%
Income/(loss) before income taxes		27,897			(19,889	)		22,098			23,620			43,205		NM	(35)%
Provision/(benefit) for income taxes		10,659			(7,734	)		8,436			8,829			16,214		NM	(34)%
Net income/(loss)	$	17,238		$	(12,155	)	$	13,662		$	14,791		$	26,991		NM	(36)%
Corporate
Net interest income/(expense)	$	(463	)	$	444		$	(269	)	$	(2,064	)	$	(2,845	)	NM	84%
Noninterest income		38,058			9,007			12,871			26,252			7,943		NM	NM
Total revenues		37,595			9,451			12,602			24,188			5,098		NM	NM
Noninterest expense		19,013			36,288			20,672			19,014			19,413		(48)%	(2)%
Income/(loss) before income taxes		18,582			(26,837	)		(8,070	)		5,174			(14,315	)	NM	NM
Provision/(benefit) for income taxes		666			(18,844	)		(10,533	)		(9,008	)		(15,449	)	NM	NM
Net income/(loss)	$	17,916		$	(7,993	)	$	2,463		$	14,182		$	1,134		NM	NM
Non-Strategic
Net interest income	$	30,645		$	30,603		$	32,777		$	33,931		$	38,184		*	(20)%
Noninterest income		15,372			32,965			27,228			13,583			48,737		(53)%	(68)%
Total revenues		46,017			63,568			60,005			47,514			86,921		(28)%	(47)%
Provision for loan losses		54,698			14,748			13,404			42,998			39,702		NM	38%
Noninterest expense		89,232			61,436			71,766			82,416			90,470		45%	(1)%
Loss before income taxes		(97,913	)		(12,616	)		(25,165	)		(77,900	)		(43,251	)	NM	NM
Benefit for income taxes		(37,697	)		(4,857	)		(9,689	)		(29,352	)		(16,297	)	NM	NM
Loss from continuing operations		(60,216	)		(7,759	)		(15,476	)		(48,548	)		(26,954	)	NM	NM
Income/(loss) from discontinued operations, net of tax		4,828			3,671			871			(3,435	)		(358	)	32%	NM
Net loss	$	(55,388	)	$	(4,088	)	$	(14,605	)	$	(51,983	)	$	(27,312	)	NM	NM
Total Consolidated
Net interest income	$	176,340		$	172,860		$	172,755		$	182,236		$	186,143		2%	(5)%
Noninterest income		220,887			187,593			196,335			205,164			242,705		18%	(9)%
Total revenues		397,227			360,453			369,090			387,400			428,848		10%	(7)%
Provision for loan losses		32,000			1,000			1,000			45,000			50,000		NM	(36)%
Noninterest expense		322,708			344,455			313,796			328,294			341,490		(6)%	(6)%
Income before income taxes		42,519			14,998			54,294			14,106			37,358		NM	14%
Provision/(benefit) for income taxes		8,367			(4,167	)		12,162			(6,637	)		3,290		NM	NM
Income from continuing operations		34,152			19,165			42,132			20,743			34,068		78%	*
Income/(loss) from discontinued operations, net of tax		4,828			3,671			871			(3,435	)		(358	)	32%	NM
Net income	$	38,980		$	22,836		$	43,003		$	17,308		$	33,710		71%	16%

NM - Not meaningful

* Amount is less than one percent.

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

(a) 2Q11 includes a $36.7 million loss accrual related to a litigation settlement.

15

REGIONAL BANKING
Quarterly, Unaudited

																3Q11 Change vs.
(Thousands)		3Q11			2Q11			1Q11			4Q10			3Q10		2Q11	3Q10
Income Statement
Net interest income	$	140,603		$	136,249		$	134,671		$	144,492		$	142,220		3%	(1)%
Provision for loan losses		(22,698	)		(13,748	)		(12,404	)		2,002			10,298		65%	NM
Noninterest income		67,952			67,696			66,156			70,774			71,970		*	(6)%
Noninterest expense		137,300			143,353			147,800			150,052			152,173		(4)%	(10)%
Income before income taxes	$	93,953		$	74,340		$	65,431		$	63,212		$	51,719		26%	82%
Efficiency ratio (a)		65.83	%		70.29	%		73.60	%		69.71	%		71.05	%
Balance Sheet (millions)
Average loans	$	10,844		$	10,528		$	10,516		$	10,994		$	10,863		3%	*
Average other earning assets		58			58			71			103			201		*	(71)%
Total average earning assets		10,902			10,586			10,587			11,097			11,064		3%	(1)%
Average core deposits		13,078			12,736			12,456			12,489			12,217		3%	7%
Average other deposits		507			547			561			560			605		(7)%	(16)%
Total average deposits		13,585			13,283			13,017			13,049			12,822		2%	6%
Total period end deposits		13,729			13,664			13,236			13,094			12,773		*	7%
Total period end assets		12,066			11,417			11,063			11,636			11,808		6%	2%
Net interest margin (b)		5.17	%		5.21	%		5.20	%		5.20	%		5.13	%
Loan yield		4.01			4.02			4.04			4.07			4.12
Deposit average yield		0.48			0.54			0.57			0.60			0.65
Noninterest Income Detail (thousands)
NSF / Overdraft fees	$	14,239		$	13,316		$	11,749		$	13,678		$	14,039		7%	1%
Cash management fees		9,206			9,536			9,132			10,148			9,509		(3)%	(3)%
Debit card income		6,826			6,941			6,414			6,414			6,408		(2)%	7%
Other		5,256			4,738			4,777			4,421			4,307		11%	22%
Total deposit transactions and cash management		35,527			34,531			32,072			34,661			34,263		3%	4%
Insurance commissions		732			756			679			579			695		(3)%	5%
Trust services and investment management		6,098			6,714			6,354			6,312			6,218		(9)%	(2)%
Bankcard income		4,882			4,759			4,322			4,564			4,537		3%	8%
Mortgage banking		1,121			947			2,591			5,736			3,997		18%	(72)%
Other service charges		3,312			3,359			3,526			3,506			3,504		(1)%	(5)%
Miscellaneous revenue		16,280			16,630			16,612			15,416			18,756		(2)%	(13)%
Total noninterest income	$	67,952		$	67,696		$	66,156		$	70,774		$	71,970		*	(6)%
Key Statistics
Financial center locations		176			178			178			183			182		(1)%	(3)%
Trust assets - total managed assets (millions)	$	3,296		$	3,421		$	4,756		$	4,955		$	4,892		(4)%	(33)%
First lien mortgage production (millions)	$	54		$	51		$	111		$	262		$	225		6%	(76)%

NM - Not meaningful

* Amount is less than one percent.

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

(a) Noninterest expense divided by total revenue.

(b) Net interest margin is computed using total net interest income adjusted for FTE. Refer to the Non-GAAP to GAAP Reconciliation on page 29 of this supplement.

16

CAPITAL MARKETS
Quarterly, Unaudited

																3Q11 Change vs.
(Thousands)		3Q11			2Q11			1Q11			4Q10			3Q10		2Q11	3Q10
Income Statement
Net interest income	$	5,555		$	5,564		$	5,576		$	5,877		$	8,584		*	(35)%
Noninterest income:
Fixed income		92,624			71,164			83,194			86,106			106,908		30%	(13)%
Other		6,881			6,761			6,886			8,449			7,147		2%	(4)%
Total noninterest income		99,505			77,925			90,080			94,555			114,055		28%	(13)%
Noninterest expense (a)		77,163			103,378			73,558			76,812			79,434		(25)%	(3)%
Income/(loss) before income taxes	$	27,897		$	(19,889	)	$	22,098		$	23,620		$	43,205		NM	(35)%
Efficiency ratio (b)		73.45	%		NM			76.90	%		76.48	%		64.77	%
Fixed income average daily revenue	$	1,447		$	1,130		$	1,342		$	1,389		$	1,670		28%	(13)%
Balance Sheet (millions)
Average trading inventory	$	1,250		$	1,236		$	1,111		$	1,118		$	1,339		1%	(7)%
Average other earning assets		689			664			579			541			553		4%	25%
Average total earning assets		1,939			1,900			1,690			1,659			1,892		2%	2%
Total period end assets		2,782			2,693			2,256			1,529			2,637		3%	5%
Net interest margin (c)		1.17	%		1.18	%		1.32	%		1.44	%		1.84	%

NM - Not meaningful

* Amount is less than one percent.

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

(a) 2Q11 includes a $36.7 million loss accrual related to a litigation settlement.

(b) Noninterest expense divided by total revenue.

(c) Net interest margin is computed using total net interest income adjusted for FTE. Refer to the Non-GAAP to GAAP Reconciliation on page 29 of this supplement.

17

CORPORATE
Quarterly, Unaudited

																3Q11 Change vs.
(Thousands)		3Q11			2Q11			1Q11			4Q10			3Q10		2Q11	3Q10
Income Statement
Net interest income/(expense)	$	(463	)	$	444		$	(269	)	$	(2,064	)	$	(2,845	)	NM	(84)%
Noninterest income		2,911			9,005			12,100			10,718			7,943		(68)%	(63)%
Securities gains, net		35,147			2			771			15,534			-		NM	NM
Noninterest expense		19,013			36,288			20,672			19,014			19,413		(48)%	(2)%
Income/(loss) before income taxes	$	18,582		$	(26,837	)	$	(8,070	)	$	5,174		$	(14,315	)	NM	NM
Average Balance Sheet (millions)
Average loans	$	168		$	151		$	159		$	35		$	-		11%	NM
Total earning assets	$	3,812		$	3,747		$	3,712		$	4,052		$	3,572		2%	7%
Net interest margin (a)		(.01	)%		.04	%		(.08	)%		(.16	)%		(.27	)%

NM - Not meaningful

* Amount is less than one percent.

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

(a) Net interest margin is computed using total net interest income adjusted for FTE. Refer to the Non-GAAP to GAAP Reconciliation on page 29 of this supplement.

18

NON-STRATEGIC
Quarterly, Unaudited

																3Q11 Change vs.
(Thousands)		3Q11			2Q11			1Q11			4Q10			3Q10		2Q11	3Q10
Income Statement
Net interest income	$	30,645		$	30,603		$	32,777		$	33,931		$	38,184		*	(20)%
Noninterest income		15,357			32,965			27,202			13,436			51,664		(53)%	(70)%
Securities gains/(losses), net		15			-			26			147			(2,927	)	NM	NM
Noninterest expense:
Repurchase and foreclosure provision		52,791			24,563			37,203			44,223			48,714		NM	8%
Other expenses		36,441			36,873			34,563			38,193			41,756		(1)%	(13)%
Total noninterest expense		89,232			61,436			71,766			82,416			90,470		45%	(1)%
Provision for loan losses		54,698			14,748			13,404			42,998			39,702		NM	38%
Loss before income taxes	$	(97,913	)	$	(12,616	)	$	(25,165	)	$	(77,900	)	$	(43,251	)	NM	NM
Average Balance Sheet (millions)
Loans	$	4,951		$	5,206		$	5,474		$	5,760		$	6,101		(5)%	(19)%
Loans held for sale		302			303			290			299			304		*	(1)%
Trading securities		30			32			35			36			38		(6)%	(21)%
Mortgage servicing rights		174			194			208			192			195		(10)%	(11)%
Other assets		422			366			357			347			328		15%	28%
Total assets		5,879			6,101			6,364			6,634			6,966		(4)%	(16)%
Escrow balances		338			484			514			660			699		(30)%	(52)%
Net interest margin (a)		2.30	%		2.20	%		2.26	%		2.20	%		2.33	%
Efficiency ratio (b)		193.98	%		96.65	%		119.65	%		173.99	%		100.69	%
Mortgage warehouse (millions)
Ending warehouse balance (loans held for sale)	$	299		$	307		$	293		$	290		$	303		(3)%	(1)%

NM - Not meaningful

* Amount is less than one percent.

