Exhibit 99.5

FORM 11-K

(Mark One)

þ		ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2009

OR

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

For the transition period from                      to                     

Commission file number 1-10312

SYNOVUS FINANCIAL CORP.
DIRECTOR STOCK PURCHASE PLAN

Financial Statements

December 31, 2009, 2008, and 2007

(With Report of Independent Registered Public Accounting Firm Thereon)

Report of Independent Registered Public Accounting Firm

The Plan Administrator
Synovus Financial Corp.

     Director Stock Purchase Plan:

We have audited the accompanying statements of financial condition of the Synovus Financial Corp. Director Stock Purchase Plan (the Plan) as of December 31, 2009 and 2008, and the related statements of operations and changes in plan equity for each of the years in the three-year period ended December 31, 2009. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial condition of the Plan as of December 31, 2009 and 2008, and the results of its operations and changes in its plan equity for each of the years in the three-year period ended December 31, 2009, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP
Atlanta, Georgia

April 23, 2010

SYNOVUS FINANCIAL CORP.
DIRECTOR STOCK PURCHASE PLAN

Statements of Financial Condition

December 31, 2009 and 2008

		2009				2008
Assets
Common stock of Synovus Financial Corp., at fair value — 2,745,795 shares (cost $28,846,841) in 2009 and 1,993,812 shares (cost $28,809,091) in 2008		$	5,628,881				16,548,639
Dividends receivable			27,480				119,947
		$	5,656,361				16,668,586
Plan Equity
Plan equity (525 and 563 participants in 2009 and 2008, respectively)		$	5,656,361				16,668,586

See accompanying notes to financial statements.

SYNOVUS FINANCIAL CORP.
DIRECTOR STOCK PURCHASE PLAN

Statements of Operations and Changes in Plan Equity

Years ended December 31, 2009, 2008, and 2007

		2009				2008				2007
Investment income (loss):
Dividend income		$	96,572				862,594				1,453,090
Realized (loss) gain on distributions to participants (note 7)			(2,424,555	)			(1,078,302	)			5,401,937
Unrealized depreciation of common stock of Synovus Financial Corp. (note 6)			(10,957,508	)			(26,744,645	)			(16,716,909	)
Total investment loss			(13,285,491	)			(26,960,353	)			(9,861,882	)
Contributions (note 5):
Participants			2,162,468				2,433,362				2,550,700
Synovus Financial Corp. and participating subsidiaries			1,081,234				1,216,682				1,275,350
Total contributions			3,243,702				3,650,044				3,826,050
Withdrawals by participants — common stock of Synovus Financial Corp., at fair value (266,196 shares in 2009, 211,257 shares in 2008, and 349,619 shares in 2007) (note 7)			(970,436	)			(2,110,596	)			(10,688,739	)
Decrease in Plan equity			(11,012,225	)			(25,420,905	)			(16,724,571	)
Plan equity at beginning of year			16,668,586				42,089,491				58,814,062
Plan equity at end of year		$	5,656,361				16,668,586				42,089,491

See accompanying notes to financial statements.

SYNOVUS FINANCIAL CORP.
DIRECTOR STOCK PURCHASE PLAN

Notes to Financial Statements

December 31, 2009, 2008, and 2007

(1)		Description of the Plan
		The Synovus Financial Corp. Director Stock Purchase Plan (the Plan) was implemented as of January 1, 1985. The Plan is designed to enable participating Synovus Financial Corp. (Synovus) and subsidiaries’ directors to purchase shares of Synovus common stock at prevailing market prices from contributions made by them and by Synovus and its participating subsidiaries (the Participating Companies).
		Synovus serves as the Plan Administrator. The Plan agent is Mellon Investor Services, LLC, hereafter referred to as “Agent.”
		Any person who currently serves or in the future is elected to serve as a member, advisory member, or emeritus member of the board of directors of any of the Participating Companies is eligible to participate in the Plan. Participants may contribute to the Plan only through automatic transfers of contributions from their designated demand deposit accounts. Contributions by directors of participating subsidiaries may not exceed $1,000 per calendar quarter. Contributions by directors of Synovus may not exceed $5,000 per calendar quarter. Matching contributions to the Plan are to be made by the Participating Companies in an amount equal to one-half of each participant’s contribution. All contributions to the Plan vest immediately.
		The Plan provides, among other things, that all expenses of administering the Plan shall be paid by Synovus. Brokers’ fees, commissions, and other transaction costs incurred in connection with the purchase in the open market of Synovus common stock under the Plan are included in the cost of such stock to each participant.
		The Plan provides that each participant may withdraw at any time all or part of the full number of shares in his or her account balance. The participant may elect to receive the proceeds in the form of shares of common stock of Synovus or in a lump-sum cash distribution.
		The Plan provides that upon termination of participation in the Plan, each former participant will receive, at his or her discretion, (i) the full number of shares of Synovus common stock held on his or her behalf by the Agent, together with a check for any fractional share interest, or (ii) a lump-sum cash distribution for the proceeds of the sale of all shares held on his or her behalf by the Agent. A participant who terminates his or her participation in the Plan may not reenter the Plan until the expiration of a six-month waiting period.
		Participation in the Plan shall automatically terminate upon termination of a participant’s status as a director whether by death, retirement, resignation, or otherwise.
		Synovus expects to maintain the Plan indefinitely, but reserves the right to terminate or amend the Plan at any time, provided, however, that no termination or amendment shall affect or diminish any participant’s right to the benefit of contributions made by him or her, or the Participating Companies prior to the date of such amendment or termination.
		Synovus reserves the right to suspend Participating Company contributions to the Plan if its board of directors feels that Synovus’ financial condition warrants such action.

