UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 31 )*
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Synovus Financial Corp.
(Name of Issuer)
$1.00 Par Value Common Stock
(Title of Class of Securities)
87161C-10-5
(CUSIP Number)
December 31, 2005
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(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[x ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Page 1 of 8 pages
13G
CUSIP No. 87161C-10-5
--------------------------------
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
Synovus Financial Corp., as Parent Holding Company of its various
banking, investment advisory and and trust company subsidiaries,
Columbus Bank and Trust Company, as the Parent Bank of Synovus Trust
Company, and Synovus Trust Company, in various fiduciary capacities.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ] (b) [ X ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Georgia
Number of 5 SOLE VOTING POWER
Shares
Benefi- 42,856,998
cially
Owned By
Each
Reporting
Person With
6 SHARED VOTING POWER
708,071
7 SOLE DISPOSITIVE POWER
45,947,817
8 SHARED DISPOSITIVE POWER
3,532,955
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
50,227,188
(Includes Beneficial Ownership disclaimed)
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
16.1%
12 TYPE OF REPORTING PERSON
BK and HC
Page 2 of 8
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Page 3 of 8
SCHEDULE 13G UNDER THE SECURITIES
EXCHANGE ACT OF 1934
Check the following box if a fee is being paid with this statement. [ ]
1.(a) Name of Issuer: Synovus Financial Corp.
(b) Address of Issuer's Principal Executive Offices:
1111 Bay Avenue, Suite 500
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Columbus, Georgia 31901
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2.(a) & (b) Name and Principal Business Office of Persons Filing:
Synovus Trust Company, 1148 Broadway
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Columbus, Georgia 31901
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Columbus Bank and Trust Company, 1148 Broadway
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Columbus, Georgia 31901
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Synovus Financial Corp.,1111 Bay Avenue,
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Suite 500, Columbus, Georgia 31901
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(c) Citizenship:
Synovus Financial Corp. is a Georgia business corporation and its banking,
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investment advisory and trust company subsidiaries, including
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Synovus Trust Company and Columbus Bank and Trust Company, are Georgia,
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Florida, Alabama, Tennessee and national banking and business corporations
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and trust companies.
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(d) Title of class of securities: $1.00 par value common stock.
(e) CUSIP No. 87161C-10-5
3.Check whether person filing is a:
(a) [ ] Broker or Dealer registered under Section 15 of the Act
(b) [X] Bank as defined in section 3(a)(6) of the Act
Page 4 of 8
(c) [ ] Insurance Company as defined in section 3(a)(19)
of the Act
(d) [ ] Investment Company registered under section 8 of
the Investment Company Act
(e) [ ] Investment Adviser in accordance with ss. 240-13d
- 1(b)(1)(ii)(E)
(f) [ ] An employee benefit plan or endowment fund in
accordance with ss. 240.13d-1(b)(1)(ii)(F)
(g) [X] A parent holding company or control person in
accordance with ss. 240.13d-1(b)(ii)(G) (Note: See
Item 7)
(h) [ ] A savings association as defined in Section 3(b)
of the Federal Deposit Insurance Act (12 U.S.C. 1813)
(i) [ ] A church plan that is excluded from the
definition of an investment company under section
3(c)(14) of the Investment Company Act of 1940 (15
U.S.C. 80a-3)
(j) [ ] Group, in accordance with ss.
240.13d-1(b)(1)(ii)(J)
4. Ownership:
(a) Amount Beneficially Owned (Includes shares as to which
beneficial ownership is disclaimed):
December 31, 2005 50,227,188
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(b) Percent of Class: 16.1%
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(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote
42,856,998
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(ii) Shared power to vote or to direct the vote
708,071
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(iii) Sole power to dispose or to direct the disposition of
45,947,817
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Page 5 of 8
(iv) Shared power to dispose or to direct the disposition of
3,532,955
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For an additional discussion on this item, see Exhibit "A".
5. Ownership of Five Percent or Less of a Class.
Not Applicable
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6. Ownership of More than Five Percent on Behalf of Another Person.
See Exhibit "A"
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7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company.
See Exhibit "A"
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8. Identification and Classification of Members of the Group.
See Exhibit "B"
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9. Notice of Dissolution of Group.
Not Applicable
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Page 6 of 8
10. Certification. By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above were acquired
and are held in the ordinary course of business and were not acquired
and are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were not
acquired and are not held in connection with or as a participant in any
transaction having that purpose or effect. After reasonable inquiry and
to the best of my knowledge and belief, I certify that the information
set forth in this statement is true, complete and correct.
SYNOVUS FINANCIAL CORP.
By:
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Date G. Sanders Griffith, III
Senior Executive Vice President
COLUMBUS BANK AND TRUST
COMPANY
By:
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Date Jon C. Dodds
Executive Vice President
SYNOVUS TRUST COMPANY, N.A.
By:
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Date George G. Flowers
President
Page 7 of 8
EXHIBIT "A"
As of December 31, 2005, Synovus Trust Company, a wholly-owned trust
company subsidiary of Columbus Bank and Trust Company, a wholly-owned banking
subsidiary of Synovus Financial Corp., all of which are signatory parties
hereto, possessed in various fiduciary capacities, the right to receive or the
power to direct the receipt of dividends from, or the proceeds from the sale of
50,206,073, or 16.1%, of the class of the securities which is the subject of
this report, as set forth below, the beneficial ownership of which is
disclaimed. The other known persons having, in various fiduciary or advisory
capacities, the right, as of December 31, 2005, to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of, the
class of securities which is the subject of this report, are other banking,
investment advisory and trust company subsidiaries of Synovus Financial Corp.,
the beneficial ownership of which is also disclaimed. None of such other
subsidiaries, as of December 31, 2005, individually or in the aggregate,
possessed such right or power relating to more than five percent of the class of
securities which is the subject of this report.
Held by Synovus Trust Company in various fiduciary capacities as of
December 31, 2005:
Sole Shared Sole Power Shared Power
Voting Power Voting Power To Dispose To Dispose
------------ ------------ ---------- ------------
42,856,998 708,071 45,947,817 3,511,840
Page 8 of 8
EXHIBIT "B"
Columbus Bank and Trust Company, a Georgia banking corporation, and its
wholly-owned subsidiary, Synovus Trust Company, a nationally-chartered trust
company, are each banks as defined in Section 3(a)(6) of the Securities Exchange
Act of 1934 (the "Act"). Synovus Financial Corp., a Georgia business
corporation, is the parent holding company of Columbus Bank and Trust Company
and Synovus Trust Company in accordance with Regulation 240.13d-1(b)(1) (ii) (G)
promulgated under the Act.