<PAGE>

                         The Registrant requests that the Registration Statement
                         become effective immediately upon filing pursuant to
                         Securities Act Rule 462.

     As filed with the Securities and Exchange Commission on July 28, 2000

                                                     Registration No. 333-______

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549
                               ________________

                                   FORM S-8
                            REGISTRATION STATEMENT
                                     UNDER
                          THE SECURITIES ACT OF 1933
                               _________________

                            AMSOUTH BANCORPORATION
            (Exact name of registrant as specified in its charter)

<TABLE>
    <S>                                <C>                               <C>
               Delaware                            6711                        63-0591257
    (State or other jurisdiction of    (Primary standard industrial         (I.R.S. employer
    incorporation or organization)     classification code number)       identification number)
</TABLE>

                              AmSouth-Sonat Tower
                            1900 Fifth Avenue North
                           Birmingham, Alabama 35203
                                (205) 320-7151
   (Address, including zip code, and telephone number, including area code,
                 of registrant's principal executive offices)


                            AmSouth Bancorporation
                         Employee Stock Purchase Plan
                           (full title of the Plan)
                               _________________

            STEPHEN A. YODER                            With a Copy to:
Executive Vice President, General Counsel
              and Secretary                            J. Michael Savage
                                                  Maynard, Cooper & Gale, P.C.
         AMSOUTH BANCORPORATION                     1901 Sixth Avenue North
   1901 Sixth Avenue North, Suite 920                     Suite 2400
         AmSouth/Harbert Plaza                    Birmingham, Alabama  35203
       Birmingham, Alabama 35203
             (205) 326-5319

(Name, address, including zip code, and telephone number, including area code,
                             of agent for service)
                               _________________

<TABLE>
<CAPTION>
                                        CALCULATION OF REGISTRATION FEE
============================================================================================================
                                                                       Proposed
Title of Each Class of                            Proposed Maximum     Maximum             Amount of
Securities to be               Amount to be       Offering Price       Aggregate           Registration
Registered                     Registered         Per Unit(1)          Offering Price(1)   Fee
------------------------------------------------------------------------------------------------------------
<S>                            <C>                <C>                  <C>                 <C>
Common Stock, $1.00 par
value (and associated          1,000,000 shares   $16.94 per share     $16,940,000         $4,473
Preferred Stock Purchase
Rights)
============================================================================================================
</TABLE>

(1)  Estimated only for the purpose of calculating the registration fee.  Such
estimates have been calculated in accordance with Rule 457(h)(1) and (c) under
the Securities Act of 1933 and are based upon the average of the high and low
prices reported in the consolidated reporting system of the offered securities
on July 26, 2000.
<PAGE>

     Pursuant to General Instruction E of Form S-8, the contents of AmSouth
Bancorporation's Registration Statements on Form S-8 (33-2927 and 333-27107) are
hereby incorporated herein by reference.  In addition, the following information
is included herein:

                                    PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
              --------------------------------------------------

Item 6.  Indemnification of Directors and Officers.
------   -----------------------------------------

         Section 145 of the Delaware General Corporation Law contains detailed
provisions for indemnification of directors and officers of Delaware
corporations against expenses, judgments, fines and settlements in connection
with litigation.

         The Registrant's Restated Certificate of Incorporation, as amended, and
Directors' and Officers' Liability Insurance Policy provide for indemnification
for the Registrant's directors and officers against certain liabilities.

Item 8.  Exhibits
------   --------

         The following exhibits are filed as part of this Registration
Statement:

         3.1   Restated Certificate of Incorporation of AmSouth Bancorporation
               (incorporated by reference to the Registrant's Current Report on
               Form 8-K filed October 15, 1999, Exhibit 3.1).

         3.2   Bylaws of AmSouth Bancorporation (incorporated by reference to
               the Registrant's Quarterly Report on Form 10-Q for the quarter
               ended June 30, 1997, Exhibit 3-b).

         4     Stockholder Protection Rights Agreement dated as of December 18,
               1997, ("Rights Agreement") between AmSouth Bancorporation and The
               Bank of New York, as successor to AmSouth Bank, as Rights Agent,
               including as Exhibit A the forms of Rights Certificate and of
               Election to Exercise and as Exhibit B the form of Certificate of
               Designation and Terms of Series A Preferred Stock (incorporated
               by reference to the Registrant's Report on Form 8-K filed on
               December 18, 1997, Exhibit 4.1).

         5     Opinion of Carl L. Gorday, Assistant General Counsel of
               Registrant.

         15    Letter re Unaudited Interim Financial Information

         23.1  Consent of Ernst & Young LLP

         23.2  Consent of Carl L. Gorday (included in Exhibit 5)

         24    Powers of Attorney

                                      II-1
<PAGE>

                                  SIGNATURES


  Pursuant to the requirements of the Securities Act, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Birmingham, State of Alabama, as of the 27/th/ day of
July, 2000.

                              AMSOUTH BANCORPORATION

                              By: /s/ C. Dowd Ritter
                                 -------------------------------------------
                                  C. Dowd Ritter
                                  President and Chief Executive Officer

  Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities indicated as of July 27, 2000.