(Continued)

SYNOVUS FINANCIAL CORP.
DIRECTOR STOCK PURCHASE PLAN

Notes to Financial Statements

December 31, 2009, 2008, and 2007

(2)		Summary of Significant Accounting Policies
		The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.
		The investment in Synovus common stock is stated at fair value, which is based on the closing price at year-end obtained by using market quotations on the principal public exchange market for which such securities are traded. The December 31, 2009 and 2008 fair values were $2.05 per share and $8.30 per share, respectively.
		The Plan’s investment in the common stock of Synovus is exposed to market and credit risks. Due to the level of risk associated with investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the Plan’s financial statements.
		The realized gain or loss on distributions to participants is determined by computing the difference between the average cost per share and the fair value per share at the date of the distribution to the participants, less transaction costs.
		Purchases and sales of Synovus common stock are reflected on a trade-date basis. Dividend income is accrued on the record date.
		Contributions by participants and Participating Companies are accounted for on the accrual basis. Withdrawals are accounted for upon distribution. At December 31, 2009, Plan investments include 7,533 shares held by three terminated directors who have not yet requested distribution in accordance with the terms of the Plan.
(3)		Fair Value Measurements
		The Plan estimates the fair value of its assets consistent with the provisions of the accounting standard for fair value measurements and disclosures. The accounting standard provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The three levels of the fair value hierarchy under the accounting standard are described below:

Level 1 — inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the Plan has the ability to access.

Level 2 — inputs use other inputs that are observable, either directly or indirectly. These inputs include quoted prices for similar assets and liabilities in active markets, and other inputs such as interest rates and yield curves that are observable at commonly quoted intervals.

Level 3 — inputs are unobservable inputs, including inputs that are available in situations where there is little, if any, market activity for the related asset or liability.

(Continued)

SYNOVUS FINANCIAL CORP.
DIRECTOR STOCK PURCHASE PLAN

Notes to Financial Statements

December 31, 2009, 2008, and 2007

		In instances where inputs used to measure fair value fall into different levels of the fair value hierarchy, fair value measurements in their entirety are categorized based on the lowest level input that is significant to the valuation. The Plan’s investment in Synovus common stock is considered a Level 1 input under the fair value hierarchy.
		Management of the Plan also believes that the carrying amount of the receivables is a reasonable approximation of fair value due to their short-term nature.
(4)		Tax Status of the Plan
		The Plan is not qualified under Sections 401(a) or 501(a) of the Internal Revenue Code of 1986, as amended. The Plan does not provide for income taxes because any income is taxable to the participants. Participants in the Plan must treat as compensation income their pro rata share of contributions made to the Plan by the Participating Company. Cash dividends paid on Synovus common stock purchased under the Plan will be taxable to the participants on a pro rata basis for Federal and state income tax purposes during the year any such dividend is received by the participant or the Plan. Upon disposition of the Synovus common stock purchased under the Plan, participants must treat any gain or loss as long-term or short-term capital gain or loss depending upon when such disposition occurs.

