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 *
Gale Fournier J. III
  2. Issuer Name and Ticker or Trading Symbol
REGIONS FINANCIAL CORP [RF]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director_____ 10% Owner
__X__ Officer (give title below)_____ Other (specify below)
SEVP & GC
(Last)
(First)
(Middle)
P. O. BOX 10247
3. Date of Earliest Transaction (Month/Day/Year)
10/31/2012
(Street)

BIRMINGHAM, AL 35202-0247
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)
CodeVAmount(A) or (D)Price
Depositary Shares Representing Series A Preferred Stock (1) 10/31/2012   P   8,000 A $ 24.8224 8,000 D  
Common Stock               48,021 D  
Common Stock               7,400 I By IRA

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 Security3. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units (2) (3) 09/28/2012   JV 33.81 (2)     (2)   (2) Common Stock 33.81 $ 0 24,380.44 D  

Reporting Owners

Reporting Owner Name / AddressRelationships
 Director 10% Owner Officer Other
Gale Fournier J. III
P. O. BOX 10247
BIRMINGHAM, AL 35202-0247
      SEVP & GC  

Signatures

 Lachelle S. Koon - Attorney -in-Fact  11/02/2012
**Signature of Reporting PersonDate

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)Each Depositary Share represents 1/40th interest in a share of Issuer's 6.375% Non-Cumulative Perpetual Preferred Stock, Series A.
(2)Restricted stock units acquired as the result of crediting dividend equivalents attributable to restricted stock units previously granted as salary stock. These restricted stock units will be settled in cash on the same dates as the restricted stock units to which the dividend equivalents relate.
(3)Each restricted stock unit is the equivalent of one share of Regions Financial Corporation common stock.

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