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

August 1, 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

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 7.01 Regulation FD Disclosure.

On August 2, 2006, Executive Officers of Renasant Corporation (the “Company”) will be meeting with analysts and presenting at the Keefe, Bruyette & Woods 2006 Honor Roll and Seventh Annual Community Bank Investor Conference in New York, NY. The power point presentation, which is attached as Exhibit 99.1 to this report, includes background, financial and strategic information about the Company, and will be presented at the conference.

The information contained in the power point presentation attached hereto is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that Section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) The following exhibits are furnished herewith:

Exhibit No.	Description
99.1	Renasant Corporation presentation for Keefe, Bruyette & Woods 2006 Honor Roll and Seventh Annual Community Bank Investor Conference.

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
Date: August 1, 2006	By:	/s/ E. Robinson McGraw
		E. Robinson McGraw
		Chairman, President and Chief Executive Officer

EX-99.1

1

Keefe, Bruyette & Woods

Investor Conference Presentation

Exhibit 99.1

2

This presentation may contain forward-looking statements

regarding Renasant Corporation.  All forward-looking

statements involve risk and uncertainty and actual results could

differ materially from the anticipated results or other

expectations expressed in the forward-looking statements.  A

discussion of factors that could cause actual results to differ

materially from those expressed in the forward-looking

statements is included in the Company’s filings with the United

States Securities and Exchange Commission.

3

NASDAQ Global Select Market

102 Year Old Community Bank

Renasant Corporation Background

4

Parent of Renasant Bank, and Renasant Insurance

$2.5 billion in assets

Operate 61 banking and insurance offices in 38 cities in

Mississippi, Tennessee and Alabama

Insurance agency -

$35 million annual P & C and Life premium

Mortgage

Lending

Division

-

Over

$400

million

annual

originations

Wealth

Management

Division

-

Over

$450

million

assets

under

management

Recent Acquisitions: Renasant Bancshares, July 2004; Heritage

Financial Holding Corporation, January 2005

Profile

5

Attractive Markets

Solid Financial Performance

Quality Credit 

Prudent Growth Strategies

Capable Management Team

Key Investment Points

Renasant  Bank Offices

Current Market

Target Market

Corporate Headquarters

Renasant Insurance Offices

TENNESSEE

MISSISSIPPI

ALABAMA

FLORIDA

Jackson

Madison

Tuscaloosa

Oxford

Brentwood

Murfreesboro

Nashville

Huntsville

Birmingham

Decatur

Muscle

Shoals

Florence

Corinth

Tupelo

Memphis

Cordova

Germantown

Hernando

Horn Lake

Southaven

Louisville

Columbus

Starkville

Mobile

Pensacola

Panama City

Grenada

Attractive Markets

Pre

2004

Key

Markets

Destin

Gulf Shores

Franklin

7

Attractive Markets

Pre 2004

Key Markets

Available Deposits

Market Growth

Market Share

Tupelo

1.3 Billion

8%

22%

DeSoto County

1.2 Billion

8%

5%

Total

2.5 Billion

8

Attractive Markets

Acquisitions

2004

Renasant Bancshares

Assets: $226 Million

Deposits: $185 Million

Loans: $172 Million

Offices: Germantown, Cordova, TN

2005

Heritage Financial Holding Corporation

Assets: $540 Million

Deposits: $381 Million

Loans: $391 Million

Offices: Birmingham (3), Huntsville

(2), Decatur (3), Alabama

De Novo

2005

Nashville, TN -

Limited Service Bank

2005

Oxford, MS –

Full Service Bank

2005

East Memphis –

Full Service Bank

2006

Collierville –

Full Service Bank

Renasant  Bank Offices

Current Market

Target Market

Corporate Headquarters

Renasant Insurance Offices

TENNESSEE

MISSISSIPPI

ALABAMA

FLORIDA

Jackson

Madison

Tuscaloosa

Oxford

Brentwood

Murfreesboro

Nashville

Huntsville

Birmingham

Decatur

Muscle

Shoals

Florence

Corinth

Tupelo

Memphis

Cordova

Germantown

Hernando

Horn Lake

Southaven

Louisville

Columbus

Starkville

Mobile

Pensacola

Panama City

Grenada

Attractive Markets

Key Growth Markets

Gulf Shores

Franklin

Destin

As of 6/30/06 approximately

71% of loans and 60%

of deposits are held in our

key growth markets.

