-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, F5CEzR86O/koeF3QCFyqq56rHpvzSL+Tv7/Aym7xwrxSknVJ8l7zyo3j51ZoON1L NRKSKVKah7fxihvfeK3iWA== 0000950152-98-005738.txt : 19980701 0000950152-98-005738.hdr.sgml : 19980701 ACCESSION NUMBER: 0000950152-98-005738 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19971231 FILED AS OF DATE: 19980630 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIFTH THIRD BANCORP CENTRAL INDEX KEY: 0000035527 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 310854434 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 000-08076 FILM NUMBER: 98657902 BUSINESS ADDRESS: STREET 1: 38 FOUNTAIN SQ PLZ STREET 2: FIFTH THIRD CENTER CITY: CINCINNATI STATE: OH ZIP: 45263 BUSINESS PHONE: 5135795300 11-K 1 FIFTH THIRD BANCORP FORM 11-K 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 1997 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 (NO FEE REQUIRED) For the transition period from _________________ to __________________ Commission file number 0-08076 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: THE FIFTH THIRD BANCORP MASTER PROFIT SHARING PLAN 38 Fountain Square Plaza, Cincinnati, Ohio 45263 B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: FIFTH THIRD BANCORP 38 Fountain Square Plaza, Cincinnati, Ohio 45263 2 FINANCIAL STATEMENTS AND EXHIBITS The following exhibits and financial statements are filed as part of this annual report: Exhibit 23 Independent Auditors' Consent Exhibit 99 Financial Statements and Supplemental Schedules of The Fifth Third Bancorp Master Profit Sharing Plan for the years ended December 31, 1997 and 1996 SIGNATURES The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, The Fifth Third Bank Pension and Profit Sharing Committee has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. THE FIFTH THIRD BANCORP MASTER PROFIT SHARING PLAN Date: June 30, 1998 By: /s/ MICHAEL K. KEATING ----------------------- Michael K. Keating Member, Pension and Profit Sharing Committee 3 Exhibit 23 INDEPENDENT AUDITORS' CONSENT We consent to the incorporation by reference in Registration Statement No. 33-55553 of Fifth Third Bancorp on Form S-8 of our report dated May 29, 1998, appearing in this Annual Report on Form 11-K of The Fifth Third Bancorp Master Profit Sharing Plan for the year ended December 31, 1997. /s/ DELOITTE & TOUCHE LLP Cincinnati, Ohio June 29, 1998 4 -------------------------------------------------------- THE FIFTH THIRD BANCORP MASTER PROFIT SHARING PLAN Financial Statements and Supplemental Schedules for the Years Ended December 31, 1997 and 1996 and Independent Auditors' Report for Inclusion in the Annual Report (Form 5500) to the Internal Revenue Service 5 THE FIFTH THIRD BANCORP MASTER PROFIT SHARING PLAN INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES FOR THE FIFTH THIRD BANCORP MASTER PROFIT SHARING PLAN FOR THE YEARS ENDED DECEMBER 31, 1997 AND 1996 - --------------------------------------------------------------------------------
PAGE INDEPENDENT AUDITORS' REPORT 1 FINANCIAL STATEMENTS: Statements of Net Assets Available for Benefits as of December 31, 1997 and 1996 2 Statements of Changes in Net Assets Available for Benefits for the Years Ended December 31, 1997 and 1996 3 Notes to Financial Statements 4-9 SUPPLEMENTAL SCHEDULES: Assets Held for Investment Purposes - Item 27(a) as of December 31, 1997 10-11 Reportable Transactions - Item 27(d) for the Year Ended December 31, 1997 12 SUPPLEMENTAL SCHEDULES OMITTED - The following supplemental schedules are omitted because of the absence of conditions under which they are required: Assets Acquired and Disposed Within the Plan Year Party-in-Interest Transactions Obligations in Default Leases in Default
6 INDEPENDENT AUDITORS' REPORT Fifth Third Bancorp and the Trustees of The Fifth Third Bancorp Master Profit Sharing Plan: We have audited the accompanying statements of net assets available for benefits of The Fifth Third Bancorp Master Profit Sharing Plan (Plan) as of December 31, 1997 and 1996, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 1997 and 1996, and the changes in net assets available for benefits for the years then ended in conformity with generally accepted accounting principles. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules listed in the accompanying index are presented for the purpose of additional analysis and are not a required part of the basic financial statements, but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These schedules are the responsibility of the Plan's management. Such schedules have been subjected to the auditing procedures applied in the audit of the basic 1997 financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to the basic 1997 financial statements taken as whole. May 29, 1998 7 THE FIFTH THIRD BANCORP MASTER PROFIT SHARING PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 1997 AND 1996 - --------------------------------------------------------------------------------
