8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15 (d) of The Securities Exchange Act of 1934

April 18, 2006

Date of Report (Date of Earliest Event Reported)

RENASANT CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Mississippi	000-12154	64-0676974
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

209 Troy Street, Tupelo, Mississippi 38802-0709

(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, including area code: (662) 680-1001

(Former Name or Former Address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written 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 2.02. Results of Operations and Financial Condition.

On April 18, 2006, Renasant Corporation issued a press release announcing earnings for the first quarter of 2006. The press release is furnished as Exhibit 99.1 to this Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

99.1 Press release dated April 18, 2006 issued by Renasant Corporation announcing first quarter 2006 earnings.

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.

	RENASANT CORPORATION
	Registrant
DATE: April 19, 2006	/s/ E. Robinson McGraw
	E. Robinson McGraw
	Chairman, President & Chief Executive Officer

EXHIBIT INDEX

EXHIBIT NUMBER	DESCRIPTION
99.1	Press release dated April 18, 2006 issued by Renasant Corporation announcing first quarter 2006 earnings.

EX-99.1

Exhibit 99.1

Contact:	Jim Gray	Stuart Johnson
	Senior Executive Vice President & CIO	Senior Executive Vice President & CFO
	(662) 680-1217	(662) 680-1472
	jimg@renasant.com	stuartj@renasant.com

RENASANT CORPORATION ANNOUNCES INCREASE IN

FIRST QUARTER EARNINGS PER SHARE

TUPELO, MISSISSIPPI (April 18, 2006) – Renasant Corporation (NASDAQ:RNST) (the “Company”) today announced results for the first quarter of 2006. Basic earnings per share were $.63, up 21%, and diluted earnings per share were $.62, up 19%, compared to basic and diluted earnings per share of $.52 for the first quarter of 2005. Net income for the first quarter of 2006 was $6,501,000, up 19%, or $1,042,000, from the first quarter of 2005.

“We are pleased to begin 2006 with a strong first quarter performance,” commented Renasant Chairman and Chief Executive Officer, E. Robinson McGraw. “Consistent with our strategic goals, we grew both first quarter diluted earnings per share and net income by 19% while credit quality remained strong as we continued to experience a low level of charge offs and non-performing loans. Non interest income in 2006 has shown solid growth as compared to the same period in 2005 while net interest margin has remained relatively steady. We are particularly pleased to see several of our key growth initiatives being met and we anticipate another successful year in 2006.”

Total assets as of March 31, 2006 were $2.5 billion, an increase of 8% from March 31, 2005. Total loans grew 6% to approximately $1.7 billion at the end of the first quarter of 2006 from $1.6 billion at March 31, 2005, while total deposits grew 17% to $2.0 billion during the same period.

“During the first quarter of 2006, we realized significant growth in deposits and solid growth in loans within our tri-state footprint. It is important to note that approximately 71% of our loans and 60% of our deposits are now held in what we consider to be our key growth markets,” stated McGraw.

Net interest income grew 6% to $20,508,000 for the first quarter of 2006 compared to $19,318,000 for the same period in 2005 due to loan growth and excess funds held in short-term investments. Net interest margin remained flat at 3.99% for the first quarter of 2006 compared to the first quarter of 2005.

Noninterest income increased 15% to $11,433,000 for the first quarter of 2006 from $9,903,000 for the first quarter of 2005 primarily due to increases in service charges on deposit accounts, loan fees, and commissions on investment products. Other noninterest income for the first quarter of 2006 included a $558,000 gain recognized on the early extinguishment of long-term debt and a $397,000 nontaxable death benefit from life insurance. In comparison, other noninterest income for the first quarter of 2005 included $264,000 from the sale of our Pulse network to Discover.

Noninterest expense was $21,891,000 for the first quarter of 2006 as compared to $20,963,000 for the first quarter of 2005. During the first quarter of 2006 and 2005, the Company recorded $338,000 and $170,000, respectively, related to the expensing of stock based compensation.

“We experienced an increase in noninterest expense mainly due to the opening and operation of three additional full service banking locations since the same period in 2005. In the first quarter of 2006, we opened a full service banking office in Collierville, Tennessee which expanded our presence in the growth market of Memphis. Adding to our growth since the first quarter of 2005, we have opened our Tennessee Headquarters location in East Memphis and a full service banking office in Oxford, Mississippi. Our expansion plans call for additional full service banking locations in the growth markets of Nashville, Tennessee, and Huntsville and Birmingham, Alabama. In addition, we have purchased property on the historic square in Oxford, Mississippi and we expect to open our second Oxford location later this year,” said McGraw.

