FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549

(Mark one)

(X) QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2004

OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the transition period from______ to______

Commission file number 000-4491

CIK number 0000036966

FIRST HORIZON NATIONAL CORPORATION
(Exact name of registrant as specified in its charter)

Tennessee (State or other jurisdiction of incorporation or organization)		62-0803242 (I.R.S. Employer Identification No.)
165 Madison Avenue, Memphis, Tennessee (Address of principal executive offices)		38103 (Zip Code)

(901) 523-4444
(Registrant's telephone number, including area code)

FIRST TENNESSEE NATIONAL CORPORATION
(Former name, former address and former fiscal year,
if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes __x__ No____

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act)

Yes __x__ No____

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

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FIRST HORIZON NATIONAL CORPORATION

INDEX

Part I. Financial Information

Part II. Other Information

Signatures

Exhibit Index

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PART I.

FINANCIAL INFORMATION

Item 1. Financial Statements

The Consolidated Statements of Condition

The Consolidated Statements of Income

The Consolidated Statements of Shareholders' Equity

The Consolidated Statements of Cash Flows

The Notes to Consolidated Financial Statements

This financial information reflects all adjustments that are, in the opinion of management, necessary for a fair presentation of the financial position and results of operations for the interim periods presented.

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CONSOLIDATED STATEMENTS OF CONDITION		First Horizon National Corporation
	March 31				December 31
(Dollars in thousands)(Unaudited)	2004		2003		2003
Assets:
Cash and due from banks	$        859,091		$        962,208		$    773,294
Federal funds sold and securities
purchased under agreements to resell	564,118		267,167		381,500
Total cash and cash equivalents	1,423,209		1,229,375		1,154,794
Investment in bank time deposits	267		554		498
Trading securities	804,010		825,886		800,490
Loans held for sale	4,323,269		4,747,446		2,977,723
Securities available for sale	2,484,663		2,129,055		2,469,342
Securities held to maturity (market value of
$957 on March 31, 2004; $243,211 on
March 31, 2003; and $1,077 on December 31, 2003)	929		237,985		1,028
Loans, net of unearned income	14,212,120		11,909,771		13,990,525
Less:  Allowance for loan losses	160,685		144,484		160,333
Total net loans	14,051,435		11,765,287		13,830,192
Premises and equipment, net	355,624		255,723		350,202
Real estate acquired by foreclosure	29,877		13,962		24,075
Mortgage servicing rights, net	708,890		482,841		795,938
Goodwill	175,777		168,557		174,807
Other intangible assets, net	37,358		33,132		38,742
Capital markets receivables and other assets	2,688,860		2,921,328		1,888,859
Total assets	$  27,084,168		$   24,811,131		$ 24,506,690
Liabilities and shareholders' equity:
Deposits:
Interest-bearing	$  12,841,211		$     9,913,891		$ 11,139,758
Noninterest-bearing	4,870,703		5,090,700		4,540,213
Total deposits	17,711,914		15,004,591		15,679,971
Federal funds purchased and securities
sold under agreements to repurchase	2,028,188		3,755,503		3,079,248
Commercial paper and other short-term borrowings	363,586		346,891		227,976
Capital markets payables and other liabilities	2,715,727		2,767,094		1,901,959
Term borrowings	2,345,409		1,030,017		1,726,766
Total liabilities	25,164,824		22,904,096		22,615,920
Guaranteed preferred beneficial interests in     First Horizon's junior subordinated debentures	-		100,000		-
Preferred stock of subsidiary	448		44,417		452
Shareholders' equity
Preferred stock - no par value (5,000,000 shares authorized,
but unissued)	-		-		-
Common stock - $.625 par value (shares authorized -
400,000,000; shares issued - 123,980,548 on March 31, 2004;
125,666,395 on March 31, 2003; and 124,834,272 on
December 31, 2003)	77,488		78,541		78,021
Capital surplus	156,197		121,703		145,817
Undivided profits	1,662,677		1,536,821		1,662,699
Accumulated other comprehensive income	17,808		19,584		682
Deferred compensation on restricted stock incentive plans	(8,032)		(5,154)		(9,044)
Deferred compensation obligation	12,758		11,123		12,143
Total shareholders' equity	1,918,896		1,762,618		1,890,318
Total liabilities and shareholders' equity	$  27,084,168		$   24,811,131		$   24,506,690
See accompanying notes to consolidated financial statements.

