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

Date of Report (Date of earliest event reported)     November 12, 2004

SunTrust Banks, Inc.

(Exact name of registrant as specified in its charter)

Georgia	001-08918	58-1575035
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

303 Peachtree St., N.E., Atlanta, Georgia	30308
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code     (404) 588-7711

(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 (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 2.02 Results of Operations and Financial Condition.

Item 7.01 Regulation FD Disclosure.

The following information is furnished pursuant to Item 2.02, “Results of Operations and Financial Condition” and Item 7.01, “Regulation FD Disclosure”. Consequently, it is not deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, or otherwise subject to the liabilities of that section. It may only be incorporated by reference in another filing under the Exchange Act or Securities Act of 1933 if such subsequent filing specifically references this Form 8-K.

On November 12, 2004 SunTrust Banks, Inc. (the “Registrant”) announced financial results for the third quarter ended September 30, 2004, reporting net income of $368.8 million and net income per diluted share of $1.30. A copy of the News Release announcing the Registrant’s results for the third quarter ended September 30, 2004, is attached hereto as Exhibit 99.1 and hereby incorporated herein by reference.

On November 12, 2004 at 8:30 a.m. Eastern time, the Registrant will hold an investor call and webcast to disclose financial results for the third quarter ended September 30, 2004. All information in the News Release is as of the News Release date and the Registrant does not assume any obligation to correct or update said information in the future.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits

99.1    The News Release dated November 12, 2004 (Furnished with the Commission as a part of this Form 8-K).

SIGNATURE

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, thereunto duly authorized.

	SUNTRUST BANKS, INC.
	(Registrant)
Date: November 12, 2004	By:	/s/ Thomas E. Panther
		Thomas E. Panther
		Senior Vice President and Interim Controller

EX-99.1

News

Contact:
Investors	Media
Gary Peacock	Barry Koling
(404) 658-4879	(404) 230-5268

For Immediate Release

November 12, 2004

SunTrust Reports Third Quarter Earnings and Details First and Second

Quarter Restatements

- Company Cites Continued Strong Earnings Trends, Performance Momentum;

- Restatement Increases First Half Net Income by $25.1 Million or 9 Cents Per Share

ATLANTA—SunTrust Banks, Inc. (NYSE: STI) today reported net income of $368.8 million for the third quarter of 2004, up 11% from the third quarter of 2003. Net income per diluted share was $1.30, up 10% from the $1.18 per diluted share earned in the third quarter of 2003.

“SunTrust’s focus on our markets and our customers is continuing to pay off in a very tangible, and very positive, way,” said L. Phillip Humann, SunTrust chairman, president and chief executive officer. Mr. Humann cited strong revenue growth, based on growth in both net interest income and noninterest income, coupled with the positive impact of increasingly effective expense discipline, as “solid evidence that our people are doing an excellent job in translating the earnings potential of our Company into strong, sustainable financial performance.”

Mr. Humann noted that SunTrust’s earnings potential has been enhanced by the October 1, 2004 completion of its merger with National Commerce Financial Corporation. The move provides SunTrust with stronger or new positions in key high-growth Southeast markets, as well as expanded business capabilities. Because it took place immediately after the close of the third quarter, the merger completion had no impact on SunTrust’s third quarter financial results.

For the first nine months of 2004, net income was $1,117.2 million, up 13% from the $989.8 million earned in the same period of 2003. Net income per diluted share was $3.94, up 12% from the first nine months of 2003.

Fully taxable-equivalent net interest income was $893.7 million in the third quarter, up 6% from the third quarter of 2003. The net interest margin for the quarter was 3.11%, comparable to 3.13% in the second quarter of 2004, up from 2.98% a year ago, and fully in line with SunTrust’s expectations.

Average loans for the third quarter were $83.8 billion, up 8% from the third quarter of 2003, and average earning assets were $114.3 billion, up 2% from the third quarter of 2003. Not including the impact of Three Pillars Funding Corp. (Three Pillars), a multi-seller commercial paper conduit, average loans in the third quarter were up 11% and average earning assets were up 4% from the third quarter of 2003. In what it termed an “encouraging sign,” SunTrust noted that while loans to large corporate borrowers did not grow in the third quarter, neither did balances in this key category decline as had been the pattern earlier in the year.

Average consumer and commercial deposits for the third quarter were $74.1 billion, up 5% from the third quarter of 2003. SunTrust said success in deposit generation is attributable to the Company’s focus on sales and customer service across its footprint.

Total noninterest income including net securities losses was $627.7 million for the quarter, up 9% from the third quarter of 2003. The positive impact of SunTrust’s sales focus was also reflected in total noninterest income excluding net securities losses of $645.9 million in the quarter, up 19% from the third quarter of 2003. Noninterest income excluding net securities losses represented 42% of total revenue for the third quarter of 2004.

Total noninterest expense in the third quarter was $929.8 million, up 8% from the third quarter of 2003, reflecting heightened company cost control efforts.

SunTrust’s net charge-off and nonperforming asset levels continue to compare very favorably with the most recently published industry averages. Net charge-offs in the third quarter were $51.0 million, or 0.24%, of average loans. The provision for loan losses was $41.8 million for the third quarter.

Nonperforming assets were $304.2 million at quarter end, or 0.36%, of loans, other real estate owned and other repossessed assets, down 6% from $324.4 million as of June 30, 2004. Nonperforming assets at September 30, 2004 included $282.9 million in nonperforming loans, $10.9 million in other real estate owned and $10.4 million in other repossessed assets. The allowance for loan losses at September 30, 2004 was $893.0 million and represented 1.06% of period-end loans and 315.7% of nonperforming loans.

At September 30, 2004, SunTrust had total assets of $127.8 billion. Equity capital of $10.1 billion represented 7.9% of total assets. Book value per share was $35.79, up 9% from September 30, 2003.

To view the corresponding financial tables and information, please refer to the Investor Relations section located under “About SunTrust” on our Web site at www.suntrust.com. This information may also be directly accessed via the quick link entitled “3^rd Quarter Earnings Release” located at the lower right hand corner of the SunTrust homepage.