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

(a) Net interest margin is computed using total net interest income adjusted for FTE. Refer to the Non-GAAP to GAAP Reconciliation on page 29 of this supplement.

(b) Noninterest expense divided by total revenue excluding securities gains/(losses).

19

NON-STRATEGIC: MORTGAGE SERVICING
Quarterly, Unaudited

																3Q11 Change vs.
(Thousands)		3Q11			2Q11			1Q11			4Q10			3Q10		2Q11		3Q10
Servicing Income
Service fees	$	16,731		$	19,248		$	20,827		$	17,119		$	21,351		(13	)%	(22	)%
Change in MSR value - runoff		(5,286	)		(5,526	)		(7,164	)		(10,160	)		(8,752	)	(4	)%	(40	)%
Hedging results		7,033			15,416			12,472			7,026			31,824		(54	)%	(78	)%
Total servicing income	$	18,478		$	29,138		$	26,135		$	13,985		$	44,423		(37	)%	(58	)%
Key Servicing Metrics (millions) (a)
Ending servicing portfolio (b)	$	23,650		$	25,223		$	26,452		$	27,787		$	29,787		(6	)%	(21	)%
Average servicing portfolio (b)		24,562			25,666			26,862			28,418			30,523		(4	)%	(20	)%
Average number of loans serviced (b)		140,270			146,520			152,083			158,743			170,931		(4	)%	(18	)%
Portfolio Product Mix (Average) (a)
GNMA		3	%		3	%		3	%		3	%		3	%
FNMA/FHLMC		36	%		36	%		36	%		36	%		37	%
Private		57	%		57	%		57	%		57	%		56	%
Sub-Total		96	%		96	%		96	%		96	%		96	%
Warehouse		4	%		4	%		4	%		4	%		4	%
Total		100	%		100	%		100	%		100	%		100	%
Other Portfolio Statistics
Weighted average base servicing fee - legacy mortgage banking (c)		34			34			34			34			34
Weighted average base servicing fee - legacy equity lending (HELOCs and ILs)		50			50			50			50			50
Servicing cost per loan (annualized) (d)	$	223.03		$	135.34		$	121.47		$	124.84		$	97.68
Average mortgage trading securities	$	30		$	32		$	35		$	36		$	38
Average MSR (millions)		174			194			208			192			195
Servicing book value (bps) (e) (f)		75			79			80			72			69
Change in MSR asset / average servicing asset		3	%		22	%		5	%		(8	)%		43	%
90+ Delinquency rate, excluding foreclosures (g)		12.47	%		11.35	%		11.57	%		11.46	%		10.93	%

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

(a) Includes servicing of first liens, second liens, and HELOCs.

(b) Includes loans serviced from FHN’s legacy mortgage banking business, legacy equity lending, and FHN’s portfolio loans. Excludes UPB of loans transferred that did not qualify for sales treatment.

(c) Includes weighted average fee of servicing assets and excess interest.

(d) Calculated based on fees charged by subservicer divided by average number of loans serviced during the quarter. Base subservicing costs increased driven by transfer to new subservicer.

(e) Includes average MSR and mortgage trading securities divided by total average servicing portfolio.

(f) For purposes of this calculation, average MSR excludes servicing transferred that did not qualify for sales treatment due to certain recourse provisions.

(g) Excludes delinquency of second liens and HELOCs.

20

CAPITAL HIGHLIGHTS
Quarterly, Unaudited

																3Q11 Change vs.
(Dollars in thousands, except per share amounts)		3Q11			2Q11			1Q11			4Q10			3Q10		2Q11	3Q10
Tier 1 capital (a) (b)	$	2,875,112		$	2,818,535		$	2,790,335		$	2,812,471		$	3,526,115		2%	(18)%
Tier 2 capital (a)		750,691			748,225			868,792			937,115			940,784		*	(20)%
Total capital (a)	$	3,625,803		$	3,566,760		$	3,659,127		$	3,749,586		$	4,466,899		2%	(19)%
Risk weighted assets (a)	$	19,867,400		$	19,589,310		$	19,569,006		$	20,102,775		$	20,332,364		1%	(2)%
Tier 1 ratio (a)		14.47	%		14.39	%		14.26	%		13.99	%		17.34	%
Tier 2 ratio (a)		3.78	%		3.82	%		4.44	%		4.66	%		4.63	%
Total capital ratio (a)		18.25	%		18.21	%		18.70	%		18.65	%		21.97	%
Tier 1 common ratio (a) (c)		11.98	%		11.86	%		11.73	%		11.53	%		10.43	%
Leverage ratio (a)		11.65	%		11.54	%		11.39	%		10.96	%		13.76	%
Shareholders’ equity/assets ratio (d)		10.73	%		10.70	%		10.80	%		10.84	%		13.03	%
Adjusted tangible common equity/RWA (a) (c) (e)		11.11	%		11.05	%		10.84	%		10.66	%		9.55	%
Tangible common equity/tangible assets (c) (d)		9.00	%		8.93	%		8.91	%		8.93	%		7.96	%
Tangible book value per common share (c) (d)	$	8.68		$	8.43		$	8.21		$	8.31		$	8.45
Book value per common share (c) (d)	$	9.29		$	9.05		$	8.90		$	9.05		$	9.28

* Amount is less than one percent.

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

(a) Current quarter is an estimate.

(b) All quarters presented include $200 million of tier 1 qualifying trust preferred securities except 3Q10, which includes $300 million.

(c) Refer to the Non-GAAP to GAAP Reconciliation on page 29 of this financial supplement.

(d) Calculated using period-end balances.

(e) See Glossary of Terms for definition of ratios.

21

ASSET QUALITY: CONSOLIDATED
Quarterly, Unaudited

																3Q11 Change vs.
(Thousands)		3Q11			2Q11			1Q11			4Q10			3Q10		2Q11		3Q10
Allowance for Loan Losses Walk-Forward
Beginning reserve	$	524,091		$	589,128		$	664,799		$	719,899		$	781,269		(11)%		(33)%
Provision		32,000			1,000			1,000			45,000			50,000		NM		(36)%
Charge-offs		(120,655	)		(83,344	)		(87,352	)		(110,797	)		(125,801	)	(45)%		4%
Recoveries		14,209			17,307			10,681			10,697			14,431		(18)%		(2)%
Ending balance (Restricted - $32.4 million) (a)	$	449,645		$	524,091		$	589,128		$	664,799		$	719,899		(14)%		(38)%
Reserve for unfunded commitments		9,220			12,522			14,371			14,253			13,838		(26)%		(33)%
Total allowance for loan losses plus reserve for unfunded commitments	$	458,865		$	536,613		$	603,499		$	679,052		$	733,737		(14)%		(37)%
Allowance for Loan Losses
Regional Banking	$	232,269		$	278,693		$	310,470		$	349,572		$	382,246		(17)%		(39)%
Non-Strategic		217,376			245,398			278,658			315,227			337,653		(11)%		(36)%
Corporate (b)		NM			NM			NM			NM			N/A		NM		NM
Total allowance for loan losses	$	449,645		$	524,091		$	589,128		$	664,799		$	719,899		(14)%		(38)%
Non-Performing Assets
Regional Banking
Nonperforming loans	$	243,366		$	283,754		$	317,109		$	326,986		$	358,176		(14)%		(32)%
Foreclosed real estate		24,943			28,121			33,134			30,138			38,771		(11)%		(36)%
Total Regional Banking	$	268,309		$	311,875		$	350,243		$	357,124		$	396,947		(14)%		(32)%
Non-Strategic
Nonperforming loans - including held for sale (c)	$	259,151		$	384,174		$	406,305		$	398,422		$	437,595		(33)%		(41)%
Foreclosed real estate		55,111			50,671			61,281			80,398			84,700		9%		(35)%
Total Non-Strategic	$	314,262		$	434,845		$	467,586		$	478,820		$	522,295		(28)%		(40)%
Corporate
Nonperforming loans		NM		$	1,140		$	1,140		$	558			N/A		NM		NM
Total nonperforming assets	$	582,571		$	747,860		$	818,969		$	836,502		$	919,242		(22)%		(37)%
Net Charge-Offs
Regional Banking	$	23,727		$	18,033		$	26,703		$	34,683		$	39,595		32%		(40)%
Non-Strategic		82,719			48,004			49,968			65,417			71,775		72%		15%
Total net charge-offs	$	106,446		$	66,037		$	76,671		$	100,100		$	111,370		61%		(4)%
Consolidated Key Ratios (d)
NPL %		2.55	%		3.62	%		3.99	%		3.85	%		4.31	%
NPA %		3.02			4.09			4.55			4.48			5.00
Net charge-offs %		2.65			1.67			1.93			2.36			2.60
Allowance / loans		2.77			3.26			3.69			3.96			4.22
Allowance / NPL		1.09	x		0.90	x		0.92	x		1.03	x		0.98	x
Allowance / NPA		0.91	x		0.79	x		0.81	x		0.88	x		0.84	x
Allowance / charge-offs		1.06	x		1.98	x		1.92	x		1.66	x		1.62	x
Other
Loans past due 90 days or more (e)	$	102,420		$	108,923		$	125,989		$	128,653		$	155,532		(6	)%	(34	)%
Guaranteed portion (e)		39,572			39,613			37,858			39,883			38,397		*		3	%
Foreclosed real estate from government insured loans		11,438			13,870			15,711			14,865			15,888		(18	)%	(28	)%
Period-end loans, net of unearned income (millions)		16,241			16,062			15,972			16,783			17,059		1	%	(5	)%
Remaining unfunded commitments (millions)		7,418			7,938			8,285			7,905			8,071		(7	)%	(8	)%

N/A - Not applicable

NM - Not meaningful

* Amount is less than one percent.

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

(a) Restricted balances parenthetically presented are as of September 30, 2011. See Glossary of Terms for definition of restricted balances.

(b) The valuation adjustments taken upon exercise of clean-up calls include expected losses.

(c) 3Q11 includes $88.9 million of loans held for sale.

(d) See Glossary of Terms for definitions of Consolidated Key Ratios.

(e) Includes loans held for sale.