The Company’s credit quality improved during the first quarter of 2006. Annualized net charge-offs as a percentage of average loans were .23% for the first quarter of 2006, down from .31% for the first quarter of 2005. Non-performing loans as a percentage of total loans were .24% at March 31, 2006, as compared to .43% at March 31, 2005. The allowance for loan losses as a percentage of loans was 1.11% at March 31, 2006, as compared to 1.14% at March 31, 2005.

CONFERENCE CALL INFORMATION

A live audio webcast of a conference call with analysts will be available beginning at 10:00 a.m. Eastern time on Wednesday, April 19, 2006, through the Company’s website: www.renasant.com, and through Thompson/CCBN’s individual investor center at

www.fulldisclosure.com, or any of Thompson/CCBN’s Investor Distribution Network websites. The event will be archived on the Company’s website for 90 days. If Internet access is unavailable, the conference may also be heard live (listen-only) via telephone by dialing 800-798-2801 in the United States and entering the participant passcode 29390820. International participants should dial 617-614-6205 and enter the participant passcode 29390820.

ABOUT RENASANT CORPORATION

Renasant Corporation is the parent of Renasant Bank and Renasant Insurance. Renasant has assets of approximately $2.5 billion and operates 61 banking and insurance offices in 38 cities in Mississippi, Tennessee and Alabama.

NOTE TO INVESTORS

This news release may contain, or incorporate by reference, statements which may constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward looking statements usually include words such as “expects,” “projects,” “anticipates,” “believes,” “intends,” “estimates,” “strategy,” “plan,” “potential,” “possible” and other similar expressions.

Prospective investors are cautioned that any such forward-looking statements are not guarantees for future performance and involve risks and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. Important factors currently known to management that could cause actual results to differ materially from those in forward-looking statements include significant fluctuations in interest rates, inflation, economic recession, significant changes in the federal and state legal and regulatory environment, significant underperformance in our portfolio of outstanding loans, and competition in our markets. We undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time.

###

RENASANT CORPORATION

(Unaudited)

(Dollars in thousands, except per share data)

