Exhibit 10(p)

                        RESOLUTIONS OF BOARD OF DIRECTORS
                     OF FIRST TENNESSEE NATIONAL CORPORATION
                                JANUARY 20, 2004
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         BE IT RESOLVED, that the following benefits, be, and they hereby are,
reapproved as additional compensation to non-employee directors for service to
the Corporation as a director: a personal account executive, a no fee personal
checking account for the director and the director's spouse, a FirstCheck card,
a no fee VISA gold card, no fee for a safe deposit box, traveler's checks, and
cashier's checks, and if the Board has authorized a stock repurchase program,
the repurchase of shares of Corporation common stock at the day's
volume-weighted average price with no payment of any fees or commissions if the
repurchase of the director's shares is otherwise permissible under the program
that has been authorized.

         FURTHER RESOLVED, that these benefits are approved for calendar year
2004 and future years unless and until the Board modifies or terminates such
benefits.