SCHEDULE 14A
(RULE 14A-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES
EXCHANGE ACT OF 1934 (AMENDMENT NO. )
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Only (as permitted by Rule 14a-6(e)(2))
[ ] Definitive Proxy Statement
[x] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12
Regions Financial Corporation
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(Name of Registrant as Specified In Its Charter)
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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May 19, 2004
Dear Regions Shareholder,
We previously mailed to you proxy materials relating to our Annual Meeting of
Shareholders to be held on June 8, 2004.
According to our latest records, we have not received your proxy vote.
Regardless of the number of shares you own, your vote is important. If you
haven't previously voted, please take a moment to sign, date, and mail the
enclosed duplicate proxy card promptly in the return envelope provided for your
convenience or follow the instructions to vote electronically over the
telephone or through the internet.
For the reasons set forth in the proxy statement/prospectus dated April 29,
2004, your Board of Directors unanimously recommends that Regions stockholders
vote the proposals identified in the proxy statement/prospectus as follows:
o "FOR" adoption of the agreement and plan of merger between Regions
Financial Corporation and Union Planters Corporation and the
transactions contemplated thereby, pursuant to which Union Planters
and Regions will be merged with and into a newly formed holding
company, New Regions Financial Corporation.
o "FOR" election of four nominees for director of Regions, Margaret H.
Greene, Carl E. Jones, Jr., Susan W. Matlock, and John H. Watson.
o "FOR" ratification of the appointment of Ernst & Young LLP as Regions'
independent auditors for the year 2004.
o "FOR" adjournment of the Annual Meeting, if necessary or appropriate,
to solicit additional proxies.
o "AGAINST" the stockholder proposal regarding the required stockholder
vote for election of directors.
A duplicate copy of the proxy statement/prospectus can be obtained by
contacting our Investor Relations Department at 205-326-7090 or by visiting the
Investor Relations section of our web site at www.regions.com.
If you have already received and voted your proxy, please disregard this
letter. We thank you for your interest in Regions and for taking the time to
vote.
Sincerely,
Samuel E. Upchurch, Jr.
Corporate Secretary
Regions Financial Corporation