Edgar Filing: HORSLEY RICHARD D

Ownership Submission

FORM 5

	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
	Form 3 Holdings Reported
	Form 4 Transactions Reported

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person ^*

HORSLEY RICHARD D

2. Issuer Name and Ticker or Trading Symbol
REGIONS FINANCIAL CORP [RF]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Vice Chmn & COO

(Last)

(First)

(Middle)

P O BOX 10247

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2004

(Street)

BIRMINGHAM,Â ALÂ 352020247

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Reporting
(check applicable line)
_X_ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	12/27/2004	Â	G	3,000	D	$ 0	499,438.157	D	Â
Common Stock	12/31/2004	Â	U	0.157	D	$ 0	499,438	D	Â

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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SEC 2270 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option

$ 22.6

01/16/2003

01/16/2011

Common Stock

24,692

Stock Option

$ 25.02

01/22/2003

01/22/2012

Common Stock

49,384

Phantom Stock Units (401k)

12/31/2004

J⁽¹⁾

549

Â ⁽¹⁾

Common Stock

549

$ 0

2,111

Stock Option

$ 31.39

10/09/1998

10/09/2007

Common Stock

5,679

Stock Option

$ 31.39

10/09/1999

10/09/2007

Common Stock

3,185

Stock Option

$ 33.48

04/09/1999

04/09/2008

Common Stock

29,423

Stock Option

$ 33.49

04/09/2000

04/09/2008

Common Stock

2,985

Stock Option

$ 28.88

08/30/2000

08/30/2009

Common Stock

28,946

Stock Option

$ 28.88

01/01/2001

08/30/2009

Common Stock

3,462

Stock Option

$ 25.66

02/19/2004

02/19/2010

Common Stock

46,298

Stock Option

$ 25.66

02/19/2005

02/19/2010

Common Stock

23,148

Stock Option

$ 25.66

02/19/2006

02/19/2010

Common Stock

23,149

Stock Option

$ 16.28

03/15/2001

03/15/2010

Common Stock

67,933

Stock Option

$ 22.6

01/16/2002

01/16/2011

Common Stock

49,384

Stock Option

$ 25.02

01/22/2004

01/22/2012

Common Stock

24,692

Stock Option

$ 25.02

01/22/2005

01/22/2012

Common Stock

24,692

Stock Option

$ 22.6

01/16/2004

01/16/2011

Common Stock

24,692

Stock Option

$ 28.17

Â ⁽²⁾

04/21/2011

Common Stock

123,460

Stock Option

$ 33.82

Â ⁽³⁾

10/15/2011

Common Stock

150,940

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
HORSLEY RICHARD D P O BOX 10247 BIRMINGHAM,Â ALÂ 352020247	Â X	Â	Â Vice Chmn & COO	Â

Signatures

By: Ronald C. Jackson		12/31/2004
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The reported phantom stock units were acquired under Regions' benefit plans.
(2)	The option becomes exercisable in three equal installments on April 21, 2005, 2006 and 2007.
(3)	The option becomes exercisable in two equal installments on October 15, 2006 and 2007.

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