First & Second Quarter Restatement

As a result of errors in the calculation of allowance for loan loss reserves, provision for loan losses in the first quarter of 2004 was reduced from the originally reported $59.4 million to $53.8 million, a reduction of $5.6 million. Net income for the first quarter increased by $3.4 million, or $0.02 per diluted share, as a result. Likewise, provision for loan losses in the second quarter of 2004 was reduced from the originally reported $38.8 million to $2.8 million, a reduction of $36.0 million. Net income for the second quarter increased $21.7 million, or $0.07 per diluted share. Total effect on net income for the first half of the year was $25.1 million, or $0.09 per diluted share. Please refer to Appendix B of this press release to view corresponding financial tables and information.

Conference Call Information

SunTrust management will host a conference call on November 12, 2004 at 8:30 a.m. (Eastern Time) to discuss the earnings results and business trends. Individuals are encouraged to call in beginning at 8:15 a.m. (Eastern Time) by dialing 1-888-822-9863 (Passcode: 3Q04; Leader: Gary Peacock.). Individuals calling from outside the United States should dial 1-484-630-1854 (Passcode: 3Q04; Leader: Gary Peacock). A replay of the call will be available beginning November 12, 2004 and ending November 26, 2004 at 5:00 p.m. (Eastern Time) by dialing 1-866-481-9895 (domestic) or 1-203-369-1579 (international).

Alternatively, individuals may listen to the live webcast of the presentation by visiting the SunTrust Web site at www.suntrust.com. The webcast will be hosted under “Investor Relations” located under “About SunTrust” or may be accessed directly from the SunTrust home page by clicking on the earnings-related link, “3rd Quarter Earnings Release”. Beginning the afternoon of November xx, 2004, listeners may access an archived version of the presentation in the “Webcasts and Presentations” subsection found under “Investor Relations”. A link to the Investor Relations page is also found in the footer of the SunTrust home page.

SunTrust Banks, Inc., headquartered in Atlanta, Georgia, is one of the nation’s largest commercial banking organizations. The Company operates through an extensive distribution network primarily in Florida, Georgia, Maryland, Tennessee, Virginia and the District of Columbia and also serves customers in selected markets nationally. Its primary businesses include deposit, credit, trust and investment services. Through various subsidiaries the company provides credit cards, mortgage banking, insurance, brokerage and capital markets services. SunTrust’s Internet address is www.suntrust.com.

###

Safe Harbor Statement

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, SunTrust’s plans, objectives, expectations and intentions and other statements that are not historical facts. Such statements are based upon the current beliefs and expectations of SunTrust’s management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. Factors that could cause SunTrust’s results to differ materially from those described in the forward-looking statements can be found in the 2003 Annual Reports on Form 10-K of SunTrust and National Commerce Financial Corporation (“NCF”), in the Quarterly Report on Form 10-Q and 10-Q/A of SunTrust and NCF, and in the Current Reports filed on Form 8-K of SunTrust and NCF filed with the Securities and Exchange Commission and available at the Securities and Exchange Commission’s internet site (http://www.sec.gov). The forward-looking statements in this press release speak only as of the date of the filing, and SunTrust does not assume any obligation to update the forward-looking statements or to update the reasons why actual results could differ from those contained in the forward-looking statements.

This press release could contain some non-GAAP measures to describe our Company’s performance. The reconcilement of those measures to GAAP measures can be found in the financial information contained at the end of this press release.

SunTrust Banks, Inc. and Subsidiaries

FINANCIAL HIGHLIGHTS

	Three Months Ended						% Change		Nine Months Ended						% Change
	2004			2003					2004			2003
EARNINGS & DIVIDENDS
Period Ended September 30
(Dollars in millions except per share data)
Net income	$	368.8		$	331.6		11.2	%	$	1,117.2		$	989.8		12.9	%
Total revenue		1,521.4			1,418.9		7.2			4,488.1			4,206.7		6.7
Total revenue excluding securities gains and losses1		1,539.6			1,387.8		10.9			4,510.4			4,102.4		9.9
Earnings per share
Diluted	$	1.30		$	1.18		10.2		$	3.94		$	3.52		11.9
Basic		1.31			1.19		10.1			3.99			3.56		12.1
Dividends paid per common share		0.50			0.45		11.1			1.50			1.35		11.1
Average shares outstanding (000s)
Diluted		283,502			281,567		0.7			283,381			281,062		0.8
Basic		280,185			278,296		0.7			279,851			278,107		0.6
KEY RATIOS
Return on average total assets		1.15	%		1.04	%	10.6	%		1.18	%		1.09	%	8.3	%
Return on average assets less net unrealized gains on securities2		1.21			0.99		22.2			1.22			1.03		18.4
Return on average total equity		14.68			14.24		3.1			14.91			14.76		1.0
Return on average realized equity2		17.45			16.02		8.9			17.95			16.47		9.0
Total average shareholders’ equity to total average assets		7.86			7.29		7.8			7.94			7.38		7.6
Net interest margin3		3.11			2.98		4.4			3.12			3.08		1.3
Efficiency ratio3		61.12			60.60		0.9			61.23			59.80		2.4
Period Ended September 30
Book value per share		35.79			32.83		9.0
Tier 1 capital ratio		8.26			7.63		8.3
Total capital ratio		11.57			11.40		1.5
Tier 1 leverage ratio		7.71			7.05		9.4
CONDENSED BALANCE SHEETS (Dollars in millions)
Average Balances
Securities available for sale	$	24,924		$	23,025		8.2	%	$	25,454		$	23,077		10.3	%
Loans held for sale		4,651			10,833		(57.1	)		5,367			9,055		(40.7	)
Loans		83,753			77,733		7.7			81,540			75,049		8.6
Other earning assets		3,061			3,139		(2.5	)		3,133			3,243		(3.4	)
Allowance for loan losses		(955	)		(955	)	—			(954	)		(950	)	0.4
Intangible assets		1,874			1,661		12.8			1,779			1,600		11.2
Other assets		9,820			11,266		(12.8	)		9,775			10,432		(6.3	)
Total assets	$	127,128		$	126,702		0.3		$	126,094		$	121,506		3.8
Consumer and commercial deposits	$	74,122		$	70,852		4.6		$	72,555		$	69,151		4.9
Purchased liabilities4		19,671			26,070		(24.5	)		21,297			24,291		(12.3	)
Long-term debt		18,100			12,489		44.9			16,771			12,046		39.2
Other liabilities		5,242			8,055		(34.9	)		5,462			7,054		(22.6	)
Total liabilities		117,135			117,466		(0.3	)		116,085			112,542		3.1
Shareholder’s equity		9,993			9,236		8.2			10,009			8,964		11.7
Total liabilities and shareholders’ equity	$	127,128		$	126,702		0.3		$	126,094		$	121,506		3.8
Period Ended September 30
Securities available for sale	$	24,509		$	25,607		(4.3	)
Loans held for sale		4,603			9,182		(49.9	)
Loans		84,618			78,788		7.4
Other earning assets		3,067			3,035		1.1
Allowance for loan losses		(893	)		(941	)	(5.1	)
Intangible assets		1,888			1,690		11.7
Other assets		9,994			9,293		7.5
Total assets	$	127,786		$	126,654		0.9
Consumer and commercial deposits	$	74,956		$	70,444		6.4
Purchased liabilities4		18,204			27,825		(34.6	)
Long-term debt		18,757			12,924		45.1
Other liabilities		5,740			6,222		(7.7	)
Total liabilities		117,657			117,415		0.2
Shareholder’s equity		10,129			9,239		9.6
Total liabilities and shareholders’ equity	$	127,786		$	126,654		0.9

