Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
MCGRAW EDWARD ROBINSON
  2. Issuer Name and Ticker or Trading Symbol
RENASANT CORP [RNST]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CEO & Chairman of the Board
(Last)
(First)
(Middle)
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2007
(Street)

 
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(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 Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock               22,325 I By IRA
Common Stock (Restricted)               7,500 (1) D  
Common Stock               15,198.6 D  
Common Stock               605.01 I Cust. for Son

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) (3) $ 8.47             01/01/2002(3) 01/01/2011(3) Common Stock 22,500   22,500 D  
Employee Stock Option (Right to Buy) (3) $ 15.65             01/01/2003(3) 01/01/2012(3) Common Stock 22,500   22,500 D  
Employee Stock Option (Right to Buy) (3) $ 18.77             01/01/2004(3) 01/01/2013(3) Common Stock 22,500   22,500 D  
Employee Stock Option (Right to Buy) (3) $ 22.23             01/01/2005(3) 01/01/2013(3) Common Stock 22,500   22,500 D  
Employee Stock Option (Right to Buy) (3) $ 22.77             01/01/2006(3) 01/01/2015(3) Common Stock 22,500   22,500 D  
Employee Stock Option (Right to Buy) (3) $ 21.93             01/01/2007(3) 01/01/2016(3) Common Stock 22,500   22,500 D  
Employee Stock Option (Right to Buy) (3) $ 32.9             01/01/2008(3) 01/01/2017(3) Common Stock 22,500   22,500 D  
Phantom Stock (2) (2) 09/30/2007   A   85.21     (2)   (2) Common Stock 1,698.99 $ 21.12 1,698.99 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MCGRAW EDWARD ROBINSON

 
  X     CEO & Chairman of the Board  

Signatures

 E. Robinson McGraw   10/02/2007
**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) This is the target amount of a performance based restricted stock grant available if certain criteria is met. Any adjustment to the target award will be reported at the time of the actual determination of performance as compared to the applicable threshold, target and maxium Perofrmancee Objectives. In no event , however, will the number of shares awarded exceed 150 % of the number of shares of the target award. The share price will be determined at the close of business on the end of the performance cycle.
(2) The phantom stock units are accrued under the Renasant DSU Plan. The units are settled 100% in the Company's common stock upon the reporting person's retirement or upon approved hardship reasons. The conversion price is one phantom stock unit for one share of the Company's common stock.
(3) Beginning with the issue date, Equal installments of 33 1/3 of the option shares granted will be available for exercise upon completion of one, two and three years service measured from date of grant, respectively. The opions expire ten (10) years from the grant date.

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