RELATIONSHIPS BETWEEN SYNOVUS, CB&T AND
CERTAIN OF SYNOVUS' SUBSIDIARIES

Beneficial Ownership of TSYS Common Stock by CB&T
The following table sets forth the number of shares of TSYS common stock beneficially owned by CB&T, the only known beneficial owner of more than 5% of the issued and outstanding shares of TSYS common stock, as of December 31, 1999.

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CB&T, by virtue of its individual ownership of 157,455,980 shares, or 80.8%, of the outstanding shares of TSYS common stock on December 31, 1999 is able to, and intends to, elect a majority of TSYS’ Board of Directors. CB&T presently controls TSYS.

Interlocking Directorates of TSYS, Synovus and CB&T    
Seven of the sixteen members of and nominees to serve on TSYS’ Board of Directors also serve as members of the Boards of Directors of Synovus and CB&T. They are James H. Blanchard, Richard Y. Bradley, Gardiner W. Garrard, Jr., John P. Illges, III, H. Lynn Page, William B. Turner and James D. Yancey. Mason H. Lampton serves as an Advisory Director of CB&T and as a director of Synovus.

Synovus Common Stock Ownership of Directors and Management
The following table sets forth the number of shares of Synovus common stock beneficially owned by TSYS’ directors, by each executive officer named in the Summary Compensation Table on page 17 and by all directors and executive officers as a group as of December 31, 1999.

(1)	The totals shown for the following directors and executive officers of TSYS include the number of shares of Synovus common stock that each individual has the right to acquire within 60 days through the exercise of stock options:  In addition, the other executive officers of TSYS have rights to acquire an aggregate of 336,176 shares of Synovus common stock within 60 days through the exercise of stock options.
(2)	Includes 62,667 shares of Synovus common stock held by a charitable foundation of which Mr. Illges is a trustee.
(3)	Includes 264,687 shares of Synovus common stock held in a trust for which Mr. Lampton is not the trustee. Mr. Lampton disclaims beneficial ownership of such shares.
(4)	Includes 2,620,493 shares of Synovus common stock held by a charitable foundation of which Mr. Turner is a trustee, and 27,716,207 shares of Synovus common stock beneficially owned by TB&C Bancshares, Inc., of which Mr. Turner is an officer, director and shareholder.

Bankcard Data Processing Services Provided to CB&T and Certain of Synovus' Subsidiaries; Other Agreements Between TSYS, Synovus, CB&T and Certain of Synovus' Subsidiaries
During 1999, TSYS provided bankcard data processing services to CB&T and certain of Synovus’ other banking subsidiaries. The bankcard data processing agreement between TSYS and CB&T can be terminated by CB&T upon 60 days prior written notice to TSYS or terminated by TSYS upon 180 days prior written notice to CB&T. During 1999, TSYS derived $8,049,915 in revenues from CB&T and certain of Synovus’ other banking subsidiaries for the performance of bankcard data processing services and $221,844 in revenues from Synovus and its subsidiaries for the performance of other data processing services. TSYS’ charges to CB&T and Synovus’ other subsidiaries for bankcard and other data processing services are comparable to, and are determined on the same basis as, charges by TSYS to similarly situated unrelated third parties.
Synovus Service Corp., a wholly owned subsidiary of Synovus, provides various services to Synovus’ subsidiary companies, including TSYS. TSYS and Synovus Service Corp. are parties to a Lease Agreement pursuant to which Synovus Service Corp. leased from TSYS office space for lease payments aggregating $51,594 during 1999. Synovus Service Corp. also paid TSYS $382,840 during 1999 for data processing services. The terms of these transactions are comparable to those which could have been obtained in transactions with unaffiliated third parties.
TSYS and Synovus and TSYS and Synovus Service Corp. are parties to Management Agreements (having one year, automatically renewable, unless terminated, terms), pursuant to which Synovus and Synovus Service Corp. provide certain management services to TSYS. During 1999, these services included human resource services, maintenance services, security services, communications services, corporate education services, travel services, investor relations services, corporate governance services, legal services, regulatory and statutory compliance services, executive management services performed on behalf of TSYS by certain of Synovus’ officers and financial services. As compensation for management services provided during 1999, TSYS paid Synovus and Synovus Service Corp. management fees of $1,524,780 and $10,639,179, respectively. Management fees are subject to future adjustments based upon charges at the time by unrelated third parties for comparable services.
During 1999, Synovus Trust Company served as Trustee of various employee benefit plans of TSYS. During 1999, TSYS paid Synovus Trust Company trustee’s fees under these plans of $317,081.
During 1999, Columbus Depot Equipment Company, a wholly owned subsidiary of TSYS, and CB&T and nine of Synovus’ other subsidiaries were parties to Lease Agreements pursuant to which CB&T and nine of Synovus’ other subsidiaries leased from Columbus Depot Equipment Company computer related equipment for bankcard and bank data processing services for lease payments aggregating $80,490. The terms, conditions and rental rates provided for in these Agreements are comparable to corresponding terms, conditions and rates provided for in leases of similar equipment offered by unrelated third parties.
During 1999, Synovus Technologies, Inc., a wholly owned subsidiary of Synovus, paid TSYS $143,405 for data links, network services and other miscellaneous items related to the data processing services which Synovus Technologies, Inc. provides to its customers, which amount was reimbursed to Synovus Technologies, Inc. by its customers. During 1999, Synovus Technologies, Inc. paid TSYS $24,900, primarily for computer processing services. During 1999, TSYS paid Synovus Technologies $765,741 for lockbox services. The charges for processing and other services are comparable to those between unrelated third parties.
During 1999, TSYS and CB&T were parties to a Lease Agreement pursuant to which TSYS leased office space from CB&T for lease payments of $36,308. The terms, conditions and rental rates provided for in this Lease Agreement are comparable to corresponding terms, conditions and rates provided for in leases of similar facilities offered by unrelated third parties in the Columbus, Georgia area. In addition, TSYS paid CB&T $345,893 during 1999 for marketing rights. These charges are comparable to those between unrelated third parties.
During 1999, Synovus, CB&T and other Synovus subsidiaries paid to Columbus Productions, Inc. and TSYS Total Solutions, Inc., wholly owned subsidiaries of TSYS, an aggregate of $5,403,294 for printing, correspondence and facilities management services. The charges for these services are comparable to those between unrelated third parties.
During 1999, TSYS and its subsidiaries were paid $1,865,621 of interest by CB&T in connection with deposit accounts with, and commercial paper purchased from, CB&T. The interest rates paid are comparable to those provided for between unrelated third parties.
The Board of Directors of TSYS has resolved that transactions with officers, directors, key employees and their affiliates shall be approved by a majority of its independent and disinterested directors, if otherwise permitted by applicable law, and will be on terms no less favorable than could be obtained from unrelated third parties.

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