Item 9.01 Financial Statements and Exhibits.

On November 17, 2008, SunTrust Banks, Inc. (the "Company" or the "Registrant") filed a current report on Form 8-K reporting its issuance on November 14, 2008 of Series C preferred stock to the U.S. Treasury and other securities (the "First Tranche Transaction"). The Company inadvertently omitted the publicly-available standard terms and conditions portion of the Letter Agreement which it filed as Exhibit 10.1 to that Form 8-K filing. The Company hereby amends its report to correct Exhibit 10.1. (Note that the First Letter Agreement was further amended by the parties on December 31, 2008, as explained in below).

Also, on January 2, 2009, the Company reported that it sold on December 31, 2008 shares of Series D preferred stock and other securities to the U.S. Treasury (the "Second Tranche Transaction"). The Second Tranche Transaction required certain technical amendments to the stock purchase warrant entered into in connection with the First Tranche Transaction and which the Company filed as Exhibit 4.1 to its Form 8-K filed November 17, 2008. The Company hereby amends its report to file as Exhibit 4.1 the common stock purchase warrant entered into in connection with the First Tranche Transaction, as amended by the Second Tranche Transaction.

Finally, the Company notes that the Letter Agreement related to the Second Tranche Transaction (the "Second Letter Agreement") sets forth certain technical amendments to the Letter Agreement entered into in connection with the First Tranche Transaction. The parties have not prepared or agreed upon a restated version of the First Letter Agreement, but the Company filed the Second Letter Agreement as Exhibit 10.1 to its Current Report on Form 8-K filed January 2, 2009.

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