¹ SunTrust presents total revenue excluding realized securities gains and losses. The Company believes total revenue without securities gains and losses is more indicative of the Company’s performance because it isolates income that is primarily customer relationship and customer transaction driven. See Appendix A for a reconcilement of this non-GAAP performance measure.

² SunTrust presents a return on average assets less net unrealized gains on securities and a return on average realized equity. The foregoing numbers reflect primarily adjustments to remove the effects of the Company’s securities portfolio which includes the ownership by the Company of 48.3 million shares of The Coca-Cola Company. The Company uses this information internally to gauge its actual performance in the industry. The Company believes that the return on average assets less the net unrealized gains on the securities portfolio is more indicative of the Company’s return on assets because it more accurately reflects the return on the assets that are related to the Company’s core businesses which are primarily customer relationship and customer transaction driven. The Company also believes that the return on average realized equity is more indicative of the Company’s return on equity because the excluded equity relates primarily to a long term holding of a specific security. See Appendix A for a reconcilement of these non-GAAP performance measures.

³ The net interest margin and efficiency ratios are presented on a fully taxable-equivalent (FTE) basis. The FTE basis adjusts for the tax-favored status of income from certain loans and investments. The Company believes this measure to be the preferred industry measurement of net interest income and provides relevant comparison between taxable and non-taxable amounts.

⁴ Purchased liabilities include foreign and brokered deposits, funds purchased and other short-term borrowings.

5

SunTrust Banks, Inc. and Subsidiaries

FINANCIAL HIGHLIGHTS

	Three Months Ended						% Change		Nine Months Ended						% Change
	2004			2003					2004			2003
CREDIT DATA (Dollars in thousands)
Period Ended September 30
Allowance for loan losses - beginning	$	902,243		$	940,889		(4.1	)	$	941,922		$	930,114		1.3	%
Allowance from acquisitions and other activity - net		—			—		—			—			9,324		(100.0	)
Provision for loan losses		41,774			79,799		(47.7	)		98,438			243,264		(59.5	)
Net charge-offs
Consumer		19,968			31,505		(36.6	)		68,048			91,982		(26.0	)
Real estate		5,877			5,167		13.7			24,713			12,068		104.8
Commercial		25,198			42,593		(40.8	)		54,625			137,229		(60.2	)
Allowance for loan losses - ending	$	892,974		$	941,423		(5.1	)	$	892,974		$	941,423		(5.1	)
Total net charge-offs	$	51,043		$	79,265		(35.6	)	$	147,386		$	241,279		(38.9	)
Net charge-offs to average loans		0.24	%		0.40	%	(40.0	)		0.24	%		0.43	%	(44.2	)
Period Ended September 30
Nonaccrual loans	$	263,127		$	423,320		(37.8	)
Restructured loans		19,724			9,241		113.4
Total nonperforming loans		282,851			432,561		(34.6	)
Other real estate owned (OREO)		10,934			19,607		(44.2	)
Other repossessed assets		10,431			11,637		(10.4	)
Total nonperforming assets	$	304,216		$	463,805		(34.4	)
Total nonperforming loans to total loans		0.33	%		0.55	%	(40.0	)
Total nonperforming assets to total loans plus OREO and other repossessed assets		0.36			0.59		(39.0	)
Allowance to period-end loans		1.06			1.19		(10.9	)
Allowance to nonperforming loans		315.7			217.6		45.1

6

SunTrust Banks, Inc. and Subsidiaries

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands)

