On November 19, 2008, Robert C. Blattberg announced his retirement, and Mary F. Sammons announced her resignation, from the Board of Directors of First Horizon National Corporation (the “Company”). R. Brad Martin has been appointed to replace Dr. Blattberg as Chairperson of the Board’s Nominating and Corporate Governance Committee and therefore has become Lead Director under the Company’s Corporate Governance Guidelines.

On November 19, 2008, the Board of Directors appointed William C. Losch, III to be Executive Vice President and Chief Financial Officer (principal financial officer) of the Company, as discussed in item 5.02(c) and (e) below. Thomas C. Adams, Jr. presently serves as the Company’s interim principal financial officer and will continue in that capacity until Mr. Losch assumes his new position. It is expected that Mr. Losch will assume his new position with the Company effective January 5, 2009.

The Board of Directors of the Company appointed William C. Losch, III, age 38, to the position of Executive Vice President – Chief Financial Officer (principal financial officer) of the Company and of its principal subsidiary, First Tennessee Bank National Association (the “Bank”), to be effective when he assumes his new position, which is expected to be January 5, 2009. As with all of the Company’s executive officers, Mr. Losch will serve until his successor is elected and qualified. Previously, Mr. Losch was with Wachovia Corporation for eleven years, serving most recently as Senior Vice President and Chief Financial Officer of its Retail and Small Business Banking unit from 2003 to 2005, and as Senior Vice President and Chief Financial Officer of its General Bank unit from 2006 to the present.

The Compensation Committee of the Board previously approved the terms of Mr. Losch’s employment offer, subject to the Board’s appointment of Mr. Losch which occurred on November 19. Those terms are described in item 5.02(e) below.

The Bank and its subsidiaries have entered into lending transactions in the ordinary course of business with the Company’s executive officers, directors, nominees, and their associates, and they expect to have such transactions in the future. Such transactions have been on substantially the same terms, including interest rates and collateral on loans, as those prevailing at the same time for comparable transactions with others and have not involved more than the normal risk of collectibility or presented other unfavorable features. From time to time, the Bank and its broker-dealer subsidiaries (either as agent or as principal) may engage in securities transactions with, and the Bank and its subsidiaries have other banking transactions (including deposit accounts and loan-related interest rate swaps) with, the Company’s executive officers and directors and their associates in the ordinary course of business on terms substantially similar to those available to members of the general public. The Company’s executive officers and directors do not derive any special benefits from such transactions.

(1)     On November 19, 2008, the Board of Directors elected Mark A. Emkes to the Company’s Board of Directors, effective immediately. Mr. Emkes also has been elected to the Board of Directors of the Bank. Mr. Emkes will stand for election to the Board of the Company by the shareholders at the April 2009 annual meeting.

Mr. Emkes is the Chairman and Chief Executive Officer of Bridgestone Americas Holding, Inc. and of Bridgestone Firestone North American Tire, LLC headquartered in Nashville, Tennessee, and is a director of Bridgestone Corporation headquartered in Tokyo, Japan. Mr. Emkes has been with the Bridgestone Firestone family of companies for over 30 years, holding positions at various times in the Middle East, Europe, South America, and North America.

(2)  There are no arrangements or understandings between Mr. Emkes and any other person concerning his selection to be elected to the Board of Directors of the Company.

(3)  Mr. Emkes has been appointed to serve on the Compensation Committee and the Audit Committee of the Company’s Board of Directors.

(4)  The Bank and its subsidiaries have entered into lending transactions in the ordinary course of business with the Company’s executive officers, directors, and their associates, and they expect to have such transactions in the future. Such transactions have been on substantially the same terms, including interest rates and collateral on loans, as those prevailing at the same time for comparable transactions with others and have not involved more than the normal risk of collectibility or presented other unfavorable features. From time to time, the Bank and its broker-dealer subsidiaries (either as agent or as principal) may engage in securities transactions with, and the Bank and its subsidiaries have other banking transactions (including deposit accounts and loan-related interest rate swaps) with, the Company’s executive officers and directors and their associates in the ordinary course of business on terms substantially similar to those available to members of the general public. The Company’s executive officers and directors and their associates do not derive any special benefits from such transactions.

(5)  Mr. Emkes will be eligible to participate in the Company’s active compensation plans and programs for non-employee directors. Additional information concerning the Company’s plans and programs for non-employee directors is provided in the following previously-filed material, which is incorporated into this item by reference: the “Director Compensation” section of the Company’s proxy statement for the 2008 annual meeting of shareholders appearing on pages 69-77. Because Mr. Emkes was elected in November, under the Company’s Director Policy he will receive two-fourths of a normal annual grant of restricted stock units for the year 2008-2009. That pro-rated RSU grant will have a grant-date value of $22,500 and will vest in 2009 in accordance with the Policy.

On November 14, 2008, the Compensation Committee of the Board of Directors of the Company approved the terms of employment, including compensatory and other arrangements, offered to William C. Losch, III as the Company’s new principal financial officer. All terms were subject to the appointment of Mr. Losch by the Board (which occurred on November 19, 2008), and all terms are subject to the commencement of his employment with the Company (expected to be effective January 5, 2009). Key terms include:

As an executive officer, Mr. Losch will be eligible to participate in all of the plans and programs of the Company currently available for executives, including the following:

form will be offered to eligible persons newly hired or promoted. The new form, which will be offered to Mr. Losch, is filed as Exhibit 10.2 to this Report.

In addition, Mr. Losch will be eligible to participate in plans and programs available broadly to salaried or full-time employees, such as the Company’s profit-sharing savings plan and its health and welfare benefits programs.

The Company’s executive and broad-based plans and programs are discussed in the Company’s most recent proxy statement for the annual meeting held April 15, 2008 under the heading “Executive Compensation” on pages 22-68, are reflected in multiple exhibits to the Company’s most recent annual report on Form 10-K for the year 2007 (all of which are identified in that Report as management or executive compensation arrangements), or are described or set forth in the following reports: (i) Item 5.02(e) of, and the exhibits to, the Company’s Current Report on Form 8-K dated February 25, 2008; (ii) exhibits 10.1, 10.2, 10.3, 10.4, and 10.5 to the Company’s Current Report on Form 8-K dated April 28, 2008; (iii) Item 5.02(e) of, and exhibit 10.1 to, the Company’s Current Report on Form 8-K dated July 14, 2008; and (iv) Item 5.02(e) of, and Exhibit 10.1 to, the Company’s Current Report on Form 8-K dated November 11, 2008. All of the foregoing is incorporated into this Item by this reference.

(1)   On November 19, 2008, the Company’s Board of Directors amended ARTICLE THREE, Section 3.2 of the Company’s Bylaws. The Bylaws are amended immediately as described below. The amended and restated Bylaws are filed herewith as Exhibit 3.2.

(2)   The amendment to Section 3.2 decreases the size of the Company’s Board of Directors from thirteen to twelve persons. The decrease took effect immediately upon Board approval on November 19, 2008.

The following exhibits are filed herewith:

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* Management contract or compensatory plan or arrangement

All summaries and descriptions of documents, and of amendments thereto, set forth above are qualified in their entirety by the documents themselves, whether filed as an exhibit hereto or filed as an exhibit to a later report.

In the agreements referred to in this Report, each party makes representations and warranties to the other party. Those representations and warranties are made only to and for the benefit of the other party in the context of a business agreement. Exceptions to such representations and warranties may be partially or fully waived by such party, or not enforced by such party, in its, his, or her discretion. No such representation or warranty may be relied upon by any other person for any purpose.