SYNOVUS FINANCIAL CORP — Director's Dealing 2011

May 12, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SYNOVUS FINANCIAL CORP (SNV)
CIK: 0000018349
Period of Report: 2011-05-10

Reporting Person: LAMPTON MASON H (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-05-10	Common Stock	J	3060	$2.4511	Acquired	123623	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-05-10	8.25% "Tangible Equity Units"	$	P	4250	Acquired	2013-05-15	Common Stock ()	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1395	Indirect

Footnotes

F1: Purchase through Issuer's Director Stock Purchase Plan.

F2: Includes 104 shares acquired through dividend reinvestment.

F3: Each Tangible Equity Unit or "tMEDS" is a unit composed of a prepaid stock purchase contract and a junior subordinated amortizing note due May 15, 2013 issued by the Issuer, which has an initial principal amount of $5.098197 per amortizing note and a scheduled final installment payment date of May 15, 2013.

F4: On May 15, 2013, each purchase contract will automatically settle and the Issuer will deliver a number of shares of Synovus common stock, based on the applicable market value, which is the average of the daily volume weighted average prices of Synovus common stock on each of the 20 consecutive trading days ending on the third trading day immediately preceding May 15, 2013.
- If the applicable market value equals or exceeds $3.30, Reporting Person will receive 7.5758 shares;
- If the applicable market value is greater than $2.75 but less than $3.30, Reporting Person will receive a number of shares having a value, based on the applicable market value, equal to $25; and
- If the applicable market value is less than or equal to $2.75, Reporting Person will receive 9.0909 shares. (cont'd in Footnote 5)

F5: (cont'd from Footnote 4) At any time prior to the third business day immediately preceding May 15, 2013, Reporting Person may settle the purchase contract early and the Issuer will deliver to the Reporting Person 7.5758 shares of Synovus common stock for each purchase contract settled. In addition, if a fundamental change occurs and Reporting Person elects to settle the purchase contracts early in connection with such fundamental change, Reporting Person will receive a number of shares of Synovus common stock based on a fundamental change early settlement rate.