22

ASSET QUALITY: CONSOLIDATED
Quarterly, Unaudited

																	3Q11 Change vs.
	3Q11			2Q11			1Q11			4Q10			3Q10			2Q11		3Q10
Key Portfolio Details
C&I
Period-end loans ($ millions)	$	7,706		$	7,180		$	6,808		$	7,338		$	7,337			7%		5%
30+ Delinq. % (a)		0.43	%		0.52	%		0.46	%		0.36	%		0.68	%
NPL %		2.60			2.96			3.13			2.92			3.34
Charge-offs % (qtr. annualized)		0.70			0.35			0.60			0.79			1.33
Allowance / loans %		2.37	%		2.87	%		3.24	%		3.26	%		3.54	%
Allowance / charge-offs		3.61	x		8.72	x		5.46	x		4.17	x		2.76	x
Income CRE
Period-end loans ($ millions)	$	1,287		$	1,311		$	1,398		$	1,407		$	1,519			(2)%		(15)%
30+ Delinq. % (a)		1.47	%		1.11	%		1.12	%		1.20	%		2.04	%
NPL %		6.27			8.54			10.07			10.06			10.13
Charge-offs % (qtr. annualized)		1.40			1.03			2.26			3.63			1.94
Allowance / loans %		3.67	%		6.04	%		7.05	%		8.87	%		9.46	%
Allowance / charge-offs		2.56	x		5.63	x		3.11	x		2.31	x		4.68	x
Residential CRE
Period-end loans ($ millions)	$	142		$	183		$	221		$	264		$	324			(22)%		(56)%
30+ Delinq. % (a)		0.61	%		5.14	%		5.08	%		3.19	%		0.93	%
NPL %		38.80			38.40			42.19			42.04			46.45
Charge-offs % (qtr. annualized)		8.01			8.19			4.96			6.54			5.03
Allowance / loans %		12.67	%		11.10	%		11.30	%		11.51	%		11.99	%
Allowance / charge-offs		1.31	x		1.22	x		2.05	x		1.50	x		2.12	x
Consumer Real Estate
Period-end loans ($ millions)	$	5,305		$	5,383		$	5,487		$	5,618		$	5,788			(1)%		(8)%
30+ Delinq. % (a)		1.57	%		1.53	%		1.73	%		2.03	%		2.03	%
NPL %		0.80			0.64			0.69			0.58			0.46
Charge-offs % (qtr. annualized)		2.04			2.34			2.50			2.94			3.09
Allowance / loans %		2.55	%		2.47	%		2.60	%		2.67	%		2.64	%
Allowance / charge-offs		1.23	x		1.05	x		1.04	x		0.89	x		0.84	x
Permanent Mortgage
Period-end loans ($ millions) (b)	$	838		$	1,015		$	1,038		$	1,087		$	969			(17)%		(14)%
30+ Delinq. % (a)		5.21	%		4.00	%		5.47	%		5.16	%		5.43	%
NPL % (b)		2.87			13.53			12.64			11.27			12.76
Charge-offs % (qtr. annualized) (c)		18.83			3.21			3.34			3.58			5.60
Allowance / loans %		3.12	%		4.28	%		5.04	%		5.49	%		6.08	%
Allowance / charge-offs		0.14	x		1.34	x		1.49	x		1.68	x		1.06	x
Credit Card and Other (d)
Period-end loans ($ millions)	$	299		$	295		$	298		$	312		$	326			1%		(8)%
30+ Delinq. % (a)		1.29	%		1.20	%		1.34	%		1.43	%		1.90	%
NPL %		1.69			3.21			5.12			6.18			9.31
Charge-offs % (qtr. annualized)		5.27			5.61			4.43			6.00			4.77
Allowance / loans %		2.84	%		3.08	%		3.36	%		4.13	%		5.49	%
Allowance / charge-offs		0.55	x		0.54	x		0.76	x		0.67	x		1.10	x
Restricted Real Estate Loans
Period-end loans ($ millions) (e)	$	666		$	694		$	722		$	757		$	797			(4)%		(16)%
30+ Delinq. % (a)		3.29	%		2.77	%		2.94	%		3.44	%		3.73	%
NPL %		0.87			0.80			0.75			0.82			0.67
Charge-offs % (qtr. annualized)		4.46			4.76			5.08			5.71			5.75
Allowance / loans %		4.86	%		4.76	%		5.52	%		6.26	%		6.01	%
Allowance / charge-offs		1.06	x		0.98	x		1.07	x		1.06	x		1.01	x

* Amount is less than one percent

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

(a) 30+ Delinquency % includes all accounts delinquent more than one month and still accruing interest.

(b) 3Q11 includes the impact of the sale of $126 million in book value of nonperforming permanent mortgages.

(c) Includes $40.2 million of net charge-offs (“NCO”) recognized due to the sale of nonperforming loans.

(d) Select remaining OTC amounts: PE loans: $5.0 million; NPL: 100%; Allowance: $1.0 million; 3Q11 Net Charge-offs: $1.0 million.

(e) 3Q11 includes $623.3 million of consumer real estate loans and $42.4 million of permanent mortgage loans.

23

ROLLFORWARDS OF NONPERFORMING LOANS AND OREO INVENTORY
Unaudited

(Millions)	3Q11			2Q11			1Q11			4Q10			3Q10
NPL Rollforward (a)
Beginning NPLs	$	404		$	462		$	486		$	580		$	593
+ Additions		36			31			46			54			98
+ Principal Increase		2			2			4			3			7
- Resolutions and payments		(54	)		(66	)		(47	)		(97	)		(46	)
- Net Charge-Offs		(22	)		(15	)		(22	)		(34	)		(37	)
- Transfer to OREO		(10	)		(5	)		(3	)		(14	)		(35	)
- Upgrade to Accrual		(15	)		(5	)		(2	)		(6	)		-
Ending NPLs	$	341		$	404		$	462		$	486		$	580
(a)    Includes Commercial and One-Time Close Portfolios only.
(Millions)	3Q11			2Q11			1Q11			4Q10			3Q10
OREO Inventory Rollforward (b)
Beginning balance	$	78.8		$	94.4		$	110.5		$	123.4		$	109.3
Valuation adjustments		(4.3	)		(4.6	)		(5.0	)		(4.2	)		(4.6	)
Adjusted balance	$	74.5		$	89.8		$	105.5		$	119.2		$	104.7
+ New OREO		17.0			17.0			16.1			29.4			50.6
+ Capitalized expenses		0.5			1.0			0.6			1.0			0.7
Disposals:
- Single transactions		(10.2	)		(24.7	)		(27.4	)		(39.0	)		(31.1	)
- Bulk sales		(1.7	)		(4.3	)		-			(0.1	)		(1.5	)
- Auctions		-			-			(0.4	)		-			-
Ending balance	$	80.1		$	78.8		$	94.4		$	110.5		$	123.4

(b) OREO excludes foreclosed assets related to government insured mortgages.

24

ASSET QUALITY: REGIONAL BANKING
Quarterly, Unaudited

																3Q11 Change vs.
		3Q11			2Q11			1Q11			4Q10			3Q10		2Q11	3Q10
Total Regional Banking
Period-end loans ($ millions)	$	11,378		$	10,832		$	10,486		$	11,040		$	11,147		5%	2%
30+ Delinq. % (a)		0.61	%		0.82	%		0.84	%		0.80	%		0.95	%
NPL %		2.14			2.62			3.02			2.96			3.21
Charge-offs % (qtr. annualized)		0.87			0.69			1.03			1.25			1.45
Allowance / loans %		2.04	%		2.57	%		2.96	%		3.17	%		3.43	%
Allowance / charge-offs		2.45x			3.86x			2.91x			2.52x			2.41x
Key Portfolio Details
C&I
Period-end loans ($ millions)	$	7,142		$	6,604		$	6,227		$	6,750		$	6,745		8%	6%
30+ Delinq. % (a)		0.45	%		0.56	%		0.48	%		0.40	%		0.55	%
NPL %		1.67			1.98			2.39			2.36			2.70
Charge-offs % (qtr. annualized)		0.73			0.39			0.66			0.83			1.46
Allowance / loans %		1.94	%		2.43	%		2.77	%		2.80	%		3.07	%
Allowance / charge-offs		2.87x			6.61x			4.27x			3.40x			2.20x
Income CRE
Period-end loans ($ millions)	$	1,235		$	1,245		$	1,278		$	1,271		$	1,358		(1)%	(9)%
30+ Delinq. % (a)		.63	%		1.17	%		1.23	%		1.06	%		2.00	%
NPL %		5.75			7.76			8.04			7.62			7.30
Charge-offs % (qtr. annualized)		1.17			0.91			1.94			2.28			1.62
Allowance / loans %		3.49	%		5.88	%		6.93	%		8.53	%		8.76	%
Allowance / charge-offs		2.94x			6.39x			3.59x			3.56x			5.20x
Residential CRE
Period-end loans ($ millions)	$	103		$	124		$	142		$	169		$	193		(17)%	(47)%
30+ Delinq. % (a)		0.56	%		6.87	%		7.35	%		4.98	%		1.48	%
NPL %		36.74			35.22			36.09			34.98			37.02
Charge-offs % (qtr. annualized)		4.91			7.64			5.61			9.11			5.46
Allowance / loans %		14.27	%		12.62	%		13.51	%		13.15	%		13.47	%
Allowance / charge-offs		2.54x			1.55x			2.19x			1.29x			2.27x
Consumer Real Estate
Period-end loans ($ millions)	$	2,604		$	2,571		$	2,554		$	2,555		$	2,553		1%	2%
30+ Delinq. % (a)		0.99	%		0.96	%		1.07	%		1.37	%		1.30	%
NPL %		0.57			0.48			0.54			0.46			0.21
Charge-offs % (qtr. annualized)		0.61			0.63			1.05			0.90			0.76
Allowance / loans %		1.09	%		0.88	%		0.91	%		0.87	%		0.82	%
Allowance / charge-offs		1.79x			1.40x			0.88x			0.96x			1.08x
Credit Card, Permanent Mortgage, and Other
Period-end loans ($ millions)	$	293		$	288		$	285		$	295		$	299		2%	(2)%
30+ Delinq. % (a)		1.19	%		1.23	%		1.57	%		1.65	%		1.97	%
NPL %		0.03			0.12			0.12			0.05			0.06
Charge-offs % (qtr. annualized)		3.52			3.52			2.34			4.13			3.40
Allowance / loans %		2.40	%		2.41	%		2.51	%		2.67	%		3.15	%
Allowance / charge-offs		0.69x			0.68x			1.08x			0.64x			0.91x
ASSET QUALITY: CORPORATE
Permanent Mortgage
Period-end loans ($ millions)	$	161		$	175		$	151		$	168			N/A		(8)%	NM
30+ Delinq. % (a)		0.73	%		2.03	%		1.98	%		2.46	%		N/A
NPL %		NM			0.65			0.76			0.33			N/A
Charge-offs % (qtr. annualized)		NM			NM			NM			NM			N/A
Allowance / loans %		NM			NM			NM			NM			N/A
Allowance / charge-offs		NM			NM			NM			NM			N/A

NM - Not meaningful

N/A - Not applicable

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

(a)  30+ Delinquency % includes all accounts delinquent more than one month and still accruing interest.

