SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 12, 2002
REGIONS FINANCIAL CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 0-6159 63-0589368
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
417 North 20th Street, Birmingham, Alabama 35203
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(Address, including zip code, of principal executive office)
(205) 944-1300
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(Registrant's telephone number, including area code)
ITEM 9. REGULATION FD DISCLOSURE.
On August 12, 2002, each of the Principal Executive Officer, Carl E.
Jones, Jr., and Principal Financial Officer, Richard D. Horsley, of Regions
Financial Corporation submitted to the SEC sworn statements pursuant to
Securities and Exchange Commission Order No. 4-460.
A copy of each of these statements is attached hereto as an Exhibit
(99.1).
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
REGIONS FINANCIAL CORPORATION
By: /s/ D. Bryan Jordan
D. Bryan Jordan
Executive Vice President and
Comptroller
Date: August 12, 2002
INDEX TO EXHIBITS
Exhibit
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99.1 Statement Under Oath of Principal Executive Officer
and Principal Financial Officer dated August 9, 2002
Exhibit 99.1
STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER REGARDING
FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS
I, Carl E. Jones, Jr., state and attest that:
(1) To the best of my knowledge, based upon a review
of the covered reports of Regions Financial Corporation,
and, except as corrected or supplemented in a subsequent
covered report:
- No covered report contained an untrue statement of a
material fact as of the end of the period covered by such
report (or in the case of a report on Form 8-K or definitive
proxy materials, as of the date on which it was filed); and
- No covered report omitted to state a material fact
necessary to make the statements in the covered report, in
light of the circumstances under which they were made, not
misleading as of the end of the period covered by such
report (or in the case of a report on Form 8-K or definitive
proxy materials, as of the date on which it was filed).
(2) I have reviewed the contents of this statement
with the Company's audit committee.
(3) In this statement under oath, each of the
following, if filed on or before the date of this statement,
is a "covered report":
- Annual Report of Regions Financial Corporation on Form
10-K for the year ended December 31, 2001;
- all reports on Form 10-Q, all reports on Form 8-K and
all definitive proxy materials of Regions Financial
Corporation filed with the Commission subsequent to the
filing of the Form 10-K identified above; and
- any amendments to any of the foregoing.
/s/ Carl E. Jones Jr. Subscribed and sworn to
Name: Carl E. Jones, Jr. before me this 9th day of
Date: August 9, 2002 August, 2002.
/s/ Nancy S. Morrow
Notary Public
My Commission Expires:
July 10, 2004
STATEMENT UNDER OATH OF PRINCIPAL FINANCIAL OFFICER REGARDING
FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS
I, Richard D. Horsley, state and attest that:
(1) To the best of my knowledge, based upon a review
of the covered reports of Regions Financial Corporation,
and, except as corrected or supplemented in a subsequent
covered report:
- No covered report contained an untrue statement of a
material fact as of the end of the period covered by such
report (or in the case of a report on Form 8-K or definitive
proxy materials, as of the date on which it was filed); and
- No covered report omitted to state a material fact
necessary to make the statements in the covered report, in
light of the circumstances under which they were made, not
misleading as of the end of the period covered by such
report (or in the case of a report on Form 8-K or definitive
proxy materials, as of the date on which it was filed).
(2) I have reviewed the contents of this statement
with the Company's audit committee.
(3) In this statement under oath, each of the
following, if filed on or before the date of this statement,
is a "covered report":
- Annual Report of Regions Financial Corporation on Form
10-K for the year ended December 31, 2001;
- all reports on Form 10-Q, all reports on Form 8-K and
all definitive proxy materials of Regions Financial
Corporation filed with the Commission subsequent to the
filing of the Form 10-K identified above; and
- any amendments to any of the foregoing.
/s/ Richard D. Horsley Subscribed and sworn to
Name: Richard D. Horsley before me this 9th day of
Date: August 9, 2002 August, 2002.
/s/ Nancy S. Morrow
Notary Public
My Commission Expires:
July 10, 2004