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Securities and Exchange Commission
Washington, D.C. 20549
Schedule 13 G
Under the Securities Exchange Act of 1934
Amendment No. 20
Regions Financial Corporation
Name of Issuer
$.625 Par Common Stock
Title or Class of Securities
758940100
CUSIP Number
Check the following box if a fee is being paid with this statement.
_____
1) Names of Reporting Persons, S.S. or I.R.S. Identification Numbers of
Above Persons:
Regions Financial Corporation 63-0589368
2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
3) S.E.C. Use Only
4) Citizenship or Place of Organization: Delaware
Number of Shares 5) Sole Voting Power 11,918,532
Beneficially Owned 6) Shared Voting Power 43,541
by Each Reporting 7) Sole Dispositive Power 5,914,144
Person With: 8) Shared Dispositive Power 2,239,488
9) Aggregate Amount Beneficially Owned by Each Reporting Person:
12,920,186
10) Check if the Aggregate Amount in Row 9) Excludes Certain Shares.
11) Percent of Class Represented by Amount in Row 9): 5.86%
12) Type of Reporting Person (See Instructions): HC
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Item 1(a) Name of Issuer:
Regions Financial Corporation
Item 1(b) Address of Issuer's Principal Executive Offices:
417 North 20th Street
Birmingham, Alabama 35202-0247
Item 2(a) Name of Person Filing:
Regions Financial Corporation
Item 2(b) Address of Principal Business Office or, if none,
Residence:
417 North 20th Street
Birmingham, Alabama 35202-0247
Item 2(c) Citizenship:
Delaware Corporation
Item 2(d) Title or Class of Securities:
$.625 par common stock
Item 2(e) CUSIP Number:
758940100
Item 3 If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b), check whether the person filing is a:
(a) Broker or Dealer registered under section 15 of the Act
(b) Bank as defined in section 3(a)(6) of the Act
(c) Insurance Company as defined in section 3(a)(19) of the Act
(d) Investment Company registered under section 8 of the
Investment Company Act
(e) Investment Adviser registered under section 203 of the
Investment Advisers Act of 1940
(f) Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of
1974 or Endowment Fund;
(g) X Parent Holding Company, in accordance with section 240.13d-
1(b)(ii)(G) (Note: See Item 7)
(h) Group, in accordance with section 240.13d-1(b)(1)(ii)(H)
Item 4 Ownership.
If the percent of the class owned, as of December 31 of the year covered
by the statement, or as of the last day of any month described in Rule
13d-1(b)(2), if applicable, exceeds five percent, provide the following
information as of that date and identify those shares which there is a
right to acquire.
(a) Amount Beneficially Owned: 12,920,186
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(b) Percent of Class: 5.86%
(c) Number of shares as to which such person has:
(i) sole power to vote or to
direct the vote 11,918,532
(ii) shared power to vote or to
direct the vote 43,541
(iii) sole power to dispose or to
direct the disposition of 5,914,144
(iv) shared power to dispose or to
direct the disposition of 2,239,488
None of the above represent shares which there is a right to
acquire.
Item 5 Ownership of Five Percent or Less of a Class.
Not Applicable.
Item 6 Ownership of More than Five Percent on Behalf of Another
Person.
If any other person is known to have the right to receive or the power
to direct the receipt of dividends from, or the proceeds from the sale
of, such securities, a statement to that effect should be included in
response to this item and, if such interest relates to more than five
percent of the class, such person should be identified. A listing of
the shareholders of an investment company registered under the
Investment Company Act of 1940 or the beneficiaries of employee benefit
plan, pension fund or endowment fund is not required.
All shares reported on this form are held by affiliate trust
departments as fiduciary for various beneficiaries. No one
beneficiary has such an interest relating to five percent or
more of the class of securities.
Item 7 Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding Company.
If a parent holding company has filed this schedule, pursuant to Rule
13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit
stating the identity and the Item 3 classification of the relevant
subsidiary. If a parent holding company has filed this schedule
pursuant to Rule 13d-1(c), attach an exhibit stating the identification
of the relevant subsidiary.
Exhibit Attached.
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Item 8 Identification and Classification of Members of the Group.
Not Applicable.
Item 9 Notice of Dissolution of Group.
Not Applicable.
Item 10 Certification.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the
effect of changing or influencing the control of the issuer of such
securities and were not acquired in connection with or as a participant
in any transaction having such purposes or effect.
Signature.
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true,
complete and correct.
February 12, 1998
Date
/s/ Ronald C. Jackson
Signature
Ronald C. Jackson
Senior Vice President and
Director of Investor Relations
Regions Financial Corporation
Name/Title
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EXHIBIT
<TABLE>
<S> <C> <C> <C> <C> <C>
No. of Shares Sole Shared Sole Shared
Beneficially Voting Voting Dispositive Dispositive
Owned Power Power Power Power
Regions Bank 12,920,186 11,918,532 43,541 5,914,144 2,239,488
of Alabama
TOTALS 12,920,186 11,918,532 43,541 5,914,144 2,239,488
</TABLE>
The Item 3 classification of the subsidiary listed above is (b) Bank as defined
in section 3(a)(6) of the Act.