25

ASSET QUALITY: NON-STRATEGIC
Quarterly, Unaudited

																3Q11 Change vs.
		3Q11			2Q11			1Q11			4Q10			3Q10		2Q11		3Q10
Total Non-Strategic Lending
Period-end loans ($ millions)	$	4,703		$	5,055		$	5,336		$	5,575		$	5,913		(7	)%	(20	)%
30+ Delinq. % (a)		2.87	%		2.27	%		2.69	%		2.87	%		3.11	%
NPL %		3.62			5.87			5.98			5.73			6.38
Charge-offs % (qtr. annualized)		6.63			3.70			3.70			4.51			4.67
Allowance / loans %		4.62	%		4.85	%		5.22	%		5.65	%		5.71	%
Allowance / charge-offs		0.66x			1.28x			1.39x			1.20x			1.18x
Key Portfolio Details
C&I (b)
Period-end loans ($ millions)	$	563		$	576		$	582		$	588		$	592		(2	)%	(5	)%
30+ Delinq. % (a)		0.18	%		—	%		0.17	%		—	%		2.14	%
NPL %		14.37			14.08			11.11			9.33			10.63
Charge-offs % (qtr. annualized)		0.37			NM			0.01			0.30			—
Allowance / loans %		7.71	%		8.00	%		8.31	%		8.62	%		8.91	%
Allowance / charge-offs		20.25x			NM			NM			28.34x			NM
Income CRE
Period-end loans ($ millions)	$	52		$	66		$	120		$	136		$	161		(21	)%	(68	)%
30+ Delinq. % (a)		21.51	%		—	%		—	%		2.55	%		2.31	%
NPL %		18.80			23.20			31.62			32.84			33.97
Charge-offs % (qtr. annualized)		6.29			2.64			5.44			15.60			4.57
Allowance / loans %		7.82	%		9.01	%		8.29	%		11.96	%		15.31	%
Allowance / charge-offs		1.08x			2.30x			1.42x			0.69x			3.16x
Residential CRE
Period-end loans ($ millions)	$	38		$	59		$	79		$	95		$	131		(36	)%	(71	)%
30+ Delinq. % (a)		0.76	%		1.49	%		0.98	%		—	%		0.13	%
NPL %		44.39			45.06			53.26			54.60			60.36
Charge-offs % (qtr. annualized)		15.10			9.22			3.81			2.51			4.44
Allowance / loans %		8.33	%		7.90	%		7.28	%		8.59	%		9.80	%
Allowance / charge-offs		0.41x			0.71x			1.67x			2.71x			1.87x
Consumer Real Estate
Period-end loans ($ millions)	$	2,701		$	2,812		$	2,933		$	3,062		$	3,235		(4	)%	(17	)%
30+ Delinq. % (a)		2.14	%		2.06	%		2.30	%		2.57	%		2.61	%
NPL %		1.03			0.80			0.82			0.68			0.65
Charge-offs % (qtr. annualized)		3.38			3.86			3.74			4.60			4.85
Allowance / loans %		3.95	%		3.91	%		4.08	%		4.18	%		4.08	%
Allowance / charge-offs		1.14x			0.99x			1.08x			0.88x			0.81x
Permanent Mortgage
Period-end loans ($ millions) (c)	$	658		$	818		$	864		$	894		$	944		(20	)%	(30	)%
30+ Delinq. % (a)		6.35	%		4.46	%		6.09	%		5.66	%		5.50	%
NPL % (c)		3.64			16.64			15.04			13.62			13.08
Charge-offs % (qtr. annualized) (d)		23.30			3.88			4.05			3.82			5.79
Allowance / loans %		3.94	%		5.24	%		5.99	%		6.62	%		6.21	%
Allowance / charge-offs		0.14x			1.33x			1.48x			1.67x			1.04x
Other Consumer (e)
Period-end loans ($ millions)	$	25		$	30		$	36		$	41		$	52		(17	)%	(52	)%
30+ Delinq. % (a)		4.32	%		2.07	%		1.92	%		2.19	%		2.02	%
NPL %		20.12			31.24			42.03			46.75			58.04
Charge-offs % (qtr. annualized)		19.63			19.98			18.01			15.00			8.81
Allowance / loans %		6.98	%		9.27	%		9.53	%		13.13	%		16.92	%
Allowance / charge-offs		0.32x			0.41x			0.53x			0.79x			1.58x
Restricted Real Estate Loans
Period-end loans ($ millions) (f)	$	666		$	694		$	722		$	757		$	797		(4	)%	(16	)%
30+ Delinq. % (a)		3.29	%		2.77	%		2.94	%		3.44	%		3.73	%
NPL %		0.87			0.80			0.75			0.82			0.67
Charge-offs % (qtr. annualized)		4.46			4.76			5.08			5.71			5.75
Allowance / loans %		4.86	%		4.76	%		5.52	%		6.26	%		6.01	%
Allowance / charge-offs		1.06x			0.98x			1.07x			1.06x			1.01x

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

(a) 30+ Delinquency % includes all accounts delinquent more than one month and still accruing interest.

(b) Includes trust preferred loan portfolio and other exited businesses.

(c) 3Q11 includes the impact of the sale of $126 million in book value of nonperforming permanent mortgages.

(d) 3Q11 includes $40.2 million of net charge-offs (“NCO”) recognized due to the sale of nonperforming loans.

(e) Select remaining OTC amounts: PE loans: $5.0 million; NPL: 100%; Allowance: $1.0 million; 3Q11 Net charge-offs: $1.0 million.

(f) 3Q11 includes $623.3 million of consumer real estate loans and $42.4 million of permanent mortgage loans.

26

ASSET QUALITY: PORTFOLIO METRICS
Unaudited

C&I Portfolio: $7.7 Billion (47.5% of Total Loans)

	% OS
General Corporate, Commercial, and Business Banking Loans		78%
Mortgage Warehouse Line Balances		14%
Trust Preferred Loans		6%
Bank Holding Company Lending		2%

Income CRE Portfolio: $1.3 Billion (7.9% of Total Loans)

Top 10 States as of September 30, 2011	% NPL	% OS
Tennessee	4.69%	56%
North Carolina	9.84%	8%
Georgia	1.52%	7%
Florida	25.05%	5%
Mississippi	11.53%	4%
Texas	2.16%	4%
South Carolina	5.37%	4%
West Virginia	-%	2%
Indiana	-%	2%
Kentucky	2.69%	2%

Consumer Real Estate (primarily Home Equity) Portfolio: $5.9 Billion (36.5% of Total Loans) (a)

Origination LTV and FICO for Portfolio as of September 30, 2011	Loan-to-Value
(excludes whole loan insurance)		<=80%	80% - 90%	>90%
FICO score greater than or equal to 740		32%	15%	6%
FICO score 720-739		7%	4%	2%
FICO score 700-719		6%	4%	2%
FICO score 660-699		7%	4%	3%
FICO score 620-659		2%	1%	1%
FICO score less than 620		1%	-%	1%

Consumer Real Estate Portfolio Detail:
		Origination Characteristics					NCO’s %
Vintage	Balance %	CLTV	FICO	% Broker (b)	% TN	% 1st lien	QTD
pre-2003	4%	76%	717	16%	46%	33%	0.78%
2003	8%	75%	729	16%	33%	40%	0.87%
2004	12%	79%	726	28%	22%	27%	1.64%
2005	17%	81%	731	19%	18%	16%	3.87%
2006	15%	78%	734	6%	23%	18%	3.70%
2007	17%	80%	739	15%	27%	19%	4.16%
2008	8%	75%	748	8%	72%	52%	1.61%
2009	5%	72%	753	-%	88%	59%	0.33%
2010	7%	80%	751	-%	92%	73%	-%
2011	7%	79%	757	-%	91%	83%	-%
Total	100%	78%	737(c)	13%	41%	34%	2.33%

(a)  Consumer Real Estate portfolio includes $623.3 million of restricted real estate loans.

(b)  Correspondent and Wholesale.

(c)  737 average portfolio origination FICO; 728 weighted average portfolio FICO (refreshed).

Permanent Mortgage Portfolio: $0.9 Billion (5.4% of Total Loans) (a) (b) (c)

Top 10 States as of September 30, 2011	Del. %		% OS
California		11.50%		24%
Texas		14.95%		10%
Washington		8.77%		8%
Virginia		5.38%		6%
Arizona		20.52%		4%
Maryland		2.21%		4%
Oregon		14.91%		4%
Florida		20.59%		3%
North Carolina		18.27%		3%
Tennessee		8.70%		3%

(a)  Permanent Mortgage portfolio includes $42.4 million of restricted real estate loans.

(b)  Documentation type: 70% full doc; 25% stated; 5% other.

(c)  Product type: 71% jumbo; 13% Alt A; 16% other.

27

GLOSSARY OF TERMS

Adjusted Tangible Equity/RWA: Shareholders’ equity excluding intangible assets and unrealized gains/losses on available for sale securities and cash flow hedges divided by risk weighted assets.

Core Business Segments: Management treats regional banking, capital markets, and corporate as FHN’s core businesses. Non-strategic has significant legacy assets and operations that are being wound down.

Individually Impaired Loans: Commercial loans over $1 million that are not expected to pay all contractually due principal and interest and consumer loans that have experienced a troubled debt restructuring and are individually evaluated for impairment. The estimated loss on these loans is determined using a discounted cash flow (“DCF”) methodology or the estimated fair value of the underlying collateral less costs to sell, if the loan is considered collateral dependent. In accordance with accounting requirements, DCF loans are discounted using the applicable note rate, and typically reserves are maintained for DCF loans. Collateral dependent loans are generally charged off to the estimate of collateral value less cost to sell leaving no associated reserve.

Lower of Cost or Market (LOCOM): A method of accounting for certain assets by recording them at the lower of their historical cost or their current market value.

Restricted Balances: Assets of a consolidated variable interest entity that can be used only to settle obligations of the consolidated variable interest entity and liabilities of a consolidated variable interest entity for which creditors (or beneficial interest holders) do not have recourse to the general credit of the primary beneficiary.

Troubled Debt Restructuring (TDR): A restructuring of debt whereby a creditor for economic or legal reasons related to the borrower’s financial difficulties grants a concession to the borrower that it would not otherwise consider. Such concession is granted in an attempt to protect as much of the creditor’s investment as possible by increasing the probability of repayment.

Asset Quality - Consolidated Key Ratios

NPL %: Ratio is nonperforming loans in the loan portfolio to total period end loans.

NPA %: Ratio is nonperforming assets related to the loan portfolio to total period end loans plus foreclosed real estate and other assets.

Net charge-offs %: Ratio is annualized net charge-offs to total average loans.

Allowance / loans: Ratio is allowance for loan losses to total period end loans.

Allowance to loans excluding insured loans: Ratio is allowance for loan losses to total period end loans excluding insured loans.

Allowance / NPL: Ratio is allowance for loan losses to nonperforming loans in the loan portfolio.

Allowance / NPA: Ratio is allowance for loan losses to nonperforming assets related to the loan portfolio.

Allowance / charge-offs: Ratio is allowance for loan losses to annualized net charge-offs.