1997 1996 INVESTMENTS, At fair value (Notes 2,3,4): Common stock of Fifth Third Bancorp $ 45,906,059 $ 16,977,161 Collective Funds: Cash equivalents 4,449,284 8,125,381 Fixed income 64,590,008 61,644,860 Equity 117,245,802 95,417,751 Mutual Funds 32,458,896 27,867,239 U.S. Government and agency securities 5,996,851 Participant notes receivable 491,893 40,626 ------------- ------------- Total investments 271,138,793 210,073,018 ACCRUED INVESTMENT INCOME 265,610 92,597 CONTRIBUTIONS RECEIVABLE FROM SUBSIDIARIES OF FIFTH THIRD BANCORP 2,660,736 - CONTRIBUTIONS RECEIVABLE FROM PARTICIPANTS - 222,029 CASH (OVERDRAFT) 978 (4,038) OTHER LIABILITY (Note 4) - (1,004,143) ------------- ------------- NET ASSETS AVAILABLE FOR BENEFITS $ 274,066,117 $ 209,379,463 ============= =============
See notes to financial statements. -2- 8 THE FIFTH THIRD BANCORP MASTER PROFIT SHARING PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEARS ENDED DECEMBER 31, 1997 AND 1996 - --------------------------------------------------------------------------------
1997 1996 ADDITIONS: Income from investments: Interest $ 659,602 $ 617,557 Dividends 1,401,101 1,698,824 Net appreciation in fair value of investments (Note 3) 59,438,703 24,049,358 ------------- ------------- Total income from investments 61,499,406 26,365,739 ------------- ------------- Contributions from subsidiaries of Fifth Third Bancorp- (net of participants' elective cash payments of $0 and $2,862,969 in 1997 and 1996, respectively (Note 1) 11,252,504 17,895,857 Contributions from participants (Note 1) 6,946,111 5,755,052 ------------- ------------- Total contributions 18,198,615 23,650,909 ------------- ------------- Other 115,586 Transfer of plan assets from acquired banks (Note 5) 2,577,473 3,176,920 ------------- ------------- Total additions 82,391,080 53,193,568 ------------- ------------- DEDUCTIONS: Benefits paid to participants (Note 1) (17,591,057) (14,656,636) Other disbursements (113,369) (93,761) ------------- ------------- Total deductions (17,704,426) (14,750,397) ------------- ------------- INCREASE IN NET ASSETS AVAILABLE FOR BENEFITS 64,686,654 38,443,171 NET ASSETS AVAILABLE FOR BENEFITS: Beginning of year 209,379,463 170,936,292 ------------- ------------- End of year $ 274,066,117 $ 209,379,463 ============= =============
See notes to financial statements. -3- 9 THE FIFTH THIRD BANCORP MASTER PROFIT SHARING PLAN NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- 1. DESCRIPTION OF PLAN The following brief description of The Fifth Third Bancorp Master Profit Sharing Plan (the "Plan") is provided for general information purposes only. Participants should refer to the Plan agreement for more complete information. GENERAL - The Plan is a defined contribution profit sharing plan with separate accounts maintained for each participant. Each regular employee of a participating Fifth Third Bancorp ("Bancorp") subsidiary, if employed before November 1, 1996, automatically became a participant on the first payroll date after becoming an employee. Employees whose employment commenced on or after November 1, 1996 shall become participants after one year of service. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"). The original Plan became effective December 31, 1954 and was last amended in its entirety effective November 1, 1996. As a result of this amendment, modifications to vesting, funding, and contributions became effective on January 1, 1997. ADMINISTRATION - The Fifth Third Bank, a wholly-owned subsidiary of Bancorp, serves as the trustee of the Plan. The investment assets of the Plan are held in separate trust funds by Fifth Third Investment Advisors where such assets are managed. FUNDING AND VESTING - The Bancorp's contribution to the Plan is an amount determined annually by the Board of Directors of the Bancorp. The contribution by the Bancorp and any nonvested balances remaining in the accounts of participants who terminate their employment are allocated to participants in the proportion that the compensation of each participant bears to the compensation of all