10

Attractive Markets

Current

Key Markets

Available Deposits

Deposit Growth

Deposit Share

Tupelo

1.3 Billion

8%

24%

DeSoto County

1.2 Billion

8%

5%

Birmingham

14.7 Billion

8%

1%

Decatur

1.1 Billion

3%

13%

Huntsville/Madison

5.5 Billion

8%

3%

Germantown

1.3 Billion

10%

15%

Oxford

.5 Billion

12%

0%

Collierville

.5 Billion

10%

0%

Memphis/Cordova

21 Billion

10%

0%

Nashville/Brentwood

13.5 Billion

11%

0%

Total

60.6 Billion

11

Attractive Markets

Alabama

Birmingham -

•

3.1% Unemployment Rate

•

6.3%

and

10.4%

growth

in

income

and

housing

over the past quarter on record

•

10

th

Hottest

Location

for

Business

Expansion

in

the

U.S.

Huntsville -

•

Salaries.com listed as best value for salaries and

cost of living

•

#1 Mid-market in the south -

Southern Business &

Development Magazine

•

B.R.A.C. –

4,000 Military / 10,000 Civilian Families to

relocate here

Decatur -

•

Home to 20 fortune 500 Companies

•

BRAC to relocate here as well

12

Tennessee

Memphis -

•

Ranked #7 for hottest cities for business

expansion

and #7 for real estate markets by

Expansion Management Magazine

•

10 Renasant locations within Memphis MSA

•

Key distribution hub of the mid-south as well as the

entire nation

Nashville -

•

Major companies relocating headquarters to this

region

•

Hottest city for business expansion 2 years in a row

by Expansion Management Magazine

•

Over 401 major business relocations over the past 3

years

Attractive Markets

13

Attractive Markets

Mississippi

DeSoto County -

•

Fastest growing county in                           

Mississippi

•

Highest median household income                            

in the State

Oxford -

•

One of the nation’s hottest real estate             

markets

•

Average home valued at $214,000

Tupelo -

•

Ranked 2

nd

in the Nation as                                  

“most active micropolitan area for                          

new and expanding industries.”

14

Total Loans ($ Millions)

Solid

Financial

Performance:

Loan

Growth

Does not include mortgage loans held for sale.

Year to date as of 6/30/06.

700

1,000

1,300

1,600

1,900

15

Loan Growth by Market

State

Trailing 12 Month Loan Growth

Tennessee

$86 Million            

Mississippi

$18 Million              

Alabama

$33 Million           

Total Growth

$137 Million

16

77 %

23 %

Loan Composition –

June 2006

Solid Financial Performance

Commercial

Consumer

Real Estate

Non-

Real

Estate

82 %

18 %

17

Total Deposits ($ Millions)

Solid Financial Performance:  Deposit Growth

Year to date as of 6/30/06.

1,000

1,250

1,500

1,750

2,000

18

Deposit Growth by Market

State

Trailing 12 Month Deposit Growth

Tennessee

$58 Million

Mississippi

$133 Million          

Alabama

$28 Million

Total Growth

$219 Million

19

Solid Financial Performance

Deposit-Composition-–-June-2006

80% Core Deposits

28%

12%

14%

25%

21%

Time

>/= $100K

Savings/

MMkt

Non-Int.

Demand

Interest

Bearing

Time

< $100K

20

Quarterly Net-Interest Income ($000)

Solid Financial Performance:  Growing Net-Interest

Income

12,000

14,000

16,000

18,000

20,000

22,000

Net Interest Income

Excluding SOP 03-3

21

Solid Financial Performance: Net Interest Margin

Year to date for the six months ended 6/30/06.

Net Interest Margin (%)

3.80

4.00

4.20

4.40

4.60

4.80

NIM

Excluding SOP 03-3

22

1.00

1.40

1.80

2.20

2.60

RNST

Peer Average

Solid Financial Performance: Non-Interest Income

/Average Assets

Source:  SNL Financial and Company reports.

Peer group includes publicly traded banks headquartered in AL, AR, FL, GA, LA, MS and TN with assets between $1 billion and $10 billion, excluding merger targets.

Non-Interest Income /Average Assets (%) -

Annualized

23

2006

Non Interest Income / Average Assets

Mississippi Division

3.23%

Tennessee Division

0.28%

Alabama Division

1.46%

Solid Financial Performance: Fee Income

Opportunity

24

Solid Financial Performance: Fee Income

Composition

Loan = 25%

Deposit = 42%

Mortgage Loan = 13%

Insurance = 8%

Trust and Wealth Management = 6%

Other = 6%

25

2.75

3.00

3.25

3.50

3.75

4.00

RNST

Peer Average

Solid Financial Performance: Non-Interest Expense

/Average Assets

Non-Interest

Expense

/Average

Assets

(%)

-

Annualized

Source:  SNL Financial and Company reports.