	As of September 30						Increase/(Decrease)
	2004			2003			Amount			%
ASSETS
Cash and due from banks	$	3,642,401		$	3,720,378		$	(77,977	)	(2.1	)%
Interest-bearing deposits in other banks		19,144			1,576			17,568		1,114.7
Trading assets		1,885,894			2,026,798			(140,904	)	(7.0	)
Securities available for sale1		24,508,764			25,607,404			(1,098,640	)	(4.3	)
Funds sold and securities purchased under agreements to resell		1,162,032			1,007,018			155,014		15.4
Loans held for sale		4,602,916			9,181,921			(4,579,005	)	(49.9	)
Loans		84,617,875			78,788,246			5,829,629		7.4
Allowance for loan losses		(892,974	)		(941,423	)		48,449		5.1
Net loans		83,724,901			77,846,823			5,878,078		7.6
Goodwill		1,165,036			1,077,198			87,838		8.2
Other intangible assets		723,401			613,231			110,170		18.0
Other assets		6,351,496			5,572,029			779,467		14.0
Total Assets2	$	127,785,985		$	126,654,376		$	1,131,609		0.9
LIABILITIES
Noninterest-bearing consumer and commercial deposits	$	21,009,255		$	18,750,157		$	2,259,098		12.0
Interest-bearing consumer and commercial deposits		53,946,300			51,693,938			2,252,362		4.4
Total consumer and commercial deposits		74,955,555			70,444,095			4,511,460		6.4
Brokered deposits		3,380,458			3,648,447			(267,989	)	(7.3	)
Foreign deposits		4,760,048			6,374,675			(1,614,627	)	(25.3	)
Total deposits		83,096,061			80,467,217			2,628,844		3.3
Funds purchased and securities sold under agreements to repurchase		8,735,483			13,811,271			(5,075,788	)	(36.8	)
Other short-term borrowings		1,328,445			3,990,318			(2,661,873	)	(66.7	)
Long-term debt		18,756,590			12,923,985			5,832,605		45.1
Trading liabilities		816,486			1,007,403			(190,917	)	(19.0	)
Other liabilities		4,924,403			5,215,769			(291,366	)	(5.6	)
Total liabilities		117,657,468			117,415,963			241,505		0.2
SHAREHOLDERS’ EQUITY
Preferred stock, no par value		—			—			—		—
Common stock, $1.00 par value		294,163			294,163			—		—
Additional paid in capital		1,303,024			1,288,164			14,860		1.2
Retained earnings		7,843,069			6,933,175			909,894		13.1
Treasury stock and other		(609,245	)		(695,909	)		86,664		(12.5	)
Accumulated other comprehensive income		1,297,506			1,418,820			(121,314	)	(8.6	)
Total shareholders’ equity		10,128,517			9,238,413			890,104		9.6
Total Liabilities and Shareholders’ Equity	$	127,785,985		$	126,654,376		$	1,131,609		0.9
Common shares outstanding		283,001,181			281,410,181			1,591,000		0.6
Common shares authorized		750,000,000			750,000,000			—		—
Treasury shares of common stock		11,161,576			12,752,576			(1,591,000	)	(12.5	)
1Includes net unrealized gains of:	$	2,048,776		$	2,246,886		$	(198,110	)	(8.8	)
2Includes earning assets of:		114,747,849			114,366,077			381,772		0.3

7

SunTrust Banks, Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF INCOME

(Dollars in thousands, except per share data)

	Three Months Ended										Nine Months Ended
	September 30					Increase/(Decrease)					September 30					Increase/(Decrease)
	2004			2003		Amount			%		2004			2003		Amount			%
Interest income	$	1,252,177		$	1,177,745	$	74,432		6.3	%	$	3,614,115		$	3,569,906	$	44,209		1.2	%
Interest expense		375,303			344,945		30,358		8.8			1,013,164			1,115,123		(101,959	)	(9.1	)
NET INTEREST INCOME		876,874			832,800		44,074		5.3			2,600,951			2,454,783		146,168		6.0
Provision for loan losses		41,774			79,799		(38,025	)	(47.7	)		98,438			243,264		(144,826	)	(59.5	)
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES		835,100			753,001		82,099		10.9			2,502,513			2,211,519		290,994		13.2
NONINTEREST INCOME
Service charges on deposit accounts		171,140			162,030		9,110		5.6			503,062			477,805		25,257		5.3
Trust and investment management income		149,673			127,777		21,896		17.1			426,257			372,787		53,470		14.3
Retail investment services		44,049			38,657		5,392		13.9			139,626			118,116		21,510		18.2
Other charges and fees		92,472			86,090		6,382		7.4			279,985			246,935		33,050		13.4
Investment banking income		45,916			47,701		(1,785	)	(3.7	)		145,059			138,680		6,379		4.6
Trading account profits and commissions		23,343			26,822		(3,479	)	(13.0	)		83,767			87,198		(3,431	)	(3.9	)
Card fees		34,716			29,643		5,073		17.1			104,131			90,692		13,439		14.8
Other noninterest income		84,576			24,660		59,916		243.0			185,870			82,341		103,529		125.7
Securities (losses)/gains		(18,193	)		31,098		(49,291	)	(158.5	)		(22,314	)		104,375		(126,689	)	(121.4	)
Total noninterest income		627,692			574,478		53,214		9.3			1,845,443			1,718,929		126,514		7.4
NONINTEREST EXPENSE
Personnel expense		527,734			472,068		55,666		11.8			1,555,452			1,428,392		127,060		8.9
Net occupancy expense		66,542			60,459		6,083		10.1			190,030			176,744		13,286		7.5
Outside processing and software		68,657			65,402		3,255		5.0			204,902			183,478		21,424		11.7
Equipment expense		43,275			44,900		(1,625	)	(3.6	)		134,100			132,916		1,184		0.9
Marketing and customer development		32,028			24,988		7,040		28.2			93,902			75,450		18,452		24.5
Amortization of intangible assets		15,593			16,211		(618	)	(3.8	)		45,823			48,136		(2,313	)	(4.8	)
Other noninterest expense		176,020			175,837		183		0.1			523,837			470,706		53,131		11.3
Total noninterest expense		929,849			859,865		69,984		8.1			2,748,046			2,515,822		232,224		9.2
INCOME BEFORE INCOME TAXES		532,943			467,614		65,329		14.0			1,599,910			1,414,626		185,284		13.1
Provision for income taxes		164,177			136,031		28,146		20.7			482,738			424,836		57,902		13.6
NET INCOME	$	368,766		$	331,583	$	37,183		11.2		$	1,117,172		$	989,790	$	127,382		12.9
Net interest income (taxable-equivalent)1	$	893,695		$	844,388	$	49,307		5.8		$	2,642,665		$	2,487,816	$	154,849		6.2
Earnings per share
Diluted		1.30			1.18		0.12		10.2			3.94			3.52		0.42		11.9
Basic		1.31			1.19		0.12		10.1			3.99			3.56		0.43		12.1
Cash dividends paid per common share		0.50			0.45		0.05		11.1			1.50			1.35		0.15		11.1
Average shares outstanding (000s)
Diluted		283,502			281,567		1,935		0.7			283,381			281,062		2,319		0.8
Basic		280,185			278,296		1,889		0.7			279,851			278,107		1,744		0.6

¹ Net interest income includes the effects of taxable-equivalent adjustments using a federal tax rate of 35% and state income taxes where applicable to increase tax-exempt interest income to a taxable-equivalent basis.

