X0202 4 2004-10-01 1 0000101844 NATIONAL COMMERCE FINANCIAL CORP NCF 0001068744 EDWARDS J SCOTT ONE COMMERCE SQUARE MEMPHIS TN 38150 0 1 0 0 CHIEF ADMINISTRATIVE OFFICER Common Stock 2004-10-01 4 U 0 252374 34.4578 D 0 D Incentive Stock Option (right to buy) 16.2245 2004-10-01 4 U 0 12324 34.4578 D 2002-03-16 2010-03-16 Common Stock 12324 0 D Incentive Stock Option (right to buy) 22.8444 2004-10-01 4 U 0 6576 34.4578 D 1999-03-17 2008-03-17 Common Stock 6576 0 D Incentive Stock Option (right to buy) 23.94 2004-10-01 4 U 0 4178 34.4578 D 2005-01-14 2013-01-14 Common Stock 4178 0 D Incentive Stock Option (right to buy) 24.75 2004-10-01 4 U 0 4040 34.4578 D 2002-01-16 2011-01-16 Common Stock 4040 0 D Incentive Stock Option (right to buy) 25.8 2004-10-01 4 U 0 3875 34.4578 D 2005-01-15 2012-01-15 Common Stock 3875 0 D Incentive Stock Option (right to buy) 27.82 2004-10-01 4 U 0 3594 34.4578 D 2005-01-21 2014-01-21 Common Stock 3594 0 D Non-Qualified Stock Option (right to buy) 13.0357 2004-10-01 4 U 0 33702 34.4578 D 1997-03-31 2007-03-31 Common Stock 33702 0 D Non-Qualified Stock Option (right to buy) 15.8125 2004-10-01 4 U 0 100000 34.4578 D 2001-07-05 2010-07-05 Common Stock 100000 0 D Non-Qualified Stock Option (right to buy) 16.2245 2004-10-01 4 U 0 29449 34.4578 D 2001-03-16 2010-03-16 Common Stock 29449 0 D Non-Qualified Stock Option (right to buy) 17.625 2004-10-01 4 U 0 16200 34.4578 D 2001-08-01 2010-08-01 Common Stock 16200 0 D Non-Qualified Stock Option (right to buy) 22.7041 2004-10-01 4 U 0 34986 34.4578 D 2000-03-22 2009-03-22 Common Stock 34986 0 D Non-Qualified Stock Option (right to buy) 22.8444 2004-10-01 4 U 0 28410 34.4578 D 1999-03-05 2008-03-17 Common Stock 28410 0 D Non-Qualified Stock Option (right to buy) 23.94 2004-10-01 4 U 0 49155 34.4578 D 2004-01-14 2013-01-14 Common Stock 49155 0 D Non-Qualified Stock Option (right to buy) 24.75 2004-10-01 4 U 0 32560 34.4578 D 2002-01-16 2011-01-16 Common Stock 32560 0 D Non-Qualified Stock Option (right to buy) 25.8 2004-10-01 4 U 0 41125 34.4578 D 2003-01-15 2012-01-15 Common Stock 41125 0 D Non-Qualified Stock Option (right to buy) 27.82 2004-10-01 4 U 0 37706 34.4578 D 2005-01-21 2014-01-21 Common Stock 37706 0 D Phantom Stock Units 0 2004-10-01 4 U 0 28777 34.4578 D 1999-09-09 1999-09-09 Common Stock 28777 0 D Each of the Reporting Person's shares of Issuer common stock were surrendered and exchanged for .4953 shares of SunTrust Banks, Inc. ("STI") common stock as a result of the merger of Issuer into STI. Fractional shares and shares acquired throught the reinvestment of dividends on September 15, 2004, if any, were converted into cash equivalent to $34.4578 per share. Additionally, each of the Reporting Person's stock options with the right to buy Issuer common stock were converted into .4953 options with the right to buy STI common stock and each of the Reporting Person's shares of phantom stock, if any, were converted into .4953 shares of STI phantom stock. By: Naudain L Machen For: J Scott Edwards 2004-10-04