Page 1 of 10 pages



                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549


                                 SCHEDULE 13G

                   Under the Securities Exchange Act of 1934

                              (Amendment No. 3)*



                        ALABAMA NATIONAL BANCORPORATION

                               (Name of Issuer)

                                 Common Stock
                        (Title of Class of Securities)


                                  010317-10-5
                                  -----------
                                (CUSIP Number)

                                Not Applicable
                  ___________________________________________
            (Date of Event Which Requires Filing of this Statement)

 Check the appropriate box to designate the rule pursuant to which this
 Schedule is filed:

    [X]  Rule 13d-1(b)
    [ ]  Rule 13d-1(c)
    [ ]  Rule 13d-1(d)

 *The remainder of this cover page shall be filled out for a reporting
 person's initial filing on this form with respect to the subject class of
 securities, and for any subsequent amendment containing information which
 would alter the disclosures provided in a prior cover page.

 The information required in the remainder of this cover page shall not be
 deemed  to be "filed" for the purpose of Section 18 of the Securities
 Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that
 section of the Act but shall be subject to all other provisions of the Act
 (however, see the Notes).



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CUSIP NO. 010317-10-5                                        Page 2 of 10 pages

-------------------------------------------------------------------------------
      NAMES OF REPORTING PERSONS.
 1    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).

            AmSouth Bancorporation
            No. 63-0591257
------------------------------------------------------------------------------
      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
 2                                                              (a) [_]
                                                                (b) [_]

------------------------------------------------------------------------------
      SEC USE ONLY
 3


------------------------------------------------------------------------------
      CITIZENSHIP OR PLACE OF ORGANIZATION
 4
                     Delaware

------------------------------------------------------------------------------
                          SOLE VOTING POWER
                     5
     NUMBER OF
                          N/A
      SHARES       -----------------------------------------------------------
                          SHARED VOTING POWER
   BENEFICIALLY      6
                          N/A
     OWNED BY
                   -----------------------------------------------------------
       EACH               SOLE DISPOSITIVE POWER
                     7
    REPORTING
                          N/A
      PERSON       -----------------------------------------------------------
                          SHARED DISPOSITIVE POWER
       WITH          8
                          N/A
------------------------------------------------------------------------------
      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 9
                          N/A
------------------------------------------------------------------------------
      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
10    (SEE INSTRUCTIONS)
                                                                    [_]

------------------------------------------------------------------------------
      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11
                          N/A

------------------------------------------------------------------------------
      TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
12
          HC

------------------------------------------------------------------------------



------------------------------------------------------------------------------

CUSIP No.  010317-10-5                                      Page 3 of 10 pages

------------------------------------------------------------------------------
      NAMES OF REPORTING PERSONS.
 1    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).

            AmSouth Bank
            No. 63-0935103
------------------------------------------------------------------------------
      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
 2                                                              (a) [_]
                                                                (b) [_]

------------------------------------------------------------------------------
      SEC USE ONLY
 3


------------------------------------------------------------------------------
      CITIZENSHIP OR PLACE OF ORGANIZATION
 4
                     Alabama

------------------------------------------------------------------------------
                          SOLE VOTING POWER
                     5
     NUMBER OF
                          N/A
      SHARES       -----------------------------------------------------------
                          SHARED VOTING POWER
   BENEFICIALLY      6
                          N/A
     OWNED BY
                   -----------------------------------------------------------
       EACH               SOLE DISPOSITIVE POWER
                     7
    REPORTING             N/A

      PERSON       -----------------------------------------------------------
                          SHARED DISPOSITIVE POWER
       WITH          8
                          N/A
------------------------------------------------------------------------------
      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 9
                          N/A
------------------------------------------------------------------------------
      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
10    (SEE INSTRUCTIONS)
                                                                    [_]

------------------------------------------------------------------------------
      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11
                          N/A

------------------------------------------------------------------------------
      TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
12
          BK

------------------------------------------------------------------------------



                                                              Page 4 of 10 pages

                                AMENDMENT NO. 3
                                      TO
                                 STATEMENT ON
                                 SCHEDULE 13G
                                FILED WITH THE
                      SECURITIES AND EXCHANGE COMMISSION
                                 ON BEHALF OF
                            AMSOUTH BANCORPORATION
                                      AND
                                 AMSOUTH BANK

             Report for the Calendar Year Ended December 31, 2001

 Item 1(a)  Name of Issuer:
 ---------

            Alabama National Bancorporation

 Item 1(b)  Address of Issuer's Principal Executive Offices:
 ---------

            1927 First Avenue North
            Birmingham, Alabama 35203

 Item 2(a)  Name of Persons Filing:
 ---------


            AmSouth Bancorporation
            AmSouth Bank

 Item 2(b)  Address of Principal Business Office or, if none, Residence:
 ---------


            AmSouth Bancorporation
            AmSouth/Sonat Tower
            1900 Fifth Avenue North
            Birmingham, Alabama  35203

            AmSouth Bank
            AmSouth/Sonat Tower
            Birmingham, Alabama  35203

 Item 2(c)  Citizenship:
 ---------


            AmSouth Bancorporation is a Delaware corporation.  AmSouth Bank
            is a bank organized under the laws of the State of Alabama.