8

SunTrust Banks, Inc. and Subsidiaries

SELECTED FINANCIAL INFORMATION

	3rd Quarter 2004			2nd Quarter 2004 (As restated)			1st Quarter 2004 (As restated)			4th Quarter 2003			3rd Quarter 2003			Nine Months Ended September 30
																2004			2003
RESULTS OF OPERATIONS
(Dollars in thousands, except per share data)
Net interest income	$	876,874		$	872,429		$	851,648		$	865,520		$	832,800		$	2,600,951		$	2,454,783
Provision for loan losses		41,774			2,827			53,837			70,286			79,799			98,438			243,264
Net credit income		835,100			869,602			797,811			795,234			753,001			2,502,513			2,211,519
Securities (losses)/gains		(18,193	)		(9,048	)		4,927			19,501			31,098			(22,314	)		104,375
Other noninterest income		645,885			631,713			590,159			564,571			543,380			1,867,757			1,614,554
Net credit and noninterest income		1,462,792			1,492,267			1,392,897			1,379,306			1,327,479			4,347,956			3,930,448
Noninterest expense		929,849			928,449			889,748			884,794			859,865			2,748,046			2,515,822
Income before income taxes		532,943			563,818			503,149			494,512			467,614			1,599,910			1,414,626
Provision for income taxes		164,177			177,247			141,314			152,005			136,031			482,738			424,836
Net Income	$	368,766		$	386,571		$	361,835		$	342,507		$	331,583		$	1,117,172		$	989,790
Net interest income (taxable-equivalent)	$	893,695		$	885,066		$	863,904		$	877,501		$	844,388		$	2,642,665		$	2,487,816
Total revenue		1,521,387			1,507,731			1,458,990			1,461,573			1,418,866			4,488,108			4,206,745
Total revenue excluding securities gains and losses1		1,539,580			1,516,779			1,454,063			1,442,072			1,387,768			4,510,422			4,102,370
Earnings per share
Diluted	$	1.30		$	1.36		$	1.28		$	1.21		$	1.18		$	3.94		$	3.52
Basic		1.31			1.39			1.29			1.23			1.19			3.99			3.56
Dividends paid per common share		0.50			0.50			0.50			0.45			0.45			1.50			1.35
Average shares outstanding (000s)
Diluted		283,502			283,116			283,523			282,537			281,567			283,381			281,062
Basic		280,185			279,840			279,523			278,852			278,296			279,851			278,107
SELECTED AVERAGE BALANCES
(Dollars in millions)
Total assets	$	127,128		$	127,287		$	123,854		$	124,756		$	126,702		$	126,094		$	121,506
Earning assets		114,334			113,657			111,038			112,730			112,329			113,015			108,087
Unrealized gains on securities available for sale		2,055			2,804			2,580			2,364			2,402			2,478			2,336
Loans		83,753			80,936			79,905			79,370			77,733			81,540			75,049
Interest-bearing liabilities		91,402			90,680			89,792			91,213			90,464			90,628			87,917
Total deposits		83,463			83,320			80,362			81,082			81,373			82,386			79,687
Shareholders’ equity		9,993			10,194			9,840			9,436			9,237			10,009			8,964
SELECTED RATIOS
Net interest margin2		3.11	%		3.13	%		3.13	%		3.09	%		2.98	%		3.12	%		3.08	%
Return on average total assets		1.15			1.22			1.18			1.09			1.04			1.18			1.09
Return on average assets less net unrealized gains on securities3		1.21			1.27			1.19			1.07			0.99			1.22			1.03
Return on average total equity		14.68			15.25			14.79			14.40			14.24			14.91			14.76
Return on average realized equity3		17.45			18.81			17.60			16.50			16.02			17.95			16.47
CREDIT DATA
(Dollars in thousands)
Allowance for loan losses - beginning	$	902,243		$	936,972		$	941,922		$	941,423		$	940,889		$	941,922		$	930,114
Allowance from acquisitions and other activity - net		—			—			—			—			—			—			9,324
Provision for loan losses		41,774			2,827			53,837			70,286			79,799			98,438			243,264
Net charge-offs		51,043			37,556			58,787			69,787			79,265			147,386			241,279
Allowance for loan losses - ending	$	892,974		$	902,243		$	936,972		$	941,922		$	941,423		$	892,974		$	941,423
Net charge-offs to average loans		0.24	%		0.19	%		0.30	%		0.35	%		0.40	%		0.24	%		0.43	%
Period Ended
Nonaccrual loans	$	263,127		$	282,909		$	283,918		$	336,587		$	423,320
Restructured loans		19,724			18,189			18,661			14,782			9,241
Total nonperforming loans		282,851			301,098			302,579			351,369			432,561
Other real estate owned (OREO)		10,934			14,246			18,380			16,458			19,607
Other repossessed assets		10,431			9,076			10,953			10,270			11,637
Total nonperforming assets	$	304,216		$	324,420		$	331,912		$	378,097		$	463,805
Total nonperforming loans to total loans		0.33	%		0.36			0.38			0.44			0.55	%
Total nonperforming assets to total loans plus OREO and other repossessed assets		0.36			0.39			0.42			0.47			0.59
Allowance to period-end loans		1.06			1.09			1.18			1.17			1.19
Allowance to nonperforming loans		315.7			299.7			309.7			268.1			217.6

¹ SunTrust presents total revenue excluding realized securities gains and losses. The Company believes total revenue without securities gains and losses is more indicative of the Company’s performance because it isolates income that is primarily customer relationship and customer transaction driven.

See Appendix A for a reconcilement of this non-GAAP performance measure.