CONSOLIDATED STATEMENTS OF INCOME	First Horizon National Corporation
	Three Months Ended
	March 31
(Dollars in thousands except per share data)(Unaudited)	2004	2003
Interest income:
Interest and fees on loans	$ 172,362	$ 157,534
Interest on investment securities	26,776	31,097
Interest on loans held for sale	42,598	55,044
Interest on trading securities	11,046	10,986
Interest on other earning assets	1,233	1,135
Total interest income	254,015	255,796
Interest expense:
Interest on deposits:
Savings	105	281
Checking interest and money market account	5,106	6,159
Certificates of deposit under $100,000 and other time	13,341	15,300
Certificates of deposit $100,000 and more	17,567	17,749
Interest on short-term borrowings	12,432	14,434
Interest on term borrowings	9,455	7,593
Total interest expense	58,006	61,516
Net interest income	196,009	194,280
Provision for loan losses	14,229	27,450
Net interest income after provision for loan losses	181,780	166,830
Noninterest income:
Mortgage banking	131,531	195,876
Capital markets	117,928	139,675
Deposit transactions and cash management	33,961	32,776
Insurance premiums and commissions	16,394	14,463
Merchant processing	16,743	12,576
Trust services and investment management	11,804	11,383
Gains on divestitures	2,000	-
Equity securities losses, net	(509)	(1,499)
Debt securities gains, net	1,394	443
All other income and commissions	38,879	36,485
Total noninterest income	370,125	442,178
Adjusted gross income after provision for loan losses	551,905	609,008
Noninterest expense:
Employee compensation, incentives and benefits	238,250	261,840
Occupancy	20,963	19,605
Equipment rentals, depreciation and maintenance	17,776	17,190
Operations services	15,399	17,758
Communications and courier	11,803	11,978
Amortization of intangible assets	2,171	1,774
All other expense	65,614	97,219
Total noninterest expense	371,976	427,364
Pretax income	179,929	181,644
Applicable income taxes	60,658	62,615
Net income	$ 119,271	$ 119,029
Earnings per common share (Note 3)	.95	.94
Diluted earnings per common share (Note 3)	.92	.91
Weighted average shares outstanding	125,535,314	126,764,004
See accompanying notes to consolidated financial statements.

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Note 1 - Financial Information

The unaudited interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States. In the opinion of management, all necessary adjustments have been made for a fair presentation of financial position and results of operations for the periods presented. The operating results for the three-month period ended March 31, 2004, are not necessarily indicative of the results that may be expected going forward. For further information, refer to the audited consolidated financial statements and footnotes included in the financial appendix to the 2004 Proxy Statement.

Stock options. First Horizon National Corporation (FHN) accounts for its employee stock-based compensation plans under the intrinsic value based method in accordance with Accounting Principles Board Opinion No. 25, "Accounting for Stock Issued to Employees." The following proforma presentation of net income and earnings per share is determined utilizing various assumptions and estimates and is based on stock option plan provisions in effect during the reportable period and may not reflect the actual impact upon adoption of a fair value based method of accounting for stock options. Had compensation cost for these plans been determined consistent with SFAS No. 123, FHN's net income and earnings per share would have been reduced to the following pro forma amounts:

Other disclosures -- Indemnification agreements and guarantees. In the ordinary course of business, FHN enters into indemnification agreements for legal proceedings against its directors and officers and standard representation warranties for underwriting agreements, merger and acquisition agreements, sold loans and other similar types of arrangements. It is not possible to estimate a maximum potential amount of payouts that could be required with such agreements.

First Horizon Home Loan Corporation (First Horizon Home Loans) services a mortgage loan portfolio of approximately $70.3 billion as of March 31, 2004, a significant portion of which is held by Government Sponsored Enterprises (GSE's) or private security holders. In connection with its servicing activities, First Horizon Home Loans guarantees the receipt of the scheduled principal and interest payments on the underlying loans. In the event of customer non-performance on the loan, First Horizon Home Loans is obligated to make the payment to the security holder. Under the terms of the servicing agreements, First Horizon Home Loans can utilize payments received from other prepaid loans in order to make the security holder whole. In the event payments are ultimately made by First Horizon Home Loans to satisfy this obligation, for loans sold with no recourse, all funds are recoverable from the GSE's at foreclosure sale.