28

NON-GAAP TO GAAP RECONCILIATION
Quarterly, Unaudited

(Thousands)	3Q11			2Q11			1Q11			4Q10			3Q10
Tangible Common Equity (Non-GAAP)
(A) Total equity (GAAP)	$	2,743,230		$	2,681,382		$	2,640,057		$	2,678,005		$	3,306,888
Less: Preferred stock capital surplus - CPP		-			-			-			-			810,974
Less: Noncontrolling interest (a)		295,165			295,165			295,165			295,165			295,165
(B) Total common equity	$	2,448,065		$	2,386,217		$	2,344,892		$	2,382,840		$	2,200,749
Less: Intangible assets (GAAP) (b)		160,902			164,067			183,625			195,061			196,443
(C) Tangible common equity (Non-GAAP)	$	2,287,163		$	2,222,150		$	2,161,267		$	2,187,779		$	2,004,306
Less: Unrealized gains on AFS securities, net of tax		79,358			58,068			39,338			45,366			61,836
(D) Adjusted tangible common equity (Non-GAAP) (c)	$	2,207,805		$	2,164,082		$	2,121,929		$	2,142,413		$	1,942,470
Tangible Assets (Non-GAAP)
(E) Total assets (GAAP)	$	25,571,469		$	25,054,066		$	24,438,344		$	24,698,952		$	25,384,181
Less: Intangible assets (GAAP) (b)		160,902			164,067			183,625			195,061			196,443
(F) Tangible assets (Non-GAAP)	$	25,410,567		$	24,889,999		$	24,254,719		$	24,503,891		$	25,187,738
Period-end Shares Outstanding
(G) Period-end shares outstanding		263,619			263,699			263,335			263,366			237,061
Tier 1 Common (Non-GAAP)
(H) Tier 1 capital (d) (e)	$	2,875,112		$	2,818,535		$	2,790,335		$	2,812,471		$	3,526,115
Less: Preferred stock capital surplus - CPP		-			-			-			-			810,974
Less: Noncontrolling interest - FTBNA preferred stock (a) (f)		294,816			294,816			294,816			294,816			294,816
Less: Trust preferred (g)		200,000			200,000			200,000			200,000			300,000
(I) Tier 1 common (Non-GAAP)	$	2,380,296		$	2,323,719		$	2,295,519		$	2,317,655		$	2,120,325
Risk Weighted Assets
(J) Risk weighted assets (d) (e)	$	19,867,400		$	19,589,310		$	19,569,006		$	20,102,775		$	20,332,364
Ratios
(C)/(F) Tangible common equity to tangible assets (TCE/TA) (Non-GAAP)		9.00	%		8.93	%		8.91	%		8.93	%		7.96	%
(A)/(E) Total equity to total assets (GAAP)		10.73	%		10.70	%		10.80	%		10.84	%		13.03	%
(C)/(G) Tangible book value per common share (Non-GAAP)	$	8.68		$	8.43		$	8.21		$	8.31		$	8.45
(B)/(G) Book value per common share (GAAP)	$	9.29		$	9.05		$	8.90		$	9.05		$	9.28
(I)/(J) Tier 1 common ratio (Non-GAAP) (d)		11.98	%		11.86	%		11.73	%		11.53	%		10.43	%
(H)/(E) Tier 1 capital to total assets (GAAP) (d)		11.24	%		11.25	%		11.42	%		11.39	%		13.89	%
(D)/(J) Adjusted tangible common equity to risk weighted assets (TCE/RWA) (Non-GAAP) (c) (d)		11.11	%		11.05	%		10.84	%		10.66	%		9.55	%
Net interest income adjusted for impact of FTE (Non-GAAP)
Regional Banking
Net interest income (GAAP)	$	140,603		$	136,249		$	134,671		$	144,492		$	142,220
Fully taxable equivalent (“FTE”) adjustment		1,434			1,353			1,243			924			666
Net interest income adjusted for impact of FTE (Non-GAAP)	$	142,037		$	137,602		$	135,914		$	145,416		$	142,886
Capital Markets
Net interest income (GAAP)	$	5,555		$	5,564		$	5,576		$	5,877		$	8,584
Fully taxable equivalent (“FTE”) adjustment		81			76			72			71			66
Net interest income adjusted for impact of FTE (Non-GAAP)	$	5,636		$	5,640		$	5,648		$	5,948		$	8,650
Corporate
Net interest income (GAAP)	$	(463	)	$	444		$	(269	)	$	(2,064	)	$	(2,845	)
Fully taxable equivalent (“FTE”) adjustment		40			68			71			53			59
Net interest income adjusted for impact of FTE (Non-GAAP)	$	(423	)	$	512		$	(198	)	$	(2,011	)	$	(2,786	)
Non-Strategic
Net interest income (GAAP)	$	30,645		$	30,603		$	32,777		$	33,931		$	38,184
Fully taxable equivalent (“FTE”) adjustment		-			-			-			-			-
Net interest income adjusted for impact of FTE (Non-GAAP)	$	30,645		$	30,603		$	32,777		$	33,931		$	38,184
Total Consolidated
Net interest income (GAAP)	$	176,340		$	172,860		$	172,755		$	182,236		$	186,143
Fully taxable equivalent (“FTE”) adjustment		1,555			1,497			1,386			1,048			791
Net interest income adjusted for impact of FTE (Non-GAAP)	$	177,895		$	174,357		$	174,141		$	183,284		$	186,934

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

(a) Included in total equity on the consolidated balance sheet.

(b) Includes goodwill and other intangible assets, net of amortization.

(c) See Glossary of Terms for definition of ratio.

(d) Current quarter is an estimate.

(e) Defined by and calculated in conformity with bank regulations.

(f) Represents FTBNA preferred stock included in noncontrolling interest.

(g) Included in term borrowings on the consolidated balance sheet.

29

First Horizon National Corporation

Third Quarter 2011 Earnings

October 17, 2011

Portions of this presentation use non-GAAP financial information. Each of those portions is so noted, and a

reconciliation

of

that

non-GAAP

information

to

comparable

GAAP

information

is

provided

in

a

footnote

or

in

the

appendix at the end of this presentation.

This presentation contains forward-looking statements, which may include guidance, involving significant risks and

uncertainties which will be identified by words such as “believe”,“expect”,“anticipate”,“intend”,“estimate”,

“should”,“is

likely”,“will”,“going

forward”

and

other

expressions

that

indicate

future

events

and

trends

and

may

be

followed

by

or

reference

cautionary

statements.

A

number

of

factors

could

cause

actual

results

to

differ

materially

from those in the forward-looking information.

These factors are outlined in our recent earnings and other press

releases

and

in

more

detail

in

the

most

current

10-Q

and

10-K.

FHN

disclaims

any

obligation

to

update

any

such

factors or to publicly announce the result of any revisions to any of the forward-looking statements included herein

or therein to reflect future events or developments.

2

3

Successful Execution:

Controlling What We Can Control

Core Businesses’

pre-tax income at $140mm, up $113mm

linked quarter and $60mm year over year

Capital Markets fixed income average daily revenue at

$1.4mm up from $1.1mm

Core

Businesses¹

Non-

Strategic

Period end Non-Strategic loans declined 7%

Loan sales of ~$150mm of net book value; $36mm impact to

provision from loss on loan sales

Mortgage repurchase provision expense up $28mm to $53mm

Net hedging results declined to $7mm

Optimizing Business Mix For

Profitability And Returns

Driving Value From  

Balance Sheet

Focus On Expense Control

Regional Bank revenue per FTE of $66k, up from $62k

Executing ~$124mm of cost saves in core businesses

Environmental Costs

Tier 1 ratio at 14.5%

Tier 1 Common at 12.0%

TCE + Reserves at 13.8%

TCE/TA at 9.0%

Strong Capital Position

Period end Regional Bank loans up 5%

Regional Bank loan yields relatively stable at 4.01%

Regional Bank average deposits up 2% with the rate paid on

deposits down 6bps to 48bps

All data is 3Q11 compared to 2Q11 unless otherwise noted.

Tier 1 Common, TCE, & TA, TCE+Reserves/Risk Weighted Assets are consolidated ratios and non-GAAP numbers, and a reconciliation is provided in the appendix.

1

Core Businesses include Regional Banking, Capital Markets, and Corporate segments. Tier 1, Tier 1 Common, TCE+Reserves/Risk Weighted Assets: consolidated ratios and current quarter is estimate;

4

Solid Pre-Tax Income in Core Business Segments

FHN 3Q11 Pre-Tax Income By Business Segment

1

Core Businesses include Regional Banking, Capital Markets, and Corporate segments.

$200mm

Core Businesses’

3Q11 pre-tax income grew $113mm linked quarter, up $60mm since 3Q10

Includes Visa gain of $35mm in 3Q11 and litigation expense of $37mm in 2Q11

Regional Banking showing continued  improvement in profitability

Capital markets higher from strong sales results from increased activity in fixed income

Non-Strategic results lower primarily due to higher loan loss provision and increased mortgage repurchase provision

-$150

-$100

-$50

$0

$50

$100

$150

Regional Bank

Capital Markets

Corporate

Core Businesses¹

Non-

Strategic

Consolidated

FINANCIAL RESULTS

5

Consolidated Financial Results

Net income available to common shareholders of

$36mm, diluted EPS of $0.14

Net income from continuing operations of $34mm

Core Businesses¹

pre-tax income of $140mm

Total revenues of $397mm, up 10%

Includes $35mm gain from sale of Visa stock

Regional Banking revenues up 2%

Capital Markets revenues up 26%

Non-Strategic revenues down 28%

Total expenses at $323mm, down 6%

Regional Banking expenses down 4%

Capital markets expenses declined 25%

2Q11 included litigation expense of $37mm

Non-Strategic expenses up 45%

$53mm of mortgage repurchase          

expense vs $25mm

Charges for restructuring, repositioning & efficiency in

of $2mm vs $17mm

Total provision at $32mm; provision related to the loan  

sale was $36mm

Net charge-offs at $106mm; excluding loan sale at

$59mm

Net charge-offs, excluding loan sale, down 11%

linked quarter and down 47% from 3Q10

6

NII

$186

$173

$176

Noninterest income

246

188

186

Securities gains / (losses), net

(3)

0

35

   Total revenue

429

360

397

Noninterest expense

341

344

323

Provision

50

1

32

   Pre-tax income

37

15

43

Taxes

3

(4)

8

Continuing operations

34

19

34

Discontinued operations

(0)

4

5

   Net income

$34

$23

$39

Net income attributable to

    controlling interest

31

20

36

Preferred stock dividends

15

-

-

Net income available

     to common shareholders

16

20

36

Diluted shares

239

263

263

Diluted EPS from continuing

     operations

$0.07

$0.06

$0.12

Diluted EPS

$0.07

$0.08

$0.14

($mm, except per share)

2Q11

3Q10

3Q11

All data is 3Q11 compared to 2Q11 unless otherwise noted.

Numbers may not add to total due to rounding.                  

1

Core

businesses

include

Regional

Banking,

Capital

Markets,

and

Corporate

segments.

Core

Businesses’

pre-tax

income

is

a

non-GAAP

number

and

is

reconciled

on

slide

7.

7

Third Quarter 2011 Segment Highlights

Numbers may not add to total due to rounding.                  

Pre-tax earnings, Revenue, and Expense are in millions.            

Revenue includes securities gain / losses.