² The net interest margin is presented on a fully taxable-equivalent (FTE) and annualized basis. The FTE basis adjusts for the tax-favored status of income from certain loans and investments. The Company believes this measure to be the preferred industry measurement of net interest income and provides relevant comparison between taxable and non-taxable amounts.

³ SunTrust presents a return on average assets less net unrealized gains on securities and a return on average realized equity. The foregoing numbers reflect primarily adjustments to remove the effects of the Company’s securities portfolio which includes the ownership by the Company of 48.3 million shares of The Coca-Cola Company. The Company uses this information internally to gauge its actual performance in the industry. The Company believes that the return on average assets less the net unrealized gains on the securities portfolio is more indicative of the Company’s return on assets because it more accurately reflects the return on the assets that are related to the Company’s core businesses which are primarily customer relationship and customer transaction driven. The Company also believes that the return on average realized equity is more indicative of the Company’s return on equity because the excluded equity relates primarily to a long term holding of a specific security.

See Appendix A for a reconcilement of these non-GAAP performance measures.

9

SunTrust Banks, Inc. and Subsidiaries

CONSOLIDATED DAILY AVERAGE BALANCES,

AVERAGE YIELDS EARNED AND RATES PAID

(Dollars in millions; yields on taxable-equivalent basis)

	Three Months Ended														Nine Months Ended
	September 30, 2004							September 30, 2003							September 30, 2004							September 30, 2003
	Average Balances			Interest Income/ Expense		Yields/ Rates		Average Balances			Interest Income/ Expense		Yields/ Rates		Average Balances			Interest Income/ Expense		Yields/ Rates		Average Balances			Interest Income/ Expense		Yields/ Rates
Assets
Loans:
Real estate 1-4 family	$	20,722.7		$	262.9	5.07	%	$	15,924.4		$	219.4	5.51	%	$	19,122.8		$	729.2	5.08	%	$	15,208.5		$	673.8	5.91	%
Real estate construction		4,727.8			55.5	4.67			4,223.2			47.5	4.46			4,611.4			154.3	4.47			4,077.1			142.7	4.68
Real estate equity		8,238.6			85.1	4.11			6,341.3			68.4	4.28			7,658.6			237.1	4.14			5,881.3			196.0	4.46
Real estate commercial		9,441.9			112.3	4.73			9,228.1			111.6	4.80			9,387.9			325.3	4.63			9,175.9			345.1	5.03
Commercial		27,630.5			276.3	3.98			29,501.8			261.9	3.52			27,867.6			774.0	3.71			28,389.4			796.2	3.75
Business credit card		158.0			2.7	6.80			132.1			2.3	6.89			149.7			7.5	6.69			126.1			6.6	6.99
Consumer - direct		3,666.8			44.1	4.78			3,655.7			44.8	4.87			3,592.5			127.9	4.75			3,701.2			142.0	5.13
Consumer - indirect		8,882.9			124.5	5.58			8,264.5			136.8	6.57			8,849.7			381.5	5.76			7,991.5			415.0	6.94
Nonaccrual and restructured		284.0			3.8	5.38			462.1			4.6	3.92			299.4			15.6	6.96			497.6			10.2	2.74
Total loans		83,753.2			967.2	4.59			77,733.2			897.3	4.58			81,539.6			2,752.4	4.51			75,048.6			2,727.6	4.86
Securities available for sale:
Taxable		22,068.4			215.4	3.90			20,261.1			142.1	2.81			22,436.0			642.0	3.82			20,363.0			475.5	3.11
Tax-exempt		800.9			12.6	6.27			362.0			5.8	6.38			539.4			24.8	6.12			377.7			18.4	6.50
Total securities available for sale		22,869.3			228.0	3.99			20,623.1			147.9	2.87			22,975.4			666.8	3.87			20,740.7			493.9	3.17
Funds sold and securities purchased under agreement to resell		1,403.3			5.1	1.42			1,420.5			3.4	0.97			1,402.2			12.6	1.17			1,456.4			12.5	1.13
Loans held for sale		4,650.8			62.6	5.39			10,833.0			136.6	5.04			5,366.7			206.6	5.13			9,054.6			356.1	5.24
Interest-bearing deposits		18.5			—	0.88			6.6			0.1	2.22			17.2			0.1	0.83			9.6			0.1	1.45
Trading assets		1,639.0			6.1	1.47			1,712.2			4.0	0.92			1,713.5			17.4	1.35			1,777.4			12.7	0.96
Total earning assets		114,334.1			1,269.0	4.42			112,328.6			1,189.3	4.20			113,014.6			3,655.9	4.32			108,087.3			3,602.9	4.46
Allowance for loan losses		(955.4	)						(954.8	)						(954.3	)						(949.6	)
Cash and due from banks		3,687.5							3,459.8							3,597.4							3,411.9
Premises and equipment		1,620.4							1,578.3							1,616.6							1,587.8
Other assets		6,386.4							7,888.0							6,341.0							7,032.8
Unrealized gains on securities
available for sale		2,055.0							2,401.9							2,478.2							2,336.0
Total assets	$	127,128.0						$	126,701.8						$	126,093.5						$	121,506.2
Liabilities and Shareholders’ Equity
Interest-bearing deposits:
NOW accounts	$	12,999.5		$	17.6	0.54	%	$	11,792.8		$	11.1	0.37	%	$	12,715.4		$	42.8	0.45	%	$	11,567.1		$	39.5	0.46	%
Money Market accounts		22,434.4			47.3	0.84			22,452.7			43.8	0.77			22,313.3			132.5	0.79			22,199.8			161.2	0.97
Savings		7,424.7			15.8	0.85			6,315.7			10.5	0.66			6,918.5			38.7	0.75			6,262.9			37.2	0.79
Consumer time		6,967.3			36.3	2.07			7,837.4			47.2	2.39			7,074.3			108.3	2.05			8,101.8			159.9	2.64
Other time		3,805.7			23.1	2.41			3,506.1			20.2	2.28			3,539.2			62.7	2.37			3,448.2			59.2	2.30
Total interest-bearing consumer
and commercial deposits		53,631.6			140.1	1.04			51,904.7			132.8	1.02			52,560.7			385.0	0.98			51,579.8			457.0	1.18
Brokered deposits		3,546.1			16.0	1.77			3,410.6			24.5	2.82			3,705.2			55.6	1.97			3,631.0			89.3	3.24
Foreign deposits		5,795.2			21.5	1.45			7,110.5			18.0	0.99			6,125.0			55.1	1.18			6,905.6			60.2	1.15
Total interest-bearing deposits		62,972.9			177.6	1.12			62,425.8			175.3	1.11			62,390.9			495.7	1.06			62,116.4			606.5	1.31
Funds purchased and securities sold under agreements to repurchase		9,448.8			28.6	1.18			11,852.5			23.8	0.79			9,927.5			68.3	0.90			12,061.0			86.1	0.94
Other short-term borrowings		880.6			4.1	1.84			3,696.7			14.9	1.59			1,538.8			18.7	1.62			1,693.2			18.7	1.48
Long-term debt		18,099.9			165.0	3.63			12,488.7			130.9	4.16			16,770.5			430.5	3.43			12,046.5			403.8	4.48
Total interest-bearing liabilities		91,402.2			375.3	1.63			90,463.7			344.9	1.51			90,627.7			1,013.2	1.49			87,917.1			1,115.1	1.70
Noninterest-bearing deposits		20,490.2							18,946.8							19,994.7							17,571.0
Other liabilities		5,242.7							8,054.5							5,462.0							7,054.0
Shareholders’ equity		9,992.9							9,236.8							10,009.1							8,964.1
Total liabilities and shareholders’ equity	$	127,128.0						$	126,701.8						$	126,093.5						$	121,506.2
Interest rate spread						2.79	%						2.69	%						2.83	%						2.76	%
Net Interest Income				$	893.7						$	844.4						$	2,642.7						$	2,487.8
Net Interest Margin						3.11	%						2.98	%						3.12	%						3.08	%