First Horizon Home Loans is also subject to losses in its loan servicing portfolio due to loan foreclosures and other recourse obligations. Certain agencies have the authority to limit their repayment guarantees on foreclosed loans resulting in certain foreclosure costs being borne by servicers. In addition, First Horizon Home Loans has exposure on all loans sold with recourse. First Horizon Home Loans has various claims for reimbursement, repurchase obligations, and/or indemnification requests outstanding with government agencies or private investors. First Horizon Home Loans has sold certain mortgage loans with an agreement to repurchase the loans upon default. As of March 31, 2004 and 2003, First Horizon Home Loans had single-family residential loans with outstanding balances of $189.0 million and $162.9 million, respectively, that were sold on a recourse basis. For the single-family residential loans, in the event of borrower nonperformance, First Horizon Home Loans would assume losses to the ext ent they exceed the value of the collateral and private mortgage insurance, FHA insurance or VA guarantees. As of March 31, 2004, the outstanding principal balance of loans sold with limited recourse and serviced by First Horizon Home Loans was $3.7 billion down from $4.3 billion as of March 31, 2003. First Horizon Home Loans has evaluated all of its exposure under recourse obligations based on factors, which include loan delinquency status, foreclosure expectancy rates and claims outstanding. Accordingly, First Horizon Home Loans had a foreclosure reserve on the mortgage servicing portfolio of approximately $20.2 million and $30.9 million as of March 31, 2004 and 2003, respectively. While the servicing portfolio has grown from $58.2 billion on March 31, 2003 to $70.3 billion on March 31, 2004, the foreclosure reserve has decreased due to the decline in limited recourse obligations and improvements in loan delinquency status.

Note 1 - Financial Information (continued)

Standby letters of credit are conditional commitments issued by FHN to guarantee the performance and/or payment of a customer to a third party in connection with specified transactions. The credit risk involved in issuing these commitments is essentially the same as that involved in extending loan facilities to customers, as performance under any of the facilities would result in a loan being funded to the customer. Standby letters of credit outstanding as of March 31, 2004 and 2003, were $509.4 million and $469.5 million, respectively.

Accounting changes. On March 31, 2004, FHN adopted FASB Interpretation No. 46 (FIN 46-R), "Consolidation of Variable Interest Entities (revised December 2003)". FIN 46-R clarifies certain aspects of FIN 46 and provides certain entities with exemptions from the requirements of FIN 46. Additionally, FIN 46-R incorporates the guidance found in eight final FASB Staff Positions (FSPs) that had been issued prior to its release. FIN 46-R requires the consolidation by a business enterprise of variable interest entities (VIEs) in which it is the primary beneficiary. FIN 46-R also required the adoption of FIN 46, as of December 31, 2003, for all entities previously considered as special purpose entities and for all VIEs created after January 31, 2003. Upon adoption of FIN 46-R, FHN reassessed certain of its nonconsolidated interests as VIEs but did not meet the criteria of primary beneficiary and, therefore, has not consolidated any of its VIEs, including First Tennessee Capital I (Capital I ) and First Tennessee Capital II (Capital II).

On December 31, 2003, FHN adopted FASB Interpretation No. 46 (FIN 46), "Consolidation of Variable Interest Entities". Upon adoption of this standard, FHN deconsolidated its subsidiary, Capital I, which has issued $100.0 million of capital securities that are fully and unconditionally guaranteed by FHN. As a result of this deconsolidation the capital securities are no longer included on FHN's balance sheet. However, $103.1 million of junior subordinated debentures issued by FHN to Capital I are no longer eliminated in consolidation and appear in term borrowings as of December 31, 2003. FHN identified certain of its nonconsolidated interests as VIEs but did not meet the criteria of primary beneficiary and, therefore, has not consolidated any of its VIEs. During first quarter 2004, Capital II issued $200.0 million of capital securities that are fully and unconditionally guaranteed by FHN. $206.0 million of junior subordinated debentures issued by FHN to Capital II appear in term borrowings as of Ma rch 31, 2004.

On December 31, 2003, FHN adopted FASB Staff Position (FSP) FAS 106-1, "Accounting and Disclosure Requirements Related to the Medicare Prescription Drug, Improvement and Modernization Act of 2003". The Medicare Prescription Drug, Improvement and Modernization Act of 2003 (the Act) introduces a prescription drug benefit under Medicare Part D as well as a federal subsidy to sponsors of retiree health care benefit plans that provide a benefit that is at least actuarially equivalent to Medicare Part D. FSP 106-1 allows either immediate recognition or deferred recognition. FHN elected to defer recognition and will not recognize the effect of the Act until the earlier of: (1) when the underlying accounting issues are resolved by the Financial Accounting Standards Board (FASB); or (2) when plan costs have to be remeasured (e.g. for a plan amendment). FHN does not expect the impact of recognizing this benefit to be material to results of operations.

On December 31, 2003, FHN adopted SFAS No. 132 (revised 2003), "Employers' Disclosures about Pensions and Other Postretirement Benefits". This standard does not change the measurement or recognition of those plans required by SFAS No. 87 and SFAS No. 106. Additionally, the disclosure requirements of the original SFAS No. 132 have been retained. SFAS No. 132 (revised 2003) requires additional disclosure about the assets, obligations, cash flows, and net periodic benefit cost of defined benefit pension plans and other defined benefit postretirement plans. The adoption of SFAS 132 (revised 2003) did not have an impact on the results of operations.