                  Signature                      Title
                  ---------                      -----

    /s/ C. Dowd Ritter                       President, Chief Executive
    -------------------------------
    C. Dowd Ritter                           Officer and a Director
                                             (Principal Executive Officer)


    /s/ Sloan D. Gibson                      Vice Chairman
    -------------------------------
    Sloan D. Gibson                          and Chief Financial Officer
                                             (Principal Financial Officer)


    /s/ Robert R. Windelspecht               Executive Vice President,
    -------------------------------
    Robert R. Windelspecht                   Chief Accounting Officer, and
                                             Controller (Principal Accounting
                                             Officer)

    *                                        Chairman of the Board and
    -------------------------------
    Dennis C. Bottorff                       a Director


    *                                        A Director
    --------------------
    J. Harold Chandler


    *                                        A Director
    -------------------------------
    James E. Dalton, Jr.


    *                                        A Director
    -------------------------------
    Earnest W. Deavenport, Jr.

                                      II-2
<PAGE>

           Signature                  Title
           ---------                  -----


    *                              A Director
    --------------------------
    Rodney C. Gilbert


    *                             A Director
    --------------------------
    Elmer B. Harris


    *                              A Director
    --------------------------
    James A. Haslam II


    *                              Vice Chairman and
    --------------------------
    Thomas E. Hoaglin              a Director


    *                              A Director
    --------------------------
    Martha R. Ingram


    *                              A Director
    --------------------------
    Victoria B. Jackson


    *                              A Director
    --------------------------
    Ronald L. Kuehn, Jr.


    *                              A Director
    --------------------------
    James R. Malone


    *                              A Director
    --------------------------
    Claude B. Nielsen


    *                              A Director
    --------------------------
    John N. Palmer


    *                              A Director
    --------------------------
    Benjamin F. Payton, Ph.D.


*  Carl L. Gorday, by signing his name hereto, does sign this document on behalf
of each of the persons indicated above pursuant to powers of attorney executed
by such persons and filed with the Securities and Exchange Commission.

                          By: /s/ Carl L. Gorday
                              ------------------------------------
                              Carl L. Gorday

                                      II-3
[{"type": "S-8", "sequence": "1", "filename": "0001.txt", "description": "FORM S-8", "secsgml_size_bytes": 10557}]
{"company-data": {"conformed-name": "AMSOUTH BANCORPORATION", "cik": "0000003133", "assigned-sic": "6022", "irs-number": "630591257", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-42556", "film-number": "681615"}, "business-address": {"street1": "1900 FIFTH AVENUE NORTH", "street2": "AMSOUTH SONAT TOWER", "city": "BIRMINGHAM", "state": "AL", "zip": "35203", "phone": "2053207151"}, "mail-address": {"street1": "1900 FIFTH AVENUE", "street2": "AMSOUTH SONAT TOWER", "city": "BRIMINGHAM", "state": "AL", "zip": "35203"}, "former-company": [{"former-conformed-name": "ALABAMA BANCORPORATION", "date-changed": "19810527"}, {"former-conformed-name": "FIRST BIRMINGHAM CORP", "date-changed": "19741107"}]}
The Registrant requests that the Registration Statement
                         become effective immediately upon filing pursuant to
                         Securities Act Rule 462.

     As filed with the Securities and Exchange Commission on July 28, 2000

                                                     Registration No. 333-______

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549
                               ________________

                                   FORM S-8
                            REGISTRATION STATEMENT
                                     UNDER
                          THE SECURITIES ACT OF 1933
                               _________________

                            AMSOUTH BANCORPORATION
            (Exact name of registrant as specified in its charter)
Delaware                            6711                        63-0591257
    (State or other jurisdiction of    (Primary standard industrial         (I.R.S. employer
    incorporation or organization)     classification code number)       identification number)
AmSouth-Sonat Tower
                            1900 Fifth Avenue North
                           Birmingham, Alabama 35203
                                (205) 320-7151
   (Address, including zip code, and telephone number, including area code,
                 of registrant's principal executive offices)

                            AmSouth Bancorporation
                         Employee Stock Purchase Plan
                           (full title of the Plan)
                               _________________

            STEPHEN A. YODER                            With a Copy to:
Executive Vice President, General Counsel
              and Secretary                            J. Michael Savage
                                                  Maynard, Cooper & Gale, P.C.
         AMSOUTH BANCORPORATION                     1901 Sixth Avenue North
   1901 Sixth Avenue North, Suite 920                     Suite 2400
         AmSouth/Harbert Plaza                    Birmingham, Alabama  35203
       Birmingham, Alabama 35203
             (205) 326-5319