10

SunTrust Banks, Inc. and Subsidiaries

RECONCILEMENT OF NON-GAAP MEASURES

APPENDIX A TO THE PRESS RELEASE

																YTD Comparison
	Quarter - to - Quarter Comparison															September 30
	3rd Quarter 2004			2nd Quarter 2004 (As restated)			1st Quarter 2004 (As restated)			4th Quarter 2003			3rd Quarter 2003			2004			2003
NON-GAAP MEASURES PRESENTED IN THE PRESS RELEASE
(Dollars in thousands)
Net income	$	368,766		$	386,571		$	361,835		$	342,507		$	331,583		$	1,117,172		$	989,790
Securities losses/(gains), net of tax		11,825			5,881			(3,203	)		(12,676	)		(20,214	)		14,504			(67,844	)
Net income excluding securities gains and losses	$	380,591		$	392,452		$	358,632		$	329,831		$	311,369		$	1,131,676		$	921,946
Total average assets	$	127,127,968		$	127,287,458		$	123,853,747		$	124,756,099		$	126,701,810		$	126,093,513		$	121,506,210
Average net unrealized gains on securities		(2,054,978	)		(2,803,917	)		(2,580,304	)		(2,363,948	)		(2,401,899	)		(2,478,183	)		(2,335,960	)
Average assets less net unrealized gains on securities	$	125,072,990		$	124,483,541		$	121,273,443		$	122,392,151		$	124,299,911		$	123,615,330		$	119,170,250
Total average equity	$	9,992,905		$	10,194,201		$	9,840,282		$	9,435,794		$	9,236,849		$	10,009,069		$	8,964,144
Average other comprehensive income		(1,318,332	)		(1,804,833	)		(1,645,712	)		(1,503,355	)		(1,526,448	)		(1,588,635	)		(1,480,318	)
Total average realized equity	$	8,674,573		$	8,389,368		$	8,194,570		$	7,932,439		$	7,710,401		$	8,420,434		$	7,483,826
Return on average total assets		1.15	%		1.22	%		1.18	%		1.09	%		1.04	%		1.18	%		1.09	%
Impact of excluding net unrealized securities gains		0.06			0.05			0.01			(0.02	)		(0.05	)		0.04			(0.06	)
Return on average total assets less net unrealized gains on securities 1		1.21	%		1.27	%		1.19	%		1.07	%		0.99	%		1.22	%		1.03	%
Return on average total shareholders’ equity		14.68	%		15.25	%		14.79	%		14.40	%		14.24	%		14.91	%		14.76	%
Impact of excluding net unrealized securities gains		2.77			3.56			2.81			2.10			1.78			3.04			1.71
Return on average realized shareholders’ equity 2		17.45	%		18.81	%		17.60	%		16.50	%		16.02	%		17.95	%		16.47	%
Net interest income	$	876,874		$	872,429		$	851,648		$	865,520		$	832,800		$	2,600,951		$	2,454,783
FTE adjustment		16,821			12,637			12,256			11,981			11,588			41,714			33,033
Net interest income - FTE		893,695			885,066			863,904			877,501			844,388			2,642,665			2,487,816
Noninterest income		627,692			622,665			595,086			584,072			574,478			1,845,443			1,718,929
Total revenue		1,521,387			1,507,731			1,458,990			1,461,573			1,418,866			4,488,108			4,206,745
Securities losses/(gains)		18,193			9,048			(4,927	)		(19,501	)		(31,098	)		22,314			(104,375	)
Total revenue excluding securities gains and losses	$	1,539,580		$	1,516,779		$	1,454,063		$	1,442,072		$	1,387,768		$	4,510,422		$	4,102,370

