FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * REED WILLIAM R JR   2. Issuer Name and Ticker or Trading Symbol SUNTRUST BANKS INC [STI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Vice Chairman (Last) (First) (Middle) 303 PEACHTREE STREET 3. Date of Earliest Transaction (Month/Day/Year) 08/29/2006 (Street) ATLANTA, GA 30308 4. If Amendment, Date 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 (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 08/01/2006   G V 48,589 A (1) 48,589 D   Common Stock 08/29/2006   S   10,000 D $ 76.75 38,589 D   Common Stock 08/29/2006   S   300 D $ 77.02 38,289 D   Common Stock 08/30/2006   S   5,896 D $ 76.4 32,393 D   Common Stock               30,054.296 I 401(k) (2) Common Stock 08/01/2006   G V 48,589 D (1) 124,200 I Spouse

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Option (3)

$ 48.33

10/01/2004

01/14/2013

Common Stock

2,069

2,069

D

Option (3)

$ 52.09

10/01/2004

01/15/2012

Common Stock

1,919

1,919

D

Option (3)

$ 48.33

01/14/2004

01/14/2013

Common Stock

24,347

24,347

D

Option (3)

$ 52.09

01/15/2003

01/15/2012

Common Stock

36,157

36,157

D

Option (4)

$ 49.97

01/16/2002

01/16/2011

Common Stock

19,168

19,168

D

Option (4)

$ 31.93

07/05/2001

07/05/2010

Common Stock

49,530

49,530

D

Option (4)

$ 35.84

01/14/1999

01/14/2009

Common Stock

12,383

12,383

D

Option (5)

$ 56.17

10/01/2004

01/21/2014

Common Stock

49,926

49,926

D

Option (6)

$ 71.24

10/01/2007

10/01/2014

Common Stock

100,000

100,000

D

Option (6)

$ 71.03

02/14/2009

02/14/2016

Common Stock

47,734

47,734

D

Phantom Stock Units (7)

(7)

(7)

(7)

Common Stock

1,306.639

1,306.639

D

Phantom Stock Units (8)

(8)

(8)

(8)

Common Stock

53.0201

53.0201

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
REED WILLIAM R JR 303 PEACHTREE STREET ATLANTA, GA 30308			Vice Chairman

Signatures

David A. Wisniewski, Attorney-in-Fact for William R. Reed, Jr.		08/31/2006
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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).
(1)	This transaction is a gift.
(2)	Acquired under the National Commerce Financial Corporation Investment Plan, which was frozen on 12/31/04, and merged into the SunTrust Banks, Inc. 401(k) Plan on July 1, 2005. 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.
(3)	Granted pursuant to the National Commerce Financial Corporation Amended and Restated Long-Term Incentive Plan.
(4)	Granted pursuant to the National Commerce Financial Corporation 1994 Stock Plan, Amended and Restated.
(5)	Granted pursuant to the National Commerce Financial Corporation 2003 Stock and Incentive Plan.
(6)	Granted pursuant to the SunTrust Banks, Inc. 2004 Stock Plan.
(7)	Acquired under the National Commerce Bancorporation Deferred Compensation Plan, which is a frozen plan. These phantom stock units convert to common stock on a one-for-one basis. Payouts occur annually in January, ending in 2009.
(8)	The reported phantom stock units were acquired under SunTrust Banks, Inc.'s 401(k) excess benefit plan. These phantom stock units convert to common stock on a one-for-one basis.

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