(Name, address, including zip code, and telephone number, including area code,
                             of agent for service)
                               _________________
CALCULATION OF REGISTRATION FEE
============================================================================================================
                                                                       Proposed
Title of Each Class of                            Proposed Maximum     Maximum             Amount of
Securities to be               Amount to be       Offering Price       Aggregate           Registration
Registered                     Registered         Per Unit(1)          Offering Price(1)   Fee
------------------------------------------------------------------------------------------------------------
Common Stock, $1.00 par
value (and associated          1,000,000 shares   $16.94 per share     $16,940,000         $4,473
Preferred Stock Purchase
Rights)
============================================================================================================
(1)  Estimated only for the purpose of calculating the registration fee.  Such
estimates have been calculated in accordance with Rule 457(h)(1) and (c) under
the Securities Act of 1933 and are based upon the average of the high and low
prices reported in the consolidated reporting system of the offered securities
on July 26, 2000.
Pursuant to General Instruction E of Form S-8, the contents of AmSouth
Bancorporation's Registration Statements on Form S-8 (33-2927 and 333-27107) are
hereby incorporated herein by reference.  In addition, the following information
is included herein:

                                    PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
              --------------------------------------------------

Item 6.  Indemnification of Directors and Officers.
------   -----------------------------------------

         Section 145 of the Delaware General Corporation Law contains detailed
provisions for indemnification of directors and officers of Delaware
corporations against expenses, judgments, fines and settlements in connection
with litigation.

         The Registrant's Restated Certificate of Incorporation, as amended, and
Directors' and Officers' Liability Insurance Policy provide for indemnification
for the Registrant's directors and officers against certain liabilities.

Item 8.  Exhibits
------   --------

         The following exhibits are filed as part of this Registration
Statement:

         3.1   Restated Certificate of Incorporation of AmSouth Bancorporation
               (incorporated by reference to the Registrant's Current Report on
               Form 8-K filed October 15, 1999, Exhibit 3.1).

         3.2   Bylaws of AmSouth Bancorporation (incorporated by reference to
               the Registrant's Quarterly Report on Form 10-Q for the quarter
               ended June 30, 1997, Exhibit 3-b).

         4     Stockholder Protection Rights Agreement dated as of December 18,
               1997, ("Rights Agreement") between AmSouth Bancorporation and The
               Bank of New York, as successor to AmSouth Bank, as Rights Agent,
               including as Exhibit A the forms of Rights Certificate and of
               Election to Exercise and as Exhibit B the form of Certificate of
               Designation and Terms of Series A Preferred Stock (incorporated
               by reference to the Registrant's Report on Form 8-K filed on
               December 18, 1997, Exhibit 4.1).

         5     Opinion of Carl L. Gorday, Assistant General Counsel of
               Registrant.

         15    Letter re Unaudited Interim Financial Information

         23.1  Consent of Ernst & Young LLP

         23.2  Consent of Carl L. Gorday (included in Exhibit 5)

         24    Powers of Attorney

                                      II-1
SIGNATURES

  Pursuant to the requirements of the Securities Act, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Birmingham, State of Alabama, as of the 27/th/ day of
July, 2000.

                              AMSOUTH BANCORPORATION

                              By: /s/ C. Dowd Ritter
                                 -------------------------------------------
                                  C. Dowd Ritter
                                  President and Chief Executive Officer

  Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities indicated as of July 27, 2000.

                  Signature                      Title
                  ---------                      -----

    /s/ C. Dowd Ritter                       President, Chief Executive
    -------------------------------
    C. Dowd Ritter                           Officer and a Director
                                             (Principal Executive Officer)

    /s/ Sloan D. Gibson                      Vice Chairman
    -------------------------------
    Sloan D. Gibson                          and Chief Financial Officer
                                             (Principal Financial Officer)

    /s/ Robert R. Windelspecht               Executive Vice President,
    -------------------------------
    Robert R. Windelspecht                   Chief Accounting Officer, and
                                             Controller (Principal Accounting
                                             Officer)

    *                                        Chairman of the Board and
    -------------------------------
    Dennis C. Bottorff                       a Director

    *                                        A Director
    --------------------
    J. Harold Chandler

    *                                        A Director
    -------------------------------
    James E. Dalton, Jr.

    *                                        A Director
    -------------------------------
    Earnest W. Deavenport, Jr.

                                      II-2
Signature                  Title
           ---------                  -----

    *                              A Director
    --------------------------
    Rodney C. Gilbert

    *                             A Director
    --------------------------
    Elmer B. Harris

    *                              A Director
    --------------------------
    James A. Haslam II

    *                              Vice Chairman and
    --------------------------
    Thomas E. Hoaglin              a Director

    *                              A Director
    --------------------------
    Martha R. Ingram

    *                              A Director
    --------------------------
    Victoria B. Jackson

    *                              A Director
    --------------------------
    Ronald L. Kuehn, Jr.

    *                              A Director
    --------------------------
    James R. Malone

    *                              A Director
    --------------------------
    Claude B. Nielsen

    *                              A Director
    --------------------------
    John N. Palmer

    *                              A Director
    --------------------------
    Benjamin F. Payton, Ph.D.

*  Carl L. Gorday, by signing his name hereto, does sign this document on behalf
of each of the persons indicated above pursuant to powers of attorney executed
by such persons and filed with the Securities and Exchange Commission.

                          By: /s/ Carl L. Gorday
                              ------------------------------------
                              Carl L. Gorday

                                      II-3