 Item 2(d)  Title of Class of Securities:
 ----------

            Common stock

 Item 2(e)  CUSIP Number:  010317-10-5
 ---------



                                                              Page 5 of 10 pages

Item 3    If this Statement is filed pursuant to Rules 13d-1(b) or  13d-
--------
          2(b) or (c), check whether the person filing is a:

          (a)     [ ]  Broker or Dealer registered under Section 15 of the
                       Act (15 U.S.C. 78o)

          (b)     [X]  Bank as defined in Section 3(a)(6) of the Act (15
                       U.S.C. 78c)

          (c)     [ ]  Insurance Company as defined in Section 3(a)(19) of
                       the Act (15 U.S.C. 78c)

          (d)     [ ]  Investment Company registered under Section 8 of the
                       Investment Company Act of 1940 (15 U.S.C. 80a-8)

          (e)     [ ]  An investment adviser in accordance with
                       (S)240.13d-1(b)(1)(ii)(E)

          (f)     [ ]  An employee benefit plan or endowment fund in
                       accordance with (S)240.13d-1(b)(1)(ii)(F)

          (g)     [X]  A parent holding company or control person in
                       accordance with (S)240.13d-1(b)(1)(ii)(G)

          (h)     [ ]  A savings association as defined in Section 3(b) of
                       the Federal Deposit Insurance Act (12 U.S.C. 1813)

          (i)     [ ]  A church plan that is excluded from the definition of
                       an investment company under section 3(c)(14) of the
                       Investment Company Act of 1940 (15 U.S.C. 80a-3)

          (j)     [ ]  Group, in accordance with (S)240.13d-1(b)(1)(ii)(J)

  Item 4  Ownership
  ------

          (a)     Amount Beneficially Owned:

                  Not Applicable.

                  This statement is being filed to report that the reporting
                  persons have ceased to be beneficial owners of more than five
                  percent of the class of securities.



                                                              Page 6 of 10 pages


  Item 5  Ownership of Five Percent or Less of a Class
  ------
          If this statement is being filed to report the fact that, as
          of the date hereof, the reporting persons have ceased to be the
          beneficial owners of more than five percent of the class of
          securities, check the following: [X]


  Item 6  Ownership of More than Five Percent on Behalf of Another Person
  ------
          Not Applicable

  Item 7  Identification and Classification of the Subsidiary Which
  ------
          Acquired the Security Being Reported on by the Parent Holding
          Company or Control Person

          See Exhibit 1.

  Item 8  Identification and Classification of Members of the Group
  ------


          Not applicable.

  Item 9  Notice of Dissolution of Group
  -------


          Not applicable.



                                                              Page 7 of 10 pages

  Item 10 Certification
  -------


          By signing below I certify that, to the best of my knowledge and
          belief, the securities referred to above were acquired and are held in
          the ordinary course of business, and were not acquired and are not
          held for the purpose of or with the effect of changing or influencing
          the control of the issuer of the securities, and were not acquired and
          are not held in connection with or as a participant in any transaction
          having that purpose or effect.

  Signatures:
  -----------


       After reasonable  inquiry and to the best of my knowledge and
  belief, I certify that the information set forth in this Statement is true,
  complete and correct.

  February 14, 2002
  -----------------
  Date

  AMSOUTH BANCORPORATION

  Carl L. Gorday


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

  Carl L. Gorday, Assistant Secretary
  -----------------------------------
  Name/Title



                                                              Page 8 of 10 pages


       After reasonable inquiry and to the best of my knowledge and
  belief, I certify that the information set forth in this Statement is true,
  complete and correct.



  February 14, 2002
  -----------------
  Date



  AMSOUTH BANK


  Carl L. Gorday


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


  Carl L. Gorday, Assistant Secretary
  -----------------------------------
  Name/Title



                                                              Page 9 of 10 pages

                                   EXHIBIT 1
                                      TO
                                AMENDMENT NO. 3
                                      TO
                                 STATEMENT ON
                                 SCHEDULE 13G
                                FILED WITH THE
                      SECURITIES AND EXCHANGE COMMISSION
                                 ON BEHALF OF
                            AMSOUTH BANCORPORATION
                                      AND
                                 AMSOUTH BANK


             Report for the Calendar Year Ended December 31, 2001


       The securities covered by this Statement are held in a fiduciary
  capacity by the following subsidiary of AmSouth Bancorporation, which is a
  bank as defined in Section 3(a)(6) of the Securities Exchange Act of 1934,
  and classified in Item 3(b) of Schedule 13G:


                AmSouth Bank



                                                             Page 10 of 10 pages

                                   EXHIBIT 2
                                      TO
                                AMENDMENT NO. 3
                                      TO
                                 STATEMENT ON
                                 SCHEDULE 13G
                                FILED WITH THE
                      SECURITIES AND EXCHANGE COMMISSION
                                 ON BEHALF OF
                            AMSOUTH BANCORPORATION
                                      AND
                                 AMSOUTH BANK

             Report for the Calendar Year Ended December 31, 2001


       The undersigned, AmSouth Bancorporation and AmSouth Bank, hereby
  agree that the foregoing Statement on Schedule 13G is filed on behalf of
  each of them.


         AMSOUTH BANCORPORATION



         By: /s/ Carl L. Gorday
             ------------------
             Carl L. Gorday, Assistant Secretary



         AMSOUTH BANK



         By: /s/ Carl L. Gorday
             ------------------
             Carl L. Gorday, Assistant Secretary