(Continued)

SYNOVUS FINANCIAL CORP.
DIRECTOR STOCK PURCHASE PLAN

Notes to Financial Statements

December 31, 2009, 2008, and 2007

(5)		Contributions
		Contributions by Participating Companies and by participants are as follows:

		2009								2008								2007
		Participating								Participating								Participating
Participating Company		Companies				Participants				Companies				Participants				Companies				Participants
Synovus Financial Corp.		$	78,750				157,500				226,250				452,500				230,000				460,000
Columbus Bank and Trust Company			127,556				255,111				77,222				154,444				81,333				162,667
Commercial Bank and Trust Company of Troup County			27,500				55,000				33,333				66,667				34,000				68,000
Commercial Bank of Thomasville			26,000				52,000				26,000				52,000				26,000				52,000
SB&T			56,722				113,444				44,667				89,333				45,333				90,667
Sumter Bank and Trust Company			—				—				18,000				36,000				18,667				37,333
The Coastal Bank of Georgia			35,889				71,778				38,789				77,578				36,333				72,667
First State Bank and Trust Company			30,667				61,333				30,667				61,333				30,667				61,333
Cohutta Banking Company			14,000				28,000				19,167				38,333				16,611				33,221
Bank of Coweta			20,000				40,000				18,667				37,333				20,000				40,000
Citizens Bank and Trust of West Georgia			—				—				—				—				30,000				60,000
First Community Bank of Tifton			20,000				40,000				20,000				40,000				20,000				40,000
Community Bank & Trust of Southeast Alabama			16,000				32,000				17,500				35,000				18,000				36,000
CB&T Bank of Middle Georgia			34,000				68,000				42,667				85,333				42,000				84,000
First Coast Community Bank			11,833				23,667				16,000				32,000				16,000				32,000
CB&T of East Alabama			12,111				24,221				12,444				24,888				12,944				25,888
Sea Island Bank			32,500				65,000				34,000				68,000				33,167				66,333
Citizens First Bank			32,167				64,333				23,833				47,667				23,167				46,333
AFB&T			32,875				65,750				25,478				50,956				24,383				48,767
Vanguard Bank and Trust			—				—				—				—				22,000				44,000
Bank of Pensacola			—				—				—				—				35,333				70,667
Coastal Bank and Trust of Florida			45,500				91,000				53,833				107,667				—				—
First Commercial Bank of Birmingham			34,000				68,000				24,833				49,667				26,000				52,000
The Bank of Tuscaloosa			44,667				89,333				46,000				92,000				47,833				95,667
Sterling Bank			20,000				40,000				20,000				40,000				20,000				40,000
First National Bank of Jasper			18,333				36,667				18,833				37,667				20,167				40,333
First Commercial Bank of Huntsville			18,667				37,333				18,167				36,333				16,389				32,778
Tallahassee State Bank			14,278				28,556				17,667				35,333				16,000				32,000
Peachtree National Bank			—				—				—				—				14,000				28,000
Citizens & Merchants State Bank			—				—				—				—				42,867				85,734
The National Bank of South Carolina			56,167				112,333				38,333				76,667				34,833				69,667
Bank of North Georgia			115,722				231,444				134,055				268,111				72,991				145,981
Georgia Bank & Trust			12,833				25,667				15,167				30,333				16,000				32,000
The Bank of Nashville			15,000				30,000				16,000				32,000				12,500				25,000
First Nation Bank			—				—				—				—				12,000				24,000
Trust One Bank			13,333				26,667				17,444				34,889				21,500				43,000
Synovus Bank of Jacksonville			20,332				40,664				21,999				43,997				21,332				42,664
Cohutta Banking Company of Tennessee			—				—				—				—				5,833				11,667
First Florida Bank			—				—				—				—				12,000				24,000
Synovus Bank			43,832				87,667				49,667				99,333				47,167				94,333
Total contributions		$	1,081,234				2,162,468				1,216,682				2,433,362				1,275,350				2,550,700

(Continued)

SYNOVUS FINANCIAL CORP.
DIRECTOR STOCK PURCHASE PLAN

Notes to Financial Statements

December 31, 2009, 2008, and 2007

(6)		Unrealized Appreciation (Depreciation) in Common Stock of Synovus Financial Corp.
		Changes in unrealized appreciation (depreciation) in Synovus common stock are as follows:

		2009				2008				2007
Unrealized (depreciation) appreciation at end of year		$	(23,217,960	)			(12,260,452	)			14,484,193
Unrealized (depreciation) appreciation at beginning of year			(12,260,452	)			14,484,193				31,201,102
Unrealized depreciation for the year		$	(10,957,508	)			(26,744,645	)			(16,716,909	)

(7)		Realized (Loss) Gain on Withdrawal/Distributions to Participants
		The realized (loss) gain on withdrawal/distributions to participants is summarized as follows:

		2009				2008				2007
Fair value at date of distribution or redemption of shares of Synovus common stock		$	970,436				2,110,596				10,688,739
Less cost (computed on an average cost basis) of shares of Synovus common stock distributed or redeemed			3,394,991				3,188,898				5,286,802
Total realized (loss) gain		$	(2,424,555	)			(1,078,302	)			5,401,937