Quarter - to - Quarter Comparison
	3rd Quarter 2004			3rd Quarter 2003			Change %
NON-GAAP DISCLOSURES FOR IMPACTS OF THREE PILLARS 3
(Dollars in millions)
Average loans - reported	$	83,753		$	77,733		7.7
Impact of Three Pillars		—			(1,975	)
Average loans excluding Three Pillars	$	83,753		$	75,758		10.6
Average earning assets - reported	$	114,334		$	112,329		1.8
Impact of Three Pillars		—			(2,490	)
Average earning assets excluding Three Pillars	$	114,334		$	109,839		4.1
Average commercial loans - reported	$	27,631		$	29,502		(6.3	)
Impact of Three Pillars		—			(1,975	)
Average commercial loans excluding Three Pillars	$	27,631		$	27,527		0.4
Average commercial loan yield - reported		3.98	%		3.52	%	13.1
Impact of Three Pillars		—			0.09
Average commercial loan yield excluding Three Pillars		3.98	%		3.61	%	10.2
Net interest margin - reported		3.11	%		2.98	%	4.4
Impact of Three Pillars		—			0.06
Net interest margin excluding Three Pillars		3.11	%		3.04	%	2.3

Quarter - to - Quarter Comparison
	3rd Quarter 2004		2nd Quarter 2004		Change %4		3rd Quarter 2004		3rd Quarter 2003		Change %
REVENUE GROWTH RATE
(Dollars in thousands)
Total revenue excluding securities gains and losses	$	1,539,580	$	1,516,779	1.5		$	1,539,580	$	1,387,768	10.9
AVERAGE LOW COST CONSUMER AND COMMERCIAL DEPOSIT RECONCILEMENT
(Dollars in thousands)
Demand deposits	$	20,490,191	$	20,591,615	(0.5	)	$	20,490,191	$	18,946,800	8.1
NOW accounts		12,999,444		12,811,554	1.5			12,999,444		11,792,851	10.2
Savings		7,424,698		6,990,929	6.2			7,424,698		6,315,666	17.6
Total average low cost consumer and commercial deposits	$	40,914,333	$	40,394,098	1.3		$	40,914,333	$	37,055,317	10.4

¹ Computed by dividing annualized net income, excluding tax effected securities gains and losses, by average assets less net unrealized gains on securities.

² Computed by dividing annualized net income, excluding tax effected securities gains and losses, by average realized shareholders’ equity.

³ Under the provisions of FASB Interpretation No. 46, SunTrust consolidated its commercial paper conduit, Three Pillars, effective July 1, 2003.

As of March 1, 2004, Three Pillars was restructured and deconsolidated. Adjustments were made to reported figures for comparability purposes.

⁴ Multiply by 4 to calculate sequential annualized growth or reductions discussed in the earnings call.

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SunTrust Banks, Inc. and Subsidiaries

SELECTED FINANCIAL INFORMATION

APPENDIX B TO THE PRESS RELEASE

	2nd Quarter 2004 (As restated)			2nd Quarter 2004 (Originally reported)			Increase/(Decrease)
							Amount			%
RESULTS OF OPERATIONS
(Dollars in thousands, except per share data)
Net interest income	$	872,429		$	872,429		$	—		—	%
Provision for loan losses		2,827			38,751			(35,924	)	(92.7	)
Net credit income		869,602			833,678			35,924		4.3
Securities (losses)/gains		(9,048	)		(9,048	)		—		—
Other noninterest income		631,713			631,713			—		—
Net credit and noninterest income		1,492,267			1,456,343			35,924		2.5
Noninterest expense		928,449			928,449			—		—
Income before income taxes		563,818			527,894			35,924		6.8
Provision for income taxes		177,247			163,057			14,190		8.7
Net Income	$	386,571		$	364,837		$	21,734		6.0
Earnings per share
Diluted	$	1.36		$	1.29		$	0.07		5.4
Basic		1.39			1.31			0.08		6.1
SELECTED RATIOS
Return on average total assets		1.22			1.15			0.07		6.1	%
Return on average assets less net unrealized gains on securities		1.27			1.20			0.07		5.8
Return on average total equity		15.25			14.39			0.86		6.0
Return on average realized equity		18.81			17.77			1.04		5.9
CREDIT DATA
(Dollars in thousands)
Allowance for loan losses - beginning	$	936,972		$	942,523		$	(5,551	)	(0.6	)%
Provision for loan losses		2,827			38,751			(35,924	)	(92.7	)
Net charge-offs		37,556			37,556			—		—
Allowance for loan losses - ending	$	902,243		$	943,718		$	(41,475	)	(4.4	)
Allowance to period-end loans		1.09			1.14			(0.05	)	(4.4	)
Allowance to nonperforming loans		299.7			313.4			(13.7	)	(4.4	)

	1st Quarter 2004 (As restated)		1st Quarter 2004 (Originally reported)		Increase/(Decrease)
					Amount			%
RESULTS OF OPERATIONS
(Dollars in thousands, except per share data)
Net interest income	$	851,648	$	851,648	$	—		—	%
Provision for loan losses		53,837		59,388		(5,551	)	(9.3	)
Net credit income		797,811		792,260		5,551		0.7
Securities (losses)/gains		4,927		4,927		—		—
Other noninterest income		590,159		590,159		—		—
Net credit and noninterest income		1,392,897		1,387,346		5,551		0.4
Noninterest expense		889,748		889,748		—		—
Income before income taxes		503,149		497,598		5,551		1.1
Provision for income taxes		141,314		139,121		2,193		1.6
Net Income	$	361,835	$	358,477	$	3,358		0.9
Earnings per share
Diluted	$	1.28	$	1.26	$	0.02		1.6
Basic		1.29		1.28		0.01		0.8
SELECTED RATIOS
Return on average total assets		1.18		1.16		0.02		1.7	%
Return on average assets less net unrealized gains on securities3		1.19		1.18		0.01		0.8
Return on average total equity		14.79		14.65		0.14		1.0
Return on average realized equity3		17.60		17.44		0.16		0.9
CREDIT DATA
(Dollars in thousands)
Allowance for loan losses - beginning	$	941,922	$	941,922	$	—		—	%
Provision for loan losses		53,837		59,388		(5,551	)	(9.3	)
Net charge-offs		58,787		58,787		—		—
Allowance for loan losses - ending	$	936,972	$	942,523	$	(5,551	)	(0.6	)
Allowance to period-end loans		1.18		1.19		(0.01	)	(0.8	)
Allowance to nonperforming loans		309.7		311.5		(1.8	)	(0.6	)

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