	2006			2005												1st Qtr 2006—1st Qtr 2005 Percent Variance		For the Three Months Ended March 31,
Statement of earnings	First Quarter			Fourth Quarter			Third Quarter			Second Quarter			First Quarter					2006			2005			Percent Variance
Interest income-taxable equivalent basis	$	36,632		$	35,620		$	33,249		$	32,718		$	30,146		21.52		$	36,632		$	30,146		21.52
Interest income	$	35,817		$	34,777		$	32,417		$	31,900		$	29,295		22.26		$	35,817		$	29,295		22.26
Interest expense		15,309			13,863			12,678			11,445			9,977		53.44			15,309			9,977		53.44
Net interest income		20,508			20,914			19,739			20,455			19,318		6.16			20,508			19,318		6.16
Provision for loan losses		1,068			712			833			848			597		78.89			1,068			597		78.89
Net interest income after provision		19,440			20,202			18,906			19,607			18,721		3.84			19,440			18,721		3.84
Service charges on deposit accounts		4,424			4,377			4,358			4,167			3,874		14.20			4,424			3,874		14.20
Fees and commissions on loans and deposits		3,003			2,865			2,853			2,965			2,505		19.88			3,003			2,505		19.88
Insurance commissions and fees		822			881			955			906			831		(1.08	)		822			831		(1.08	)
Trust revenue		630			644			613			611			625		0.80			630			625		0.80
Gain (loss) on sale of securities		21			—			—			(32	)		102		(79.41	)		21			102		(79.41	)
Gain on sale of mortgage loans		760			673			766			673			693		9.67			760			693		9.67
Other		1,773			678			699			661			1,273		39.28			1,773			1,273		39.28
Total non-interest income		11,433			10,118			10,244			9,951			9,903		15.45			11,433			9,903		15.45
Salaries and employee benefits		12,212			11,438			11,696			11,520			11,459		6.57			12,212			11,459		6.57
Occupancy and equipment		2,786			2,785			2,220			2,222			2,605		6.95			2,786			2,605		6.95
Data processing		1,080			1,056			966			962			1,044		3.45			1,080			1,044		3.45
Amortization of intangibles		431			543			557			571			586		(26.45	)		431			586		(26.45	)
Other		5,382			5,735			5,125			5,581			5,269		2.14			5,382			5,269		2.14
Total non-interest expense		21,891			21,557			20,564			20,856			20,963		4.43			21,891			20,963		4.43
Income before income taxes		8,982			8,763			8,586			8,702			7,661		17.24			8,982			7,661		17.24
Income taxes		2,481			2,545			2,261			2,495			2,202		12.67			2,481			2,202		12.67
Net income	$	6,501		$	6,218		$	6,325		$	6,207		$	5,459		19.09		$	6,501		$	5,459		19.09
Basic earnings per share	$	0.63		$	0.60		$	0.61		$	0.59		$	0.52		21.15		$	0.63		$	0.52		21.15
Diluted earnings per share		0.62			0.60			0.60			0.58			0.52		19.23			0.62			0.52		19.23
Average basic shares outstanding		10,303,842			10,318,913			10,396,579			10,400,330			10,406,243		(0.98	)		10,303,842			10,406,243		(0.98	)
Average diluted shares outstanding		10,495,937			10,429,769			10,511,212			10,518,760			10,560,330		(0.61	)		10,495,937			10,560,330		(0.61	)
Common shares outstanding		10,319,310			10,289,510			10,380,372			10,397,897			10,412,775		(0.90	)		10,319,310			10,412,775		(0.90	)
Cash dividend per common share	$	0.23		$	0.22		$	0.22		$	0.22		$	0.21		9.52		$	0.23		$	0.21		9.52
Performance ratios
Return on average shareholders' equity		11.00	%		10.45	%		10.57	%		10.64	%		9.53	%				11.00	%		9.53	%
Return on average shareholders' equity, excluding amortization expense		11.44	%		11.01	%		11.14	%		11.25	%		10.16	%				11.44	%		10.16	%
Return on average assets		1.07	%		1.04	%		1.07	%		1.06	%		0.95	%				1.07	%		0.95	%
Return on average assets, excluding amortization expense		1.12	%		1.09	%		1.12	%		1.12	%		1.01	%				1.12	%		1.01	%
Net interest margin (FTE)		3.99	%		4.11	%		3.94	%		4.14	%		3.99	%				3.99	%		3.99	%
Yield on earning assets (FTE)		6.86	%		6.73	%		6.36	%		6.36	%		5.97	%				6.86	%		5.97	%
Average earning assets to average assets		88.16	%		88.18	%		88.06	%		88.10	%		87.54	%				88.16	%		87.54	%
Average loans to average deposits		85.04	%		88.10	%		88.59	%		90.54	%		90.75	%				85.04	%		90.75	%
Noninterest income (less securities gains/losses) to average assets		1.88	%		1.68	%		1.73	%		1.71	%		1.70	%				1.88	%		1.70	%
Noninterest expense to average assets		3.61	%		3.59	%		3.47	%		3.57	%		3.63	%				3.61	%		3.63	%
Net overhead ratio		1.73	%		1.90	%		1.74	%		1.86	%		1.94	%				1.73	%		1.94	%
Efficiency ratio (FTE)		66.83	%		67.63	%		66.73	%		66.79	%		69.71	%				66.83	%		69.71	%

RENASANT CORPORATION

(Unaudited)

(Dollars in thousands, except per share data)