2Q11 Drivers / Impacts

3Q11 Revenue

3Q11 Expense

Pre-Tax Earnings ($mm)

3Q11

Linked Quarter

Change

$mm / Percent

3Q10

2Q11

Regional

Banking

Capital

Markets

Corporate

Non-Strategic

$209

$137

$105

$77

$38

$19

$46

$89

Core Business

(subtotal)

Total

$351

$233

$397

$323

$5 / 2%

$22 / 26%

$28 / NM

$(18) / (28)%

$54 / 18%

$37 / 10%

$(6) / (4)%

$(26) / (25)%

$(17) / (48)%

$(50) / (18)%

$28 / 45%

$(22) / (6)%

$52

$43

$(14)

$81

$(43)

$37

$94

$28

$19

$140

$(98)

$43

$74

$(20)

$(27)

$28

$(13)

$15

Loan loss provision of $55mm in 3Q11

vs $15mm in 2Q11. Repurchase

provision of $53mm in 3Q11 vs $25mm

in 2Q11

Fixed income average daily revenue

of $1.4mm in 3Q11 vs $1.1mm in

2Q11

Mortgage warehouse valuation

adjustments of $(7)mm in 3Q11 vs

$2mm in 2Q11.  Net hedging results of

$7mm in 3Q11 vs $15mm 2Q11

Provision credit in 3Q11 of $23mm

vs provision credit of $14mm in

2Q11

3Q11 included $35mm of securities

gain from sale of Visa stock

2Q11 expenses include $37mm loss

accrual related to settlement of a

litigation matter

NII up 3% primarily due to loan

volume.  Fee income flat linked

quarter

3Q11 included restructuring costs of

$3mm vs $17mm in 2Q11

Successful Execution: Balance Sheet and NIM

Regional Bank Loan Yields

3Q11 period end total assets at $26B

3Q11 total period end loans at $16B, up 1% vs 2Q11

Period end Regional Banking loans increased

$546mm or 5% from 2Q11, including $484mm

growth in loans to mortgage companies

Period end Non-Strategic loans decreased

$352mm or 7% from 2Q11

Average core deposits rose 2% linked quarter

Consolidated NIM up 3bps linked quarter to 3.23%

Core Businesses’

NIM

at 3.52%, down 3bps linked

quarter

Adverse Impact from Commercial Non-Accruals

Net Interest Margin by Segment¹

8

NIM

3Q11

% of Total

Period End Assets

Regional Banking

5.17%

47%

Capital Markets

1.17%

11%

Corporate

-0.01%

20%

Core Businesses

3.52%

78%

Non-Strategic

2.30%

22%

First Horizon

3.23%

Numbers/percentages may not add due to rounding.

1

Core Businesses NIM is a non-GAAP number relating to the three core business segments:  Regional Banking, Capital Markets, and Corporate.

Net interest margin is computed using total net interest income adjusted for FTE. Refer to the non-GAAP to GAAP reconciliations in the appendix.

1

Successful Execution:

Driving More Value from the Balance Sheet

3Q11 Regional Bank Loan Balances

Regional Bank Commercial Loan Yields

Regional Bank Commercial Loan Commitments

Regional Bank Commercial Loans Funded

9

C&I

CRE

Current

loan

composition

in

Regional

Bank

reflects

desirable

mix

for

consolidated

balance

sheet

Trends in loan pipeline highlights an emphasis on C&I loans (Corporate, Asset Based Lending, Loans to Mortgage

Companies;

industries

in

pipeline

include

medical,

manufacturing

and

government);

opportunities

in

CRE

$0.0

$0.5

$1.0

$1.5

$2.0

$2.5B

2010 (First 9 Months)

YTD 2011

$0.0

$0.5

$1.0

$1.5B

2010 (First 9 Months)

YTD 2011

4.02%

4.00%

3.97%

3.5%

3.6%

3.7%

3.8%

3.9%

4.0%

4.1%

1Q11

2Q11

3Q11

C&I

63%

Income

CRE

11%

Other 3%

Consumer

Real

Estate

23%

Improving Productivity and Efficiency in

Core Businesses, Environmental Costs Remain Elevated

~$124mm Identified in Cost Savings

Regional Banking Expenses

Non-Strategic Expenses

10

16%

Goal of 60%-65% Efficiency Ratio

~$124mm identified in cost savings, in addition to

expected reduction in Non-Strategic expenses over the

long-term

$88mm annualized impact in 3Q11 run rate

Additional $27mm of actions in execution, targeted to

be largely completed by the end of 2011; an additional

$9mm to be executed by the end of 2012

3Q11 FTE decline of 4% linked quarter, 14% YOY

Near-term offsets from technology investments and

elevated environmental costs

Targeting 25% reduction from the level of 2010

consolidated expenses by the end of 2013

10%

$152

$150

$148

$143

$137

$125

$130

$135

$140

$145

$150

3Q10

4Q10

1Q11

2Q11

3Q11

$200

$220

$240

2010 (First 9 Months)

YTD 2011

$265

$222

$155mm

$260mm

11

Mortgage Repurchase-Related

Expenses Remain Manageable

Pipeline at $418mm for 3Q11 vs $451mm in 2Q11

$284mm of GSE-related claims

$86mm of mortgage-insurer (MI) related claims

$4mm of private whole loan related claims

$44mm of other non-repurchase requests

Loans where MI is lost are considered in reserve

calculation, but not in pipeline

Cumulative rescission rates averaging between 45%

and 55% with average loss severities ranging between

50% and 60%

Higher mix of MI related resolutions leading to higher

loss content in 3Q11

Sold mortgage origination platform in August 2008

($ in mm)

3Q10

4Q10

1Q11

2Q11

3Q11

Beginning Balance

$162

$175

$183

$183

$169

Net Realized Loss

($36)

($36)

($37)

($39)

($53)

Provision

$49

$44

$37

$25

$53

Ending Balance

$175

$183

$183

$169

$169

$150mm

$600mm

$600mm

Mortgage Repurchase Reserve

New GSE Repurchase Requests

by Vintage

Total Pipeline of

Repurchase Requests

2

Total

Pipeline

by

Vintage

1

$0

$50

$100

3Q10

4Q10

1Q11

2Q11

3Q11

2006 & Prior

2007

2008

$0

$200

$400

3Q10

4Q10

1Q11

2Q11

3Q11

New Requests

Resolved

Pipeline

$0

$200

$400

3Q10

4Q10

1Q11

2Q11

3Q11

2006 and Prior

2007

2008

As of 3Q11. Numbers may not add due to rounding. ¹Requests reflect pipeline as of each respective quarter end.

2

As of 9/30/11. Based on UPB. The pipeline represents active investor claims and mortgage insurance (MI) cancellations under review, both of which could occur on the same loan.

Excludes MI cancellation notices that have been reviewed and coverage has been lost. For purposes of estimating loss, MI cancellation notices where coverage has been lost are contemplated.

12

Private Mortgage Securitizations:

Private Securitization Risk Remains Manageable

2004-2007 Private Mortgage Securitizations¹

Private Loan Repurchase Risk

Different than GSE Risk

~$33B of originations from 2004 to 2007

102 active mortgage securitizations with a current UPB

of ~$12B

46 Jumbo and 56 Alt-A first lien securitizations

FHN originated 60% Alt-A, 40% Jumbo, and no

Subprime private securitizations

At origination, FHN’s average securitization size was

$325mm

Industry average securitization size of $858mm

Private Mortgage Securitization Facts¹

No private mortgage securitization loan        

repurchase requests

Four private securitization-related lawsuits outstanding²

66% of current UPB dollar-weighted 2004-2007 private

securitizations are outperforming industry cohort on

cumulative loss

81% of current UPB dollar-weighted 2004-2007 private

securitizations are outperforming industry cohort on

60D+ delinquencies

1

Data source: LoanPerformance, CPRCDR, Intex, PolyPaths, Bloomberg with company analysis. FHN has not verified data accuracy. Excludes inactive deals. Data as of Aug 2011 with Sept remits.    

2

Two lawsuits are from 2H10 and the other two, including a suit by FHFA, are from 3Q11.  A fifth suit, filed in 2010, has been withdrawn as to FHN.

Resolution

Representations

Access

Voting Rights

Generally, reps and warranties

are not as comprehensive as

GSE whole-loan reps and

warranties

No specific representation and

warranty on third-party fraud

in the origination

Difficult for most non-

governmental investors to

access loan files

Significant upfront cost with

unknown returns; must

indemnify trustee

Generally requires a

coordinated investor effort to

compel trustees to investigate

and pursue repurchase claims

Investor interests are not

necessarily aligned

Longer resolution          

process expected

Longer timeline may decrease

probability of successful claims

13

Successful Execution:

Asset Quality Trends Continue to Improve

Net charge-offs of $106mm, including $48mm of charge-offs related to loan sales

NCOs excluding loan sale of $58mm, down 11% from 2Q11

Regional Bank NCOs down $16mm or 40% year over year

Non-Strategic NCOs, excluding $42mm of NCOs related to loan sales, down $31mm or 43% year over year

Reserves for loan losses decreased $74mm linked quarter to $450mm or 2.77% of period end loans

Reserve decrease of $12mm related to loan sales

Reserves and Net Charge-Offs

Data as of 9/30/11, unless otherwise noted. Numbers may not add due to rounding.

Loan Sales NCOs

$111

$100

$77

$66

$58

-$61

-$55

-$76

-$65

-$74

4.22%

3.96%

3.69%

3.26%

2.77%

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

-$100

-$50

$0

$50

$100

3Q10

4Q10

1Q11

2Q11

3Q11

Net Charge

-

Offs (NCOs)

Reserve Decrease

Reserve % of Loans (right axis)

$48

$150mm

14

($ mm)

1Q11

2Q11

3Q11

Beginning ORE

$110

$94

$79

   Valuation Adjustments

($5)

($5)

($4)

Adjusted Balance

$106

$90

$75

+ New ORE

$16

$17

$17

+ Capitalized Expenses

$1

$1

$1

- Dispositions:

($28)

($29)

($12)

   Single Transactions

($27)

($25)

($10)

   Auctions

(0)

0

0

   Bulk Sales

0

(4)

(2)

Ending ORE

$94

$79

$80

($ mm)

1Q11

2Q11

3Q11

Beginning NPLs

$486

$462

$404

+ Additions

$46

$31

$36

+ Principal Increase

$4

$2

$2

- Resolutions/Payments

($47)

($66)

($54)

- Net Charge-Offs

($22)

($15)

($22)

- Transfer to ORE

($3)

($5)

($10)

- Upgrade to Accrual

($2)

($5)

($15)

Ending NPLs

$462

$404

$341

Successful Execution:

Non-Performing Assets Decline 22% in 3Q11

Non-Performing Assets

NPAs down $165mm or 22% linked quarter, and down

37% or $337mm year over year

Loan sales of ~$150mm

NPL levels down 25% from 2Q11, down 37%        

since 3Q10

ORE balances stable from continued disposition activity

NPL Activity from Commercial and OTC

ORE Activity

Numbers may not add due to rounding.

1

Does not includes Consumer loan sales in 3Q11.

2

ORE excludes foreclosed real estate from government insured loans.

1

2

15

Building Long-Term Earnings Power:

FHNC Bonefish –

Long-Term Targets

1

Core Businesses include Regional Banking, Capital Markets, and Corporate segment. Certain core data is non-GAAP and a reconciliation is provided in the appendix.         

2

ROA and NCO / Average Loans are annualized.                    

