REGIONS FINANCIAL CORPORATION USE OF CORPORATE AIRCRAFT POLICY

Exhibit 10.64

REGIONS FINANCIAL CORPORATION

USE OF CORPORATE AIRCRAFT POLICY

OBJECTIVE. Regions Financial Corporation (“Regions”) has designed this Use of Corporate Aircraft Policy (this “Policy”) to set forth clearly the criteria and procedures applicable to the use of all aircraft operated by Regions. The Policy will encourage compliance with company objectives and applicable law by setting forth the following key points:

(1) Who has access to the aircraft?

(2) For what purposes may the aircraft be used?

(3) In which circumstances is use of the aircraft to be paid for?

(4) What are the tax and disclosure implications of aircraft use?

SCOPE. This Policy is applicable to use of all aircraft maintained by Regions and any affiliated entities.

PURPOSE OF BUSINESS AIRCRAFT. Regions owns, operates, and/or maintains corporate aircraft to provide business and non-business air transportation services for its employees, employees of affiliated entities, and guests, and to transport company property. Business aviation is a safe, efficient, flexible business tool which increases productivity, increases face-to-face business contact, and facilitates travel to locations with inadequate commercial service.

Use of company aircraft also ensures added measures of security for Regions’ employees by reducing the risk of known or unknown threats to high profile personnel.

Finally, use of company aircraft grants greater productivity to key employees by permitting them to travel more efficiently, allowing them to focus their time and energy on achieving key company objectives.

KEY USAGE DEFINITIONS

This Policy will reference different types of usage of the aircraft, which are defined as follows:

Business Travel means travel primarily on the actual business of Regions.

Personal Travel means travel that is not primarily for the purpose of the business of Regions and that accomplishes a personal objective of the traveler.

Incremental Cost means the actual cost to Regions of a passenger’s travel over the cost Regions would have born absent that passenger’s travel.

Deadhead Flights are flights Regions aircraft makes without passengers that are directly connected to business or personal travel. Deadhead flights will be deemed to have the same character as the business or personal travel they facilitate. For example, if an employee travels on business, the flight of Regions aircraft to pick him up before the business travel would be deemed business travel, as would the return of the aircraft after dropping him off at the end of his travel.

Reimbursable Amount means the specific items listed in 14 C.F.R. §91.501(d) which can be paid by a passenger to Regions if the passenger has entered into a time sharing arrangement. These items include the costs of the following:

ACCESS TO AIRCRAFT

The following “Permitted Persons” shall have access to the aircraft, in the following order of priority:

The Permitted Persons shall be permitted to bring spouses and other personal guests on otherwise-approved business and personal travel, provided the Permitted Person accompanies the guest on the flight. Generally, spouses and guests of Permitted Persons are not permitted to fly on the Regions aircraft unaccompanied by the Permitted Person, with exceptions to be specified by the CEO, or in the case of the CEO by the Chairman of the Board.

Generally, use of the aircraft for the entertainment of customers and clients or for civic, charitable or humanitarian reasons should be rare and requires the approval of the CEO.

TREATMENT OF TRAVEL

Business Travel

Policy: Commercial travel for business purposes is encouraged except in cases where travel by Regions aircraft offers distinct advantages to the Company. In support of this principle, Permitted Persons shall be permitted to use Regions aircraft for appropriate business travel, subject to reasonable restrictions for scheduling and availability. Additionally, Permitted Persons are encouraged to schedule their business travel to coincide with the travel of other Permitted Persons so as to minimize the incremental cost to Regions. Where possible, deadhead flights are to be avoided.

Tax Considerations:

SEC Reporting: If the Permitted Person is a named executive officer under the reporting rules of the Securities and Exchange Commission (“SEC”), the following shall apply:

Cost Allocation: In general, Regions will pay 100% of the cost of business travel. However, in unusual circumstances, business travel may be contingent upon the Permitted Person entering into a time sharing agreement and reimbursing Regions for the reimbursable amount. Personal travel in connection with business travel is discussed in the section below (“Personal Travel”).

Personal Travel

Policy: The CEO shall have use of the corporate aircraft for personal travel without reimbursement to the Company up to a maximum value of $100,000 per year. The annual maximum value shall be determined based on the calculation of the full incremental cost for the operation of the aircraft as required under SEC rules for proxy reporting and as determined by the Company’s finance and aviation departments from time to time. In the event the value of any purely personal travel by the CEO exceeds $100,000 annually, the CEO shall be required to reimburse the Company for the full incremental costs of such use under a time sharing agreement entered into between the CEO and the Company.

Permitted Persons other than the CEO are encouraged to use commercial aircraft for personal travel. However, with advance approval of the CEO or his designee, a Permitted Person may use Regions aircraft for personal travel in the following circumstances:

Tax Considerations:

SEC Reporting: If the Permitted Person is a named executive officer (NEO) under the reporting rules of the SEC, the following shall apply:

Cost Allocation: If the Permitted Person has entered into a time sharing agreement, Regions will seek reimbursement for personal travel as provided for in the agreement up to the maximum reimbursable amount where permissible, provided however that under appropriate circumstances, Regions may waive reimbursement subject to appropriate SEC and tax reporting.

NO GROSS-UPS; TAX TREATMENT

Use of the company aircraft is provided as a convenience to Permitted Persons and their guests. As such, Regions makes no promises or guarantees as to the tax treatment of any travel. Therefore, the Permitted Persons shall be wholly responsible for the tax consequences of their personal travel. Regions shall not provide any NEO or Director with any type of gross-up or other tax protection related to use of Regions aircraft. In the event the IRS recharacterizes a flight as personal travel or otherwise determines that the taxable amount exceeds the amount reported by Regions, the Permitted Person shall be solely responsible for any additional tax or penalties.

SEATING CAPACITY RULE

Permitted Persons are encouraged to coordinate their travel to coincide with the business travel of other Permitted Persons. As such, Regions will make available to Permitted Persons the “seating capacity rule” found in the Treasury Regulations. Under this rule, if at least 50% of the aircraft’s seating capacity is used for business travel, it is possible that the personal travel of a Permitted Person on the same flight will be $0. As required by

the Treasury Regulations, this policy applies only to Permitted Persons who are employees (not including non-employee directors) of Regions and to their opposite-sex spouses and dependent children.

SCHEDULING

The CEO or his designee shall establish a procedure for scheduling the use of Regions aircraft. The CEO may designate one or more employees of Regions as an Aviation Department to whom all such scheduling requests may be directed.

In general, the Permitted Person shall submit a completed, signed trip request form to the Aviation Department as far in advance as possible.

Cancellations should be made as far in advance as possible, and any cancellations after 4:00 p.m. Central Time on the day before the flight will result in the person requesting the flight being charged a fee equal to the cost of fuel for the cancelled flight. This fee may be waived if the cancellation was due to extraordinary circumstances.

The Aviation Department will determine if the aircraft, crew, and other resources are available for the trip. If a trip request is not ideally suited for Regions’ aircraft (according to guidelines established by the CEO), or if the trip request cannot be accommodated, the Aviation Department will inform the Permitted Person at the earliest possible date.

The Aviation Department may cancel or reschedule flights to ensure compliance with this Policy, or to facilitate higher priority flights.

In the event of multiple trip requests for the same aircraft at the same time, the Chief Administrative Officer shall assist in the prioritization of the trip requests. First priority shall go to the business travel projected to provide the greatest benefit to Regions.

OTHER CONSIDERATIONS