On December 31, 2003, FHN adopted Emerging Issues Task Force (EITF) Issue No. 03-1, "The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments". EITF Issue No. 03-1 requires disclosures concerning unrealized losses related to investments in debt and marketable equity securities that are accounted for under SFAS No. 115. Disclosures include the length of time investments have been in a loss position and discussion pertaining to the nature of the impairment. The adoption of EITF Issue No. 03-1 did not have an impact on the results of operations.

On July 1, 2003, FHN adopted SFAS No. 150, "Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity", and classified its mandatorily redeemable preferred stock of subsidiary ($45.1 million on July 1, 2003) as term borrowings. Historically, the related distributions on these instruments ($4.6 million annually) were classified as noninterest expense on the Consolidated Statements of Income, but as of July 1, 2003, are classified as interest expense on a prospective basis. As required by SFAS No. 150, prior periods were not restated.

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Note 1 - Financial Information (continued)

On July 1, 2003, FHN adopted SFAS No. 149, "Amendment of Statement 133 on Derivative Instruments", which amends and clarifies financial accounting and reporting for derivative instruments, including certain derivative instruments embedded in other contracts and for hedging activities under SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities". The impact of adopting this standard was immaterial to FHN.

On January 1, 2003, FHN adopted SFAS No. 146, "Accounting for Costs Associated with Exit or Disposal Activities". This statement requires that a liability for the cost associated with an exit or disposal activity be recognized and measured initially at fair value in the period in which the liability is incurred. Prior to the effective date of this statement, costs associated with an exit or disposal plan were recognized at the date of commitment, as required under EITF Issue No. 94-3. This statement does not apply to costs associated with an exit activity that involves an entity newly acquired in a business combination or with a disposal activity covered by SFAS No. 144. The impact of adopting this statement was immaterial to FHN.

On January 1, 2003, FHN adopted the final provisions of Interpretation No. 45, "Guarantor's Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others". This interpretation elaborates on the disclosures to be made by a guarantor in interim and annual financial statements about obligations assumed under certain guarantees it has issued. It also clarifies that a guarantor is required to recognize, at the inception of a guarantee, a liability for the fair value of the obligation undertaken in issuing the guarantee. This interpretation does not prescribe a specific approach for subsequently measuring the guarantor's liability over the term of the related guarantee. This interpretation also incorporates, without change, the guidance in FASB Interpretation No. 34, "Disclosure of Indirect Guarantees of Indebtedness of Others", which is superceded. The impact of adopting this statement was immaterial to FHN.

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Note 2 - Acquisitions/Divestitures

On December 31, 2003, FHN completed the sale of substantially all of the assets and liabilities of its wholly owned subsidiary, First National Bank of Springdale (FNB) of Springdale, Arkansas to First Security Bank of Searcy, Arkansas. This transaction resulted in a divestiture gain of $12.5 million. Immediately preceding the sale, FNB had investment securities of approximately $125 million, loans of approximately $165 million, deposits of approximately $300 million and equity of approximately $40 million.

On December 31, 2003, First Horizon Merchant Services, Inc., a wholly owned subsidiary of First Tennessee Bank National Association (FTBNA), recognized a divestiture gain of $10.0 million resulting from the sale of certain merchant relationships referred by selected agent banks within the merchant portfolio to NOVA Information Systems, Inc., a subsidiary of U.S. Bancorp. During first quarter 2004, a divestiture gain of $2.0 million resulted from an earn-out on the 2003 sale of merchant relationships.

On August 1, 2003, First Horizon Merchant Services, Inc., a wholly owned subsidiary of FTBNA, acquired Global Card Services, Inc., a merchant processing company based in Orlando, Florida, for approximately $15.8 million in cash. The acquisition was immaterial to FHN.

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Note 4 - Loans The composition of the loan portfolio on March 31 is detailed below:
(Dollars in thousands)			2004		2003
Commercial:
Commercial, financial and industrial			$     4,638,980		$       4,191,259
Real estate commercial			999,831		1,081,480
Real estate construction			701,574		592,556
Retail:
Real estate residential			6,832,121		5,143,403
Real estate construction			591,941		376,201
Other retail			195,478		269,017
Credit card receivables			252,195		255,855
Loans, net of unearned income			14,212,120		11,909,771
Allowance for loan losses			160,685		144,484
Total net loans			$   14,051,435		$     11,765,287
The following table presents information concerning nonperforming loans on March 31:
(Dollars in thousands)			2004		2003 <