SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Kuntz Thomas G

(Last)

(First)

(Middle)

200 SOUTH ORANGE AVE.

(Street)

ORLANDO

32801

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/12/2008

3. Issuer Name and Ticker or Trading Symbol
SUNTRUST BANKS INC [ STI ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Corp. Executive Vice President

5. If Amendment, Date of 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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	10,394	D
Common Stock	5,992.919	I	401(k)⁽¹⁾
Common Stock	10,000	I	Kuntz Limited Partnership
Common Stock	19,454	I	Restricted Stock⁽²⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Phantom Stock Units⁽³⁾	⁽³⁾	⁽³⁾	Common Stock	558.496	⁽³⁾	D
Phantom Stock Units⁽⁴⁾	⁽⁴⁾	⁽⁴⁾	Common Stock	8,000	⁽⁴⁾	D
Option⁽⁵⁾	11/09/2002	11/09/2009	Common Stock	5,000	$73.0625	D
Option⁽⁶⁾	11/14/2003	11/14/2010	Common Stock	10,000	$51.125	D
Option⁽⁶⁾	11/13/2004	11/13/2011	Common Stock	12,000	$64.57	D
Option⁽⁶⁾	08/01/2005	08/02/2012	Common Stock	10,000	$63.74	D
Option⁽⁶⁾	02/11/2006	02/11/2013	Common Stock	11,000	$54.28	D
Option⁽⁶⁾	02/10/2007	02/10/2014	Common Stock	15,000	$73.19	D
Option⁽⁷⁾	02/08/2008	02/08/2015	Common Stock	18,000	$73.14	D
Option⁽⁷⁾	02/14/2009	02/14/2016	Common Stock	24,000	$71.03	D
Option⁽⁷⁾	02/13/2010	02/13/2017	Common Stock	19,000	$85.06	D
Option⁽⁷⁾	02/12/2011	02/12/2018	Common Stock	34,000	$64.58	D

Explanation of Responses:

1. Because the stock fund component of the 401(k) Plan is accounted for in unit accounting, the number of share equivalents varies based on the closing price of SunTrust stock on the applicable measurement date.

2. Restricted stock held under the SunTrust Banks, Inc. 2004 Stock Plan. Subject to certain vesting conditions. Restricted stock agreements contain tax withholding features allowing stock to be withheld to satisfy tax withholding obligations. All plans are exempt under Rule 16(b)-3.

3. The reported phantom stock units were acquired under SunTrust Banks, Inc.'s 401(k) excess benefit plan. These securities convert to common stock on a one-for-one basis.

4. Granted in exchange for restricted stock. Will be paid out on various dates. These securities convert to common stock on a one-for-one basis.

5. Granted pursuant to the 1995 SunTrust Executive Stock Plan.

6. Granted pursuant to the SunTrust Banks, Inc. 2000 Stock Plan.

7. Granted pursuant to the SunTrust Banks, Inc. 2004 Stock Plan.

Remarks:

	David A. Wisniewski, Attorney-in-Fact for Thomas G. Kuntz	12/22/2008
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.