Peer group includes publicly traded banks headquartered in AL, AR, FL, GA, LA, MS and TN with assets between $1 billion and $10 billion, excluding merger targets.

26

0.40

0.48

0.56

0.64

0.72

1.40

1.70

2.00

2.30

2.60

Annual Earnings per Share ($)

Thru 2005

5 YR CAGR = 14%

10 YR CAGR = 8%

Solid Financial Performance:  Improving Trend in

EPS

Quarterly Earnings per Share ($)

27

0.00

0.13

0.26

0.39

0.52

2001

2002

2003

2004

2005

YTD

RNST

Peer Average

0.00

0.25

0.50

0.75

1.00

2001

2002

2003

2004

2005

YTD

RNST

Peer Average

NPLs + 90 / Loans (%)

NCOs / Avg Loans (%)

Quality Credit

Source:  SNL Financial and Company reports.

Peer group includes publicly traded banks headquartered in AL, AR, FL, GA, LA, MS and TN with assets between $1 billion and $10 billion, excluding merger targets.

Net charge off data annualized.

RNST year to date as of or for the six months ended 6/30/06.  Peer data year to date as of or for the three months ended 3/31/06.

28

Outstanding Loan Concentration

for June 2006

Largest Loan Outstanding to One Borrower -

$13.5 million

Average Loan over $2 million -

$3.5 million

Average Commercial Credit -

$168,250

Quality Credit

14%

86%

$2M Plus

Other

29

Prudent Growth Strategies

Loans

•

Key Hires of Commercial Relationship Officers

•

HELOC referrals from Mortgage Lending Division

Core Deposits

•

High Performance Business and Consumer Checking

•

Renasant Relationship Account

•

Cash Management Services

Wealth Management

•

Expanding-Private-Client-Financial-Services-Center--One-Stop-Shop-staffed-with

CPA,-CFP,-Trust-Relationship-Officer,-and-Lender

•

Expand-Renasant-Financial-Services-–-Retail-Investment-Sales

Mortgage Lending

•

Expanding wholesale in Memphis and Nashville

•

Expanding retail in Memphis, Birmingham and Nashville

Insurance

•

Strategic Alliances

•

Bank Integration

30

Prudent Growth Strategies

De Novo Plans

•

Birmingham, AL

2007

•

Huntsville, AL

2007

•

Oxford, MS

2007

•

Nashville, TN

2007

31

Name

Title

Experience

E. Robinson McGraw

Chairman and CEO –

Renasant Bank &

Renasant Corporation      

36 years

Frank Cianciola

President-

Renasant Tennessee 

29 years

Steve Corban

Senior Executive Vice President-

25 Years

General Counsel

Jim Gray

Senior Executive Vice President-CIO

27 years

Stuart Johnson

Senior Executive Vice President-CFO

28 years

Harold Livingston

Senior Executive Vice President-

Chief Credit Officer

33 years

Larry Mathews

President-Renasant Alabama

29 years

Claude Springfield, III

Senior Executive Vice President-

Chief Credit Policy Officer

36 years

Mitch Waycaster

President-

Renasant Mississippi

26 years

Average Years of Experience

30 years

Capable Management Team

32

50

100

150

200

250

300

350

400

RNST

NASDAQ Bank Index

19 years of

Dividend Increases

Price Performance and Shareholder Return

Since 12/31/2000

Price

Total

Dividend

Performance

Return

(1)

Yield

RNST

251

%

308

%

2.18

%

NASDAQ Bank Index

66

83

2.34

Source: Bloomberg.

Data as of 7/19/06.

Prices are adjusted for stock splits and dividends.

(1)

Includes reinvestment of dividends.

33

Fair Valuation

Est 2006

Est 2006

Price /

Dividend

GAAP P/E

Cash P/E

Book

Yield

RNST

16.7

x

16.1

x

181

%

2.2

%

Peer Average

16.8

16.3

209

1.9

Source:  SNL Financial.

Pricing data as of 7/19/06.

Earnings estimates are consensus of Wall Street analysts' estimates as compiled by First Call.

Cash basis ratios calculated by adding back latest quarter before-tax amortization annualized.

Peer group includes publicly traded banks headquartered in AL, AR, FL, GA, LA, MS and TN with assets between $1 billion and $10 billion, excluding merger targets.

34

Attractive Markets

Solid Financial Performance

Quality Credit 

Prudent Growth Strategies

Capable Management Team

Key Investment Points

35

Nasdaq:RNST

www.renasant.com

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