	2006			2005												1st Qtr 2006- 1st Qtr 2005 Percent Variance		For the Three Months Ended March 31,
Average balances	First Quarter			Fourth Quarter			Third Quarter			Second Quarter			First Quarter					2006			2005			Percent Variance
Total assets	$	2,456,602		$	2,382,811		$	2,353,914		$	2,340,597		$	2,339,201		5.02		$	2,456,602		$	2,339,201		5.02
Earning assets		2,165,821			2,101,218			2,072,762			2,062,124			2,047,770		5.76			2,165,821			2,047,770		5.76
Securities		412,670			404,882			408,161			420,463			452,818		(8.87	)		412,670			452,818		(8.87	)
Loans, net of unearned		1,689,106			1,661,546			1,640,121			1,611,143			1,576,877		7.12			1,689,106			1,576,877		7.12
Intangibles		99,854			100,657			101,323			101,385			101,453		(1.58	)		99,854			101,453		(1.58	)
Non-interest bearing deposits		256,548			244,384			235,611			234,946			229,638		11.72			256,548			229,638		11.72
Interest bearing deposits		1,689,671			1,602,674			1,573,085			1,515,318			1,483,677		13.88			1,689,671			1,483,677		13.88
Total deposits		1,946,219			1,847,058			1,808,696			1,750,264			1,713,315		13.59			1,946,219			1,713,315		13.59
Other borrowings		245,093			274,922			289,849			333,710			371,855		(34.09	)		245,093			371,855		(34.09	)
Shareholders' equity		239,771			236,015			237,386			233,908			232,348		3.19			239,771			232,348		3.19
Asset quality data
Nonaccrual loans	$	2,509		$	3,984		$	3,803		$	4,157		$	3,807		(34.10	)	$	2,509		$	3,807		(34.10	)
Loans 90 past due or more		1,546			2,306			3,398			2,292			3,002		(48.50	)		1,546			3,002		(48.50	)
Non-performing loans		4,055			6,290			7,201			6,449			6,809		(40.45	)		4,055			6,809		(40.45	)
Other real estate owned and repossessions		3,922			4,299			6,646			7,114			7,232		(45.77	)		3,922			7,232		(45.77	)
Non-performing assets	$	7,977		$	10,589		$	13,847		$	13,563		$	14,041		(43.19	)	$	7,977		$	14,041		(43.19	)
Net loan charge-offs	$	958		$	813		$	465		$	780		$	1,186		(19.22	)	$	958		$	1,186		(19.22	)
Allowance for loan losses		18,473			18,363			18,448			18,080			18,012		2.56			18,473			18,012		2.56
Non-performing loans/total loans		0.24	%		0.38	%		0.45	%		0.40	%		0.43	%				0.24	%		0.43	%
Non-performing assets/total assets		0.32	%		0.44	%		0.58	%		0.58	%		0.61	%				0.32	%		0.61	%
Allowance for loan losses/ total loans		1.11	%		1.12	%		1.15	%		1.14	%		1.14	%				1.11	%		1.14	%
Allowance for loan losses/non-performing loans		455.56	%		291.94	%		256.19	%		280.35	%		264.53	%				455.56	%		264.53	%
Net loan charge-offs (annualized)/average loans		0.23	%		0.19	%		0.11	%		0.19	%		0.31	%				0.23	%		0.31	%
Balances at period end
Total assets	$	2,509,220		$	2,397,702		$	2,379,793		$	2,353,385		$	2,320,164				$	2,509,220		$	2,320,164		8.15
Earning assets		2,205,706			2,105,281			2,073,678			2,075,244			2,041,307					2,205,706			2,041,307		8.05
Securities		429,169			399,034			400,786			415,193			425,196					429,169			425,196		0.93
Mortgage loans held for sale		34,099			33,496			42,865			32,792			32,623					34,099			32,623		4.52
Loans, net of unearned		1,664,479			1,646,223			1,608,697			1,592,391			1,572,103					1,664,479			1,572,103		5.88
Intangibles		99,575			100,832			100,766			101,528			101,406					99,575			101,406		(1.81	)
Non-interest bearing deposits	$	272,672		$	250,270		$	244,086		$	233,095		$	238,651				$	272,672		$	238,651		14.26
Interest bearing deposits		1,759,073			1,618,181			1,574,232			1,531,082			1,502,350					1,759,073			1,502,350		17.09
Total deposits		2,031,745			1,868,451			1,818,318			1,764,177			1,741,001					2,031,745			1,741,001		16.70
Other borrowings		214,054			266,505			299,076			334,952			324,330					214,054			324,330		(34.00	)
Shareholders' equity		239,418			235,440			237,211			235,454			230,892					239,418			230,892		3.69
Market value per common share		36.94			31.63			31.65			30.76			31.10					36.94			31.10		18.78
Book value per common share		23.20			22.88			22.85			22.64			22.17					23.20			22.17		4.63
Tangible book value per common share		13.55			13.08			13.14			12.88			12.44					13.55			12.44		8.98
Shareholders' equity to assets (actual)		9.54			9.82			9.97			10.00			9.95					9.54			9.95
Tangible capital ratio		5.80			5.86			5.99			5.95			5.84					5.80			5.84
Leverage ratio		8.72			8.60			8.79			8.67			8.59					8.72			8.59
Detail of Loans by Category
Commercial, financial, agricultural	$	206,914		$	226,203		$	224,673		$	228,371		$	228,305				$	206,914		$	228,305		(9.37	)
Lease financing		6,548			7,469			8,143			9,576			10,763					6,548			10,763		(39.16	)
Real estate-construction		196,228			169,543			162,694			159,798			159,155					196,228			159,155		23.29
Real estate-1-4 family mortgages		578,931			566,455			558,616			547,307			531,347					578,931			531,347		8.96
Real estate-commercial mortgages		595,589			597,273			570,849			556,694			537,800					595,589			537,800		10.75
Installment loans to individuals		80,269			79,280			83,722			90,645			104,733					80,269			104,733		(23.36	)
Loans, net of unearned	$	1,664,479		$	1,646,223		$	1,608,697		$	1,592,391		$	1,572,103				$	1,664,479		$	1,572,103		5.88

6