participants for the Plan year. Gains and losses under the Plan, including income from investments and changes in the market value of investments, are allocated to participants in proportion to their respective interests in the Plan as of the preceding valuation date, reduced by any payments to retired participants made during the period. During 1996, participants could elect to receive up to 50% of their allocation of Bancorp contributions in cash (elective cash payments) rather than having it credited to their account. Elective cash payments totaled $2,862,969 for the year ended December 31, 1996 and have been excluded from contributions and benefits paid in the accompanying statements of changes in net assets available for benefits. Elective cash options were frozen on December 31, 1996 and this option was eliminated. For the 1996 Plan year, the elective portion of Bancorp contributions credited to participants accounts is vested immediately. The remaining portion of Bancorp contributions, under the frozen vesting account, become vested 30% after three full years of participation, an additional 10% after the fourth year, and an additional 20% each year thereafter until fully vested. -4- 10 For the 1997 Plan year, Bancorp contributions, as a percentage of annual salary, are allocated to eligible employees according to the following schedule: 0% - Less than one year of service 25% - One year of service, but less than two years of service 50% - Two years of service, but less than three years of service 75% - Three years of service, but less than four years of service 100% - Four years of service or more Employees are 100% vested in these contributions. The Plan permits voluntary contributions from participants up to 8% of their compensation, subject to statutory limitations. Such contributions are credited directly to the participants' accounts and are fully vested. Contributions may be allocated to the available investment options at the discretion of the participant. TERMINATION - Although it has not expressed its intention to do so, the Fifth Third Bank has the right under the Plan to discontinue the contributions of any participating Bancorp subsidiary at any time and to amend or terminate the Plan subject to the provisions set forth in ERISA. If the Plan were to be terminated, the value of the proportionate interest of each participant would be determined as of the date of termination, and this amount would be fully vested and nonforfeitable. BENEFITS - The Plan provides for payment of normal retirement benefits of accumulated vested amounts upon reaching age 65 and has provisions for early withdrawals of vested benefits in instances of early retirement, disability, death, termination of employment, and financial hardship. Benefits are generally payable in the form of lump-sum payments or periodic payments. BENEFITS PAYABLE - Benefits payable, consisting of amounts owed but not paid as of December 31 for payments to terminated employees, are not recorded as a liability within the financial statements. Benefits payable as of December 31, 1997 and 1996 were $2,119,798 and $1,009,252, respectively. TAX STATUS - The Internal Revenue Service has determined and informed the Bancorp by a letter dated September 18, 1997, that the Plan and related trust are designed in accordance with applicable sections of the Internal Revenue Code (IRC). The Plan has been amended since receiving the determination letter. However, the Plan administrator and the Plan's tax counsel believe that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC. Therefore, no provision for income taxes has been included in the Plan's financial statements. INVESTMENT OPTIONS - The Balanced Fund is the basic investment option which is offered to participants. The Balanced Fund contains investments in collective funds invested in money market accounts, equity securities, guaranteed investment contracts, mutual funds and other fixed income securities. The Plan also allows the common stock of Fifth Third Bancorp as an investment option within the Balanced Fund for all participants. Participants who are age 50 and older or become permanently disabled may elect, within specified time periods, to invest their accounts in a Conservative Fund which contains investments in U.S. Government Securities, and collective funds invested in money market accounts, guaranteed investment contracts, U.S. Government Securities and other fixed income securities. In 1990, a fund was established to hold the assets of the merged