3Q11 Consolidated

3Q11 Core

Long-Term Targets

ROA

0.62%

1.98%

1.25 -

1.45%

NIM

3.23%

3.52%

3.50 -

4.00%

NCO

/

Average

Loans

2.65%

0.85%

0.30 -

0.70%

Fee Income as % of Revenue

51%

49%

40 -

50%

Efficiency Ratio

89%

74%

60 -

65%

Efficiency Ratio

60% -

65%

Tax Rate

Annualized Net Charge-Offs

0.30% -

0.70%

Net Interest Margin

3.50% -

4.00%

Return on Tangible Equity

15% -

20%

Tier 1 Common

8% -

9%

Equity / Assets

Return on Assets

1.25% -

1.45%

Risk Adjusted Margin

Total Assets

Earning Assets

Pre-tax Income

% Fee Income

40% -

50%

1

2

Successful Execution: FHN Strategic Priorities

1)

Optimize

business

mix

for

profitability

and

returns

Replace runoff, low margin, Non-Strategic assets with higher margin, Regional Banking assets

Focused on improving profitability in all lines of business

Capital Markets continues to be strong long-term contributor to fee income

2)

Improve

productivity

and

efficiency

Replace revenue impacted by regulation

Reduce wind-down and environmental expenses

Business process optimization, organization and infrastructure simplification

3)

Manage

excess

capital smartly

Maintain appropriate levels for future banking environment

Disciplined approach to deploying capital

16

Building a Foundation for Long-Term Earnings Power

APPENDIX

17

18

Liquidity, Capital, and Reserves

Tier 1 Common Ratio

Wholesale Funding

Capital Ratios

Period End ($B)

1Q11

2Q11

3Q11

Fed Funds Purchased

$1.6

$1.3

$1.6

Senior Debt

0.5

0.5

0.5

Insured Network Deposits

1.7

1.7

1.8

Borrowing from FHLB

0.1

-

0.4

Other

0.1

0.2

0.2

$3.9

$3.7

$4.5

Total Capital

18.7%

18.2%

18.3%

15.4%

Tier 1 Capital

14.3%

14.4%

14.5%

12.7%

TCE/TA

8.9%

8.9%

9.0%

7.8%

TCE/RWA

11.0%

11.3%

11.5%

11.1%

3Q11

2Q11 Peer

Median

1Q11

2Q11

Reserves vs. Peers

2.34%

2.77%

2.04%

4.62%

0%

1%

2%

3%

4%

5%

Peer Median

FHN Consolidated

FHN Regional Bank

FHN Non-Strategic

11.7%

11.9%

12.0%

11.1%

8%

9%

10%

11%

12%

1Q11

2Q11

3Q11

2Q11 Peer

Median

2

1

1

1

Numbers may not add to total due to rounding.

1

Source: SNL. Peer median includes top 50 publicly traded U.S. banks by total asset size at 2Q11.

TCE/RWA is not adjusted for unrealized gains on AFS securities, Tier 1 Common, and TCE/TA are non-GAAP numbers, and a reconciliation is provided at the end of the appendix.

2

Excluding Securities Sold Repos, Trading Liabilities, and sub-debt and other collateralized borrowings of $3.0B.

FDIC Market Share

FDIC Deposit Market Share

Source: FDIC.  Data as of June 30, 2011.

19

Market

FHN Market Share

2011 FHN Deposits

YOY Deposit Growth

2010

2011

FHN

Overall Market

14.7%

5.8%

2.2%

6.9%

8.4%

7.4%

2.0%

0.4%

4.7%

2.4%

West Tennessee

$7.5B

32.6%

33.7%

East Tennessee

$2.9B

21.9%

21.6%

Middle Tennessee

$2.4B

6.3%

6.6%

Southeast Tennessee

$2.1B

21.0%

24.1%

Northeast Tennessee

$1.1B

22.2%

21.7%

Total FHN Footprint

$16.0B

18.0%

18.7%

6.5%

2.5%

3Q11 Credit Quality Summary by Portfolio

As of 9/30/11; numbers may not add to total due to rounding.   

20

Period End

Commercial

(C&I & Other)

Income

CRE

Residential

CRE

HE &

HELOC

Other

1

Permanent

Mortgage

Commercial

(C&I & Other)

Income

CRE

Residential

CRE

HE &

HELOC

Permanent

Mortgage

Other

2

Total

End Loans

$7,142

$1,235

$103

$2,604

$293

$161

$563

$52

$38

$2,701

$658

$691

$16,241

30+ Delinquency

0.45%

0.63%

0.56%

0.99%

1.19%

0.73%

0.18%

21.51%

0.76%

2.14%

6.35%

3.33%

1.27%

Dollars

$32

$8

$1

$26

$3

$1

$1

$11

$0

$58

$42

$23

$206

NPL %

1.67%

5.75%

36.74%

0.57%

0.03%

NM

14.37%

18.80%

44.39%

1.02%

3.64%

1.57%

2.55%

Dollars

$120

$71

$38

$15

$0

NM

$81

$10

$17

$28

$24

$11

$413

Net

Charge-offs

3

%

0.73%

1.17%

4.91%

0.61%

3.52%

NM

0.37%

6.29%

15.10%

3.38%

23.30%

5.08%

2.65%

Dollars

$12

$4

$1

$4

$3

NM

$1

$1

$2

$24

$47

$9

$106

Allowance

$139

$43

$15

$28

$7

NM

$43

$4

$3

$107

$26

$34

$450

Allowance / Loans %

1.94%

3.49%

14.27%

1.09%

2.40%

NM

7.71%

7.82%

8.33%

3.95%

3.94%

4.94%

2.77%

Allowance / Charge-offs

2.87x

2.94x

2.54x

1.79x

0.69x

NM

20.25x

1.08x

0.41x

1.14x

0.14x

0.95x

1.06x

(1) Credit Card, Permanent Mortgage, and Other

(2) Restricted  Consumer Real Estate Loans, OTC, and Other Consumer

(3) Net Charge-Offs are quarterly annualized

(NM) Not meaningful

(4) Exercised clean-up calls on jumbo securitizations in 2Q11 and 4Q10, which are now on balance sheet in the Corporate segment

($ in millions)

Regional Bank

Non-Strategic

Corporate

4

21

Income CRE Portfolio

Balances of $1.3B at 9/30/11

96% managed in Regional Banking with relationship-

oriented customers

Proactively managing problem projects and maturities

to regulatory standards

Do not capitalize interest and do not fund interest on

distressed properties

Net charge-offs down $1mm or 33% linked quarter to

$5mm

Reserves of 3.7% at 9/30/11

Continued improvement and stabilization

Numbers may not add to total due to rounding.                  

1

As of 9/30/11; NPLs as a percentage of each portfolio.         

2

“Other”

includes Non-Owner Occupied Single Family Residential and Multi-Use Projects.

Land

Other²

Office

Multi-Family

Retail

Industrial

Hospitality

35.8%

11.7%

5.3%

3.1%

1.7%

1.3%

0.0%

Land

35.8%

10.13%

10.06%

10.07%

8.54%

6.27%

0%

2%

4%

6%

8%

10%

12%

3Q10

4Q10

1Q11

2Q11

3Q11

30+ Delq.

Net Charge

-

Offs (ann.)

NPLs/Total Loans

Construction

12%

Land

9%

-Perm/Non-

79%

Retail

23%

Multi-Family

19%

Office

17%

Industrial

13%

Land

9%

Other

10%

Hospitality

9%

Loan Type¹

Collateral Type¹

NPLs By Product Type¹

Performance

Construction

Mini

C&I Portfolio

NPLs/Total Loans of 1.18% without TRUPs and

Bank Related loans

Numbers may not add to total due to rounding.                  

22

$7.7B portfolio, diversified by industry, managed in

Regional Bank

Includes loans to mortgage warehouse companies

(correspondent banking) of $1.1B in 3Q11 vs

$583mm in 2Q11

Net charge-offs down $7mm linked quarter

C&I consolidated reserves of 2.37% at 9/30/11

C&I Portfolio

NPLs/Total Loans of 1.18% without TRUPs and

Bank Related loans

Numbers may not add to total due to rounding.                  

22

$7.7B portfolio, diversified by industry, managed in

Regional Bank

Includes loans to mortgage warehouse companies

(correspondent banking) of $1.1B in 3Q11 vs

$583mm in 2Q11

Net charge-offs down $7mm linked quarter

C&I consolidated reserves of 2.37% at 9/30/11

0%

1%

2%

3%

4%

3Q10

4Q10

1Q11

2Q11

3Q11

30+ Delq.

NPLs/Total Loans

Net Charge

-

Offs (Ann.)

4.0%

4.5%

5.0%

5.5%

6.0%

$0.0

$0.2

$0.4

$0.6

$0.8

$1.0

3Q10

4Q10

1Q11

2Q11

3Q11

Period End Balances

Yields

TRUPs 5%

C&I Portfolio: Loans to Mortgage Companies

C&I Loan Composition

Consolidated C&I Portfolio

All Other C&I

76%

Bank-Related

3%

Correspondent

Banking

16%

$1.2B

C&I Portfolio: TRUPS & Bank-Related Loans

3Q11

TRUPs & Bank-

Related Loans

C&I w/o TRUPs &

Bank-Related Loans

Total C&I Portfolio

PE Balances ($mm)

$653

$7,053

$7,706

Reserves ($mm)

$107

$111

$182

Reserve Coverage

16.38%

1.57%

2.37%

NPL %

17.96%

1.18%

2.60%

NCO %

3.55%

0.41%

0.70%

TRUPS and Bank-Related Loan Coverage

$653mm balances in TRUPS and bank-related loans

$301mm whole-loan TRUPs to banks

$156mm whole-loan TRUPs to insurance companies

$119mm loans to bank holding companies

$76mm other loans secured by bank stock

Average TRUP size of $9mm

Significant focus is directed at this portfolio

TRUPs and bank holding company loans are re-graded quarterly

Eleven TRUPs on deferral at 9/30/11

23

1

Reserve coverage includes $35.3mm of LOCOM on TRUPs.           

2

NCO% is QTD Annualized. Numbers may not add to total due to rounding.

2

1

1

24

Home Equity: Performance and Characteristics

Numbers/Percentages may not add due to rounding.               

All charts and graphs include $623.3mm of restricted consumer real estate loans.

52%

% of portfolio

13%

13%

15%

8%

87%

13%

% of portfolio

34%

66%

% of portfolio

First

Second

Total

Balance

$2.0B

$3.9B

$5.9B

Original FICO

740

736

737

Refreshed FICO

738

724

728

Original CLTV

73%

81%

78%

Full Doc

83%

71%

75%

Owner Occupied

87%

96%

93%

HELOCs

$0.8B

$3.0B

$3.8B

Weighted Average

HELOC Utilization

52%

62%

60%

Home Equity: Performance and Characteristics

30+ Delinquency: Key Drivers

FICO Score-Origination

Channel

Lien Position

0.98%

2.07%

2.81%

3.22%

5.09%

0%

2%

4%

6%

>=740

720-

739

700-

719

660-

699

<660

1.83%

3.10%

0%

1%

2%

3%

4%

Retail

Wholesale

1.58%

2.21%

0%

1%

2%

3%

1st Lien

2nd Lien

Core

Banking

Customers

TN

40%

CA

14%

GA

3%

FL

3%

Other

40%

Geographic Distribution

Portfolio Characteristics

25

Consumer Real Estate Portfolio

30+ Delinquency: Non-Strategic vs. Regional

Net Charge-Offs

Non-Strategic Portfolio Run-Off²

Vintage Mix

1

Source: McDash industry data as of July 2011.                  

2

Channeling changed beginning March 2010 to be consistent with Accounting Segments.                                 

All

charts

and

graphs

include

$623.3mm

of

restricted

real

estate

loans.

Industry¹

= 6.75%

$44

$40

$35

$58

$54

Balance ($B)

W/A

9/30/2011

2Q11

3Q11

Age (mo.)

pre-2002

$0.3

0.65%

0.78%

118

2003

$0.5

0.87%

0.87%

99

2004

$0.7

1.80%

1.64%

86

2005

$1.0

5.35%

3.87%

74

2006

$0.9

3.64%

3.70%

63

2007

$1.0

3.43%

4.16%

51

2008

$0.5

2.54%

1.61%

40

2009

$0.3

0.65%

0.33%

28

2010

$0.4

0.00%

0.00%

14

2011

$0.4

0.00%

0.00%

4

Total

$5.9

2.70%

2.40%

60

Vintage

NCOs QTD Ann.

