PINNACLE FINANCIAL PARTNERS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT

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                                                                   EXHIBIT 10.35

                        PINNACLE FINANCIAL PARTNERS, INC.
                      NON-QUALIFIED STOCK OPTION AGREEMENT

      THIS NON-QUALIFIED STOCK OPTION AGREEMENT (this "Agreement") is made and
entered into as of this _____ day of ______, 2006 (the "Grant Date"), by and
between Pinnacle Financial Partners, Inc., a Tennessee corporation (together
with its Subsidiaries and Affiliates, the "Company"), and __________________
(the "Optionee"). Capitalized terms not otherwise defined herein shall have the
meaning ascribed to such terms in the Pinnacle Financial Partners, Inc. 2004
Equity Incentive Plan, as amended (the "Plan").

      WHEREAS, the Company has adopted the Plan, which permits the issuance of
stock options for the purchase of shares of the common stock, par value $1.00
per share, of the Company (the "Shares"); and

      WHEREAS, the Company desires to afford the Optionee an opportunity to
purchase Shares as hereinafter provided in accordance with the provisions of the
Plan;

      NOW, THEREFORE, in consideration of the mutual covenants hereinafter set
forth and for other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, the parties hereto, intending to be legally
bound hereby, agree as follows:

Grant of Option. The Company grants as of the date of this Agreement the right
and option (the "Option") to purchase __________ Shares, in whole or in part
(the "Option Stock"), at an exercise price of $_________ per Share, on the terms
and conditions set forth in this Agreement and subject to all provisions of the
Plan. The Optionee, holder or beneficiary of the Option shall not have any of
the rights of a shareholder with respect to the Option Stock until such person
has become a holder of such Shares by the due exercise of the Option and payment
of the Option Payment (as defined in Section 3 below) in accordance with this
Agreement.

The Option shall be a non-qualified stock option. In order to provide the
Company with the opportunity to claim the benefit of any income tax deduction
which may be available to it upon the exercise of the Option, and in order to
comply with all applicable federal or state tax laws or regulations, the Company
may take such action as it deems appropriate to insure that, if necessary, all
applicable federal, state or other taxes are withheld or collected from the
Optionee.

Exercise of Option. Optionee may exercise the Option with respect to the
percentage and number of shares set forth below from and after the dates
specified below:

<TABLE>
<CAPTION>
   CUMULATIVE                                                CUMULATIVE
PERCENTAGE VESTED             DATE OF VESTING             OPTIONS EXERCISABLE
-----------------        ------------------------         -------------------
<S>                      <C>                              <C>
   ________ %            _______________, _______             __________
   ________ %            _______________, _______              __________
   ________ %            _______________, _______             __________
   ________ %            _______________, _______             __________
   ________ %            _______________, _______             __________
</TABLE>

Notwithstanding the above, each outstanding Option shall vest and become
exercisable upon the occurrence of a Change in Control, but only if and to the
extent so determined by the Committee, and shall be governed by the provisions
of Section 12 of the Plan.

Manner of Exercise. The Option may be exercised in whole or in part at any time
within the period permitted hereunder for the exercise of the Option, with
respect to whole Shares only, by serving written notice of intent to exercise
the Option substantially in the form of Exhibit A hereto delivered to the
Company at its principal office no earlier than thirty (30) days and no later
than ten (10) days prior to the date upon which Optionee desires to exercise all
or any portion of the Option, stating the number of Shares to be purchased, the
person or persons in whose name the Shares are to be registered and each such
person's address and social security number. Such notice shall not be effective
unless accompanied by payment in full of the Option Price for the number of
Shares with respect to which the Option is then being exercised (the "Option
Payment") and cash equal to the required withholding taxes as set forth by
Internal Revenue Service and applicable State

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tax guidelines for the employer's minimum statutory withholding. The Option
Payment shall be made in cash or cash equivalents or in whole Shares that have
been held by the Optionee for at least six months prior to the date of exercise
valued at the Shares' Fair Market Value on the date of exercise (or next
succeeding trading date if the date of exercise is not a trading date) or the
actual sales price of such Shares, together with any applicable withholding
taxes, or by a combination of such cash (or cash equivalents) and Shares. The
Optionee shall not be entitled to tender Shares pursuant to successive,
substantially simultaneous exercises of the Option or any other stock option of
the Company. Subject to applicable securities laws, the Optionee may also
exercise the Option by delivering a notice of exercise of the Option and by
simultaneously selling the Shares of Option Stock thereby acquired pursuant to a
brokerage or similar agreement approved in advance by proper officers of the
Company, using the proceeds of such sale as payment of the Option Payment,
together with any applicable withholding taxes. For purposes of this Agreement,
"Fair Market Value" means the clos