THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

SunTrust Banks, Inc. (STI)

3/3/2006 Proxy Information

SunTrust considers Garrott outside related, "Except for Mr. Humann and Mr. Garrott, none of the nominees or directors is employed by SunTrust or any entity that is an affiliate of SunTrust." Thomas M. Garrott served as Chairman of the Board of Directors of National Commerce Financial Corporation from May 1993 to January 2003. He also served as Chairman of the Board, President and Chief Executive Officer of National Commerce Financial Corporation from May 1993 to July 2000. Mr. Garrott became a director of SunTrust when National Commerce Financial Corporation merged with SunTrust in October 2004.

3/14/2005 Proxy Information

James B. Williams, who retired as SunTrust's Chairman of the Board and Chief Executive Officer in March 1998, retired as a director of SunTrust and Chairman of the Executive Committee on April 20, 2004. In his capacity as a former Chief Executive Officer of SunTrust, Mr. Williams was provided certain perquisites in 2004, including an office, office equipment and supplies and general secretarial support; a company car; tax and estate planning services; home security monitoring; and use of SunTrust's airplane when representing SunTrust at national, corporate, community and civic events. Tax liability as a result of these services (other than the car) is fully grossed-up by SunTrust.

Mr. Thomas M. Garrott was Chairman of National Commerce Financial Corporation until January 2003 and President Chairman Executive Officer until July 2000. SunTrust and National Commerce Financial Corporation are party to a merger agreement.

10/7/2004 8K Information

At the effective time of the Merger, the employment of Mr. Reed, who was a party to an employment agreement and change of control employment agreement with NCF dated as of July 5, 2000, was deemed to have been terminated without cause. Accordingly, pursuant to the existing contract, Mr. Reed became entitled to the payments, benefits and rights pursuant to his employment agreement, without regard to whether Mr. Reed's employment actually terminated as of the closing. At the closing of the Merger, SunTrust paid to Mr. Reed an aggregate lump sum cash payment of $4,002,759 in satisfaction of certain obligations under such agreement. In addition, the Merger constituted a change in control under the NCF supplemental retirement plan (the "NCF SERP"). At the time of completion of the Merger, accrued benefits under the NCF SERP, amounting to an aggregate of $289,605 for Mr. Reed, became fully vested. While these accrued benefits were not payable to Mr. Reed in a lump sum at the time of completion of the Merger (since Mr. Reed remains employed by SunTrust), such benefits will be payable in a lump sum in the event Mr. Reed's employment is terminated after the Merger.

SunTrust has not entered into any formal agreement with Mr. Reed outlining the terms of his service to SunTrust as Vice Chairman, or the compensation therefor. In accordance with the Commission's rules and regulations, SunTrust will file an amendment to this Current Report on Form 8-K within four business days after such information becomes available.

In connection with the Merger and effective as of the effective time of the Merger, SunTrust granted an aggregate of 100,000 options to purchase SunTrust common stock in accordance with SunTrust's 2004 executive compensation stock option grant guidelines to Mr. Reed. Using the Black-Scholes valuation methodology used by SunTrust in its current stock options reporting and based on $71.24, the closing price of SunTrust common stock on October 1, 2004, it is estimated that such options have an intrinsic value of $812,848.

At the effective time of the Merger, 8,100 restricted shares of NCF common stock held by Mr. Reed were converted into 4,012 shares of SunTrust common stock. These shares have an aggregate fair market value of approximately $285,815, based on the closing price of SunTrust common stock on October 1, 2004. All such shares of SunTrust common stock became fully vested and free of restrictions and risk of forfeiture.

At the effective time of the Merger, SunTrust assumed a pre-existing employment agreement between Thomas M. Garrott, formerly Chairman of the executive committee of the NCF board of directors, and NCF that provides for annual salary payments of approximately $477,000, adjusted for inflation, annual grants of stock options and other benefits through July 5, 2006. Pursuant to this agreement, at the effective time of the Merger, Mr. Garrott received grants of stock options to acquire at then-market prices 122,488 shares of SunTrust common stock in each of January 2005 and January 2006. Using the Black-Scholes valuation methodology used by SunTrust in its current stock options reporting, it is estimated that such options have an intrinsic value of $1,991,284.

3/2/2004 Proxy Information

Messrs. Correll, Hughes, Minor and Prince, all of whom are independent, outside directors of SunTrust, served as members of the Compensation Committee during all or part of 2003. In November 2003, the committee formerly known as the Compensation and Governance Committee was split into two separate committees: the Compensation Committee and the Governance and Nominating Committee. All the individuals listed above previously served on the Compensation and Governance Committee. Mr. A. W. Dahlberg also served on such committee until his resignation from the Board of Directors in July 2003. Mr. Theodore J. Hoepner served as a member of the Compensation Committee of the Board of Directors of Brown & Brown, Inc., of which Mr. J. Hyatt Brown is Chairman, President and Chief Executive Officer, until Mr. Hoepner's resignation from such committee in October 2003.

During 2003, SunTrust's bank subsidiary engaged in customary banking transactions and had outstanding loans to certain of SunTrust's directors, executive officers, their associates and members of the immediate families of certain directors and executive officers. These loans were made in the ordinary course of business and were made on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with others. In the opinion of management, these loans do not involve more than the normal risk of collectibility or present other unfavorable features.

Mr. Williams, SunTrust's former Chairman of the Board and Chief Executive Officer who retired on March 21, 1998, is serving as a non-employee director of SunTrust and Chairman of the Executive Committee. In his capacity as a former Chief Executive Officer of SunTrust, Mr. Williams has been provided certain perquisites, including an office, office equipment and supplies and general secretarial support.