$0

$20

$40

$60mm

3Q10

4Q10

1Q11

2Q11

3Q11

Regional Banking

Non-Strategic

Restricted

0.99%

2.36%

0%

1%

2%

3%

4%

3Q10

4Q10

1Q11

2Q11

3Q11

Regional Banking

Non-Strategic

17%

19%

16%

14%

15%

0%

5%

10%

15%

20%

$2

$3

$4

$5

$6B

3Q10

4Q10

1Q11

2Q11

3Q11

26

Mortgage Repurchases:

Origination and Loan Characteristics

GSE

GSE Originations

~$70B of originations from 2005 to 2008

Received ~$1.1B  of GSE-related repurchase requests

to date, or 1.6% of originations

Represent 98% of all active repurchase/make whole

requests

in

pipeline

at

9/30/11

Private

Mortgage

Securitizations

Jumbo and Alt-A

5

~$47B of originations from 2000 to 2007

9 securitizations of jumbo loans called in 2Q11 and

4Q10

4

102

active

2004

–

2007

securitizations,

reflected

in

current UPB

46 first lien Jumbo securitizations

56 first lien Alt-A securitizations

Outstanding

UPB

of

the

2004

–

2007

securitizations      

of ~$12B

62% Alt-A

38% Jumbo Loans

1

Requests include MI cancellation notices.   ²GSEs account for 98 percent of all actual repurchase/make-whole requests in the pipeline as of 9/30/11 and               

89 percent of the active pipeline inclusive of PMI cancellation notices and all other claims.  ³Supplemental private securitization data provided on FHN’s website at ir.fhnc.com.                                     

4

Aggregate original UPB of $3.8B. Upon recognition by FHN called loans are no longer subject to repurchase risk.                

5

Data source: LoanPerformance, CPRCDR, Intex, PolyPaths, Bloomberg with company analysis.  FHN has not verified the data accuracy. Jumbo original balances exclude inactive deals.

Whole Loan Sales/Non-GSE

Represent 2% of all active repurchase/make whole

requests in 3Q11 pipeline

$25B

$10B

$5B

$0

$1

$2

$3

$4

2004

2005

2006

2007

Jumbo Original Balance (~$13B)

$0

$2

$4

$6

$8

2004

2005

2006

2007

Alt-A Original Balance (~$20B)

Alt-A Remaining Balance (~$8B)

$0

$5

$10

$15

$20

2005

2006

2007

2008

FNMA ("Fannie")

FHLMC ("Freddie")

GNMA("Ginnie")

Jumbo Remaining Balance (~$ 5B)

2

1

3

27

Private Mortgage Securitizations:

Delinquencies and Cumulative Losses

Jumbo 60+ Day Delinquencies

Alt-A 60+ Day Delinquencies

Jumbo Cumulative Losses

Alt-A Cumulative Losses

Data as of August 2011.  September Remits.                     

Data source: LoanPerformance, CPRCDR, Intex, PolyPaths, Bloomberg with company analysis.  FHN has not verified the data accuracy.           

Cohort (Industry) = Loans of similar type/vintage relevant reference group.                                        

Numbers may not add to total due to rounding. Supplemental private securitization data provided on FHN’s website at ir.fhnc.com.

6%

13%

8%

11%

Vintage Remaining Balance / Total 2004-2007 Current Jumbo and Alt-A Balance

6%

28%

19%

9%

11%

12%

8%

9%

Vintage Original Balance / Total 2004-2007 Original Jumbo and Alt-A Balance

8%

27%

18%

7%

FHN

Industry

0%

1%

2%

3%

4%

5%

2004

2005

2006

2007

0%

3%

6%

9%

12%

15%

2004

2005

2006

2007

0%

7%

14%

21%

28%

35%

2004

2005

2006

2007

0%

6%

12%

18%

2004

2005

2006

2007

1

FHFA Litigation Certificate Breakdown

FHFA Litigation Securitizations

$874mm*

28

*The original balance related to the FHFA lawsuit is $874mm, plus an additional $9mm of cost over par, totaling $883mm

Paid Off 53%

Performing UPB 34%

60D+ Delinqent²

9%

Cumulative Loss 4%

$0.0

$0.2

$0.4

$0.6

$0.8

$1.0B

Data source: September Trustee Reports and the FHFA lawsuit filed on 9/2/11.

¹In April 2007, the GSEs purchased the remaining $161mm of UPB in the FHAMS 2005-AA12 IIA1 tranche, as reported in the FHFA lawsuit.  This tranche had an origination balance of $213mm.

²60D+ Delinquent defined as a delinquency status of 60 days or more for bankruptcies, foreclosures, REO, and delinquencies.

($ in Millions)

Alt-A Deal

FHFA-Related

Tranche

Original

UPB

Paid

Off

Current

UPB

Performing

UPB

60D+

Delinq

Cumulative

Loss

FHAMS 2005-AA9     

IIA1

$214

$117

$91

$75

$16

$6

FHAMS 2005-AA10    

IA1

$140

$79

$58

$47

$11

$3

FHAMS 2005-AA11    

IA1

$129

$66

$55

$45

$10

$8

FHAMS 2005-AA12    

IIA1

$161

$67

$85

$67

$17

$8

FHAMS 2006-AA1     

IA1

$230

$132

$88

$66

$22

$10

FHFA

Total

1

$874

$461

$377

$301

$77

$35

Reconciliation to GAAP Financials

Slides in this presentation use non-GAAP information of net interest income adjusted for impact of FTE. That

information is not presented according to generally accepted accounting principles (GAAP), and is reconciled to GAAP

information below.

29

($ in 000s)

3Q11

2Q11

1Q11

Regional Banking

Net interest income (GAAP)

$140,603

$136,249

$134,671

Fully taxable equivalent ("FTE") adjustment

$1,434

$1,353

$1,243

Net interest income adjusted for impact of FTE (Non-GAAP)

$142,037

$137,602

$135,914

Capital Markets

Net interest income (GAAP)

$5,555

$5,564

$5,576

Fully taxable equivalent ("FTE") adjustment

$81

$76

$72

Net interest income adjusted for impact of FTE (Non-GAAP)

$5,636

$5,640

$5,648

Corporate

Net interest income (GAAP)

($463)

$444

($269)

Fully taxable equivalent ("FTE") adjustment

$40

$68

$71

Net interest income adjusted for impact of FTE (Non-GAAP)

($423)

$512

($198)

Non-Strategic

Net interest income (GAAP)

$30,645

$30,603

$32,777

Fully taxable equivalent ("FTE") adjustment

$0

$0

$0

Net interest income adjusted for impact of FTE (Non-GAAP)

$30,645

$30,603

$32,777

Total Consolidated

Net interest income (GAAP)

$176,340

$172,860

$172,755

Fully taxable equivalent ("FTE") adjustment

$1,555

$1,497

$1,386

Net interest income adjusted for impact of FTE (Non-GAAP)

$177,895

$174,357

$174,141

Reconciliation to GAAP Financials

Slides in this presentation use non-GAAP information of tangible assets, tangible common equity, tier 1 common

capital,

and

various

ratios

using

one

or

more

of

those

measures.

That

information

is

not

presented

according

to

generally accepted accounting principles (GAAP), and is reconciled to GAAP information below.

30

1

Includes goodwill and other intangible assets, net of amortization.                                 

2

Current quarter is an estimate.                                

Numbers may not add to total due to rounding.

($ Millions)

3Q11

2Q11

1Q11

Tangible Common Equity (Non-GAAP)

Total equity (GAAP)

$2,743.2

$2,681.4

$2,640.1

Less:

Preferred

stock

capital

surplus

-

CPP

-

-

-

Less: Noncontrolling interest

295.2

295.2

295.2

Total common equity

2,448.1

2,386.2

2,344.9

Less:

Intangible

assets

(GAAP)

160.9

164.1

183.6

Tangible common equity (Non-GAAP)

2,287.2

2,222.2

2,161.3

Less: Unrealized gains on AFS securities, net of tax

79.4

58.1

39.3

Adjusted tangible common equity (Non-GAAP)

2,207.8

2,164.1

2,121.9

Tangible Assets (Non-GAAP)

Total assets (GAAP)

$25,571.5

$25,054.1

$24,438.3

Less:

Intangible

assets

(GAAP)

160.9

164.1

183.6

Tangible assets (Non-GAAP)

25,410.6

24,890.0

24,254.7

Tier 1 Common (Non-GAAP)

Tier 1 capital

$2,875.1

$2,818.5

$2,790.3

Less:

Preferred

stock

capital

surplus

-

CPP

-

-

-

Less:

Noncontrolling

interest

-

FTBNA Preferred Stock

294.8

294.8

294.8

Less: Trust preferred

200.0

200.0

200.0

Tier

1

common

(Non-GAAP)

2,380.3

2,323.7

2,295.5

Risk Weighted Assets

Risk weighted assets

$19,867.4

$19,589.3

$19,569.0

Ratios

Tangible common equity to tangible assets (TCE/TA) (Non-GAAP)

9.00%

8.93%

8.91%

Total equity to total assets (GAAP)

10.73%

10.70%

10.80%

Tier

1

common

ratio

(Non-GAAP)

11.98%

11.86%

11.73%

Tier

1

capital

to

total

assets

(GAAP)

11.24%

11.25%

11.42%

Tangible

common

equity

to

risk

weighted

assets

(TCE/RWA)

(Non-GAAP)

11.51%

11.34%

11.04%

Tangible

common

equity

plus

reserves

to

risk

weighted

assets

(TCE/RWA)

(Non-GAAP)

13.78%

14.02%

14.05%

Total equity plus reserves to total assets (GAAP)

12.49%

12.79%

13.21%

1

1

2

2

2

2

2

2

2

Reconciliation to GAAP Financials

Slides in this presentation use non-GAAP information of net interest income, assets, net interest margin, net charge-

offs,

fee

income,

revenue,

expense

and

various

ratios

using

one

or

more

of

those

measures.

That

information

is

not

presented according to generally accepted accounting principles (GAAP), and is reconciled to GAAP information below.

31

Numbers may not add to total due to rounding.                  

1

ROA and Net Charge-offs / Average loans are annualized. 

Regional Banking

3Q11

2Q11

Total Revenue ($000)

$208,555

$203,945

FTEs

3,172

3,270

Revenue Per FTE ($000)

$66

$62

3Q11

Return

on Assets

Net Interest

Margin

Net Charge-Offs/

Average Loans

Fee Income /

Total Revenue

Efficiency

Ratio

Regional Bank (GAAP)

2.05%

5.17%

0.87%

32%

66%

Capital Markets (GAAP)

2.92%

1.17%

0.00%

95%

73%

Corporate (GAAP)

1.39%

-0.01%

0.00%

9%

777%

Core (Non-GAAP)

1.98%

3.52%

0.85%

49%

74%

Non-Strategic (GAAP)

-3.74%

2.30%

6.63%

33%

194%

Consolidated (GAAP)

0.62%

3.23%

2.65%

47%

89%

1

1