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 *
MORGAN ALLEN B JR
 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)
Chm, Mrgn Kgn; VChm, Regions
(Last)
(First)
(Middle)

50 N. FRONT ST., 21ST FLOOR		 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2004
(Street)


MEMPHIS, TN 38103		 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)
Amount (A) or (D) Price
Common Stock 12/31/2004   J(1) 558.505 A $ 0 3,719,099.818 D  
Common Stock             151,529 I By Children
Common Stock             99,729 I By Spouse
Common Stock             114,398.036 I Children's Trust

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. 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 $ 33.82             (3) 10/15/2011 Common Stock
31,000
  31,000
D
 
Stock Option $ 25.66           02/19/2004 02/19/2010 Common Stock
25,926
  25,926
D
 
Stock Option $ 25.66           02/19/2005 02/19/2010 Common Stock
12,963
  12,963
D
 
Stock Option $ 25.66           02/19/2006 02/19/2010 Common Stock
12,964
  12,964
D
 
Stock Option $ 23.34           03/30/2002 03/30/2011 Common Stock
51,441
  51,441
D
 
Stock Option $ 23.34           03/30/2003 03/30/2011 Common Stock
51,441
  51,441
D
 
Stock Option $ 23.34           03/30/2004 03/30/2011 Common Stock
51,443
  51,443
D
 
Stock Option $ 28.17             (2) 04/21/2011 Common Stock
33,334
  33,334
D
 

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MORGAN ALLEN B JR
50 N. FRONT ST., 21ST FLOOR
MEMPHIS, TN 38103		   X     Chm, Mrgn Kgn; VChm, Regions  

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) Stock purchased through the dividend reinvestment program.
(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.

Note: File three copies of this Form, one of which must be manually signed. If space provided is insufficient, see Instruction 6 for procedure.

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