Item 8.01 Other Events.

On May 22, 2009, Regions Financial Corporation (the "Company") filed a prospectus supplement, dated May 20, 2009, related to the sale of up to 460 million shares of the Company's common stock, par value $0.01 per share ("Common Stock"), at a price to the public of $4 per share and a prospectus supplement, dated May 20, 2009, related to the sale of up to 287,500 shares of the Company's 10% Mandatory Convertible Preferred Stock, Series B ("Preferred Stock"), at a price to the public of 100% of the initial liquidation preference of $1,000 per share. In connection therewith, on May 27, 2009, the Company filed as exhibits to a Current Report on Form 8-K the opinions of Sullivan & Cromwell LLP, in each case as to certain tax matters related to the offerings of Common Stock and Preferred Stock referred to above. The Company is hereby filing as exhibits to this report revised opinions of Sullivan & Cromwell LLP, in each case as to certain tax matters (the "Revised Opinions") related to the offerings of Common Stock and Preferred Stock referred to above. The Revised Opinions are incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

8.1 Opinion of Sullivan & Cromwell LLP

8.2 Opinion of Sullivan & Cromwell LLP

23.3 Consent of Sullivan & Cromwell LLP (included in Exhibit 8.1)

23.4 Consent of Sullivan & Cromwell LLP (included in Exhibit 8.2)

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