First Ohio Bancshares Profit Sharing Plan. This Stock Fund contains investments in money market accounts and Fifth Third Bancorp common stock. In 1993, two new funds were established, the Fountain Square Quality Growth Fund and the Fountain Square Mid Cap Fund. In 1994, the Fountain Square International Equity Fund was established. The addition of these funds was made to allow Bancorp employees to choose from six investment options, (Balanced, Conservative, Quality Growth, Mid Cap, -5- 11 Stock, and International Equity) with their contributions. The Quality Growth, Mid Cap and International Equity funds are mutual funds. During 1996, the Participant Loan Fund was established. PARTICIPANT NOTES RECEIVABLE - Effective as of November 1, 1996, participants may borrow from certain of their fund accounts a minimum of $1,000 up to the lesser of $50,000 or 50% of the nonforfeitable portion of their account balance. Loan transactions are treated as a transfer to (from) the investment fund from (to) the Participant Loan Fund. Each loan, by its terms, is required to be repaid within 5 years. The loans are secured by the balance in the participant's account and bear interest at a rate equal to the rate charged by the Bank on a similar loan as determined quarterly by the plan administrator. Interest rates on loans originated during 1997 were 9.50% (prime + 1%). Principal and interest is paid by the participant through payroll deductions authorized by the participant. -6- 12 The following summarizes the activity and balances of the Plan's seven funds:
BALANCED CONSERVATIVE STOCK QUALITY FUND FUND FUND GROWTH FUND Net assets available for benefits at December 31, 1995 $ 142,098,572 $ 17,342,847 $ 5,454,727 $ 2,335,729 Income from investments 22,516,870 750,245 1,737,601 679,346 Contributions 20,403,218 (261,328) 1,013,867 1,040,602 Benefits paid to participants and other disbursements (9,553,775) (1,834,159) (2,513,426) (324,362) Interfund transfers (2,115,984) 1,002,308 291,347 431,354 Transfers of plan assets from acquired banks 876,058 33,430 2,007,503 124,686 ------------- ------------ ------------ ----------- Net assets available for benefits at December 31, 1996 174,224,959 17,033,343 7,991,619 4,287,355 Income from investments 48,132,674 961,374 8,979,065 1,835,994 Contributions 10,619,044 775,104 3,562,515 1,671,613 Other 115,586 Benefits paid to participants and other disbursements (12,333,280) (3,083,323) (946,140) (669,417) Interfund transfers (1,003,133) (1,000,300) 701,914 1,260,416 Transfers of plan assets from acquired banks 1,349,130 65,161 402,557 403,428 ------------- ------------ ------------ ----------- Net assets available for benefits at December 31, 1997 $ 220,989,394 $ 14,866,945 $ 20,691,530 $ 8,789,389 ============= ============ ============ ===========
MID CAP INTERNATIONAL PARTICIPANT FUND EQUITY FUND LOAN FUNDS TOTAL Net assets available for benefits at December 31, 1995 $ 2,736,380 $ 968,037 $ 170,936,292 Income from investments 591,162 90,506 $ 9 26,365,739 Contributions 1,055,039 399,511 23,650,909 Benefits paid to participants and other disbursements (403,052) (121,623) (14,750,397) Interfund transfers 282,100 68,258 40,617 Transfers of plan assets from acquired banks 86,932 48,311 3,176,920 ----------- ----------- --------- ------------- Net assets available for benefits at December 31, 1996 4,348,561 1,453,000 40,626 209,379,463 Income from investments 1,477,761 106,425 6,113 61,499,406 Contributions 1,074,852 495,487 18,198,615 Other 115,586 Benefits paid to participants and other disbursements (524,881) (147,385) (17,704,426) Interfund transfers (208,786) (195,265) 445,154 Transfers of plan assets from acquired banks 237,829 119,368 2,577,473 ----------- ----------- --------- ------------- Net assets available for benefits at December 31, 1997 $ 6,405,336 $ 1,831,630 $ 491,893 $ 274,066,117 =========== =========== ========= =============
-7- 13 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The following are the significant accounting policies followed by the Plan: GENERAL - The accounting records of the Plan are maintained on the accrual basis of accounting. VALUATION OF INVESTMENTS - Quoted market prices are used to value equity securities and mutual funds. The fair values of bonds are based on yields currently available on comparable securities of issuers with similar credit ratings. The fair value of collective funds is based on the fair market value of investments in the fund. USE OF ESTIMATES - The preparation of financial statements in conformity with generally accepted accounting principles requires the plan administrator to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. 3. INVESTMENTS Investments representing more than five percent of net assets at December 31, 1997 and 1996 are as follows:
FAIR VALUE ------------------------------- 1997 1996 Fifth Third Bank Common Stock Fund for Employee Benefit Plans $ 87,923,276 $ 69,529,914 Fifth Third Bank Fixed Income Fund for Employee Benefit Plans 64,590,008 47,132,399 Fifth Third Bank Middle Capitalization Fund for Employee Benefit Plans 29,322,527 25,887,838 Fountain Square International Equity Fund 17,264,986 19,318,107 Fifth Third Bancorp common stock 45,906,059 16,977,161 U.S. Government Securities Fund for Employee Benefit Plans - 14,512,461 G.I.C. Fund for Employee Benefit Plans 3,763,050 6,836,055
The following table represents the net appreciation in fair value of investments for the Plan for the years ended December 31:
1997 1996 Net appreciation in fair value of investments: Common stock of Fifth Third Bancorp $ 19,910,653 $ 3,656,131 Collective funds - fixed income and equity 28,529,553 19,251,106 Mutual funds 10,985,623 1,142,121 U.S. Government and agency securities 12,874 ------------ ------------ Total $ 59,438,703 $ 24,049,358 ============ ============
4. TRANSACTIONS WITH RELATED PARTIES The Fifth Third Bank provides the Plan with certain accounting and administrative services for which no fees are charged. -8- 14 At December 31, 1997 and 1996, the Plan held 561,542 and 405,421 shares of Fifth Third Bancorp common stock, respectively, with fair values of $45,906,059 and $16,977,161, respectively (see Note 1). During 1996, the Bancorp made a mistaken contribution to the Plan in the amount of $1,004,143 due to an error in computation. As authorized by ERISA Section 403(c)(2)(A) and the governing plan documents, this amount was refunded by the Plan to the Bancorp in 1997 and is shown as a liability at December 31, 1996. 5. PLAN ASSETS FROM ACQUIRED BANKS During 1997, approximately $2,577,000 was transferred to the Plan as a result of the previous acquisition of 1st Nationwide Bank. During 1996, approximately $3,177,000 was transferred to the Plan as a result of the previous acquisitions of Cumberland Federal Bancorporation, Inc. and certain branches of NBD. * * * * * * -9- 15 SUPPLEMENTAL SCHEDULE THE FIFTH THIRD BANCORP MASTER PROFIT SHARING PLAN ASSETS HELD FOR INVESTMENT PURPOSES - ITEM 27(a) AS OF DECEMBER 31, 1997 - --------------------------------------------------------------------------------
PAR VALUE/ NO. OF CURRENT SHARES ASSET DESCRIPTION COST MARKET BALANCED FUND COLLECTIVE FUNDS - CASH EQUIVALENTS: 605,662 Fifth Third Banksafe Trust $ 605,662 $ 605,662 ------------ ------------ COLLECTIVE FUNDS - FIXED INCOME: 1,529,821 Fifth Third Bank Fixed Income Fund for Employee Benefit Plans 44,024,169 59,617,124 ------------ ------------ COLLECTIVE FUNDS - EQUITY: 376,078 Fifth Third Bank Common Stock Fund for Employee Benefit Plans 33,023,420 87,923,276 387,659 Fifth Third Bank Middle Capitalization Fund for Employee Benefit Plans 12,334,713 29,322,527 ------------ ------------ Total Collective Funds - Equity 45,358,133 117,245,803 ------------ ------------ 317,100 COMMON STOCK - Fifth Third Bancorp 10,489,077 25,922,925 ------------ ------------ 1,486,861 MUTUAL FUNDS - Fountain Square International Equity Fund 14,946,000 15,433,613 ------------ ------------ Total Balanced Fund 115,423,041 218,825,127 ------------ ------------
-10- 16 SUPPLEMENTAL SCHEDULE THE FIFTH THIRD BANCORP MASTER PROFIT SHARING PLAN ASSETS HELD FOR INVESTMENT PURPOSES - ITEM 27(a) AS OF DECEMBER 31, 1997 - --------------------------------------------------------------------------------
PAR VALUE/ NO. OF CURRENT SHARES ASSET DESCRIPTION COST MARKET CONSERVATIVE FUND COLLECTIVE FUNDS - CASH EQUIVALENTS: 3,763,050 GIC Fund for Employee Benefit Plans $ 3,763,050 $ 3,763,050 ------------ ------------- COLLECTIVE FUNDS - FIXED INCOME: 127,608 Fifth Third Bank Fixed Income Fund for Employee Benefit Plans 3,541,921 4,972,884 ------------ ------------- BONDS: 500,000 Tennessee Valley Authority, 1993 Series B, 5.125%, due March 4, 1998 497,799 499,530 500,000 U.S. Treasury Note, 5.5%, due April 15, 2000 487,916 498,125 1,700,000 U.S. Treasury Note, 5.0%, due January 31, 1999 1,694,431 1,688,321 500,000 U.S. Treasury Note, 5.875%, due August 15, 1998 500,742 500,780 400,000 U.S. Treasury Note, 5.5%, due November 15, 1998 402,000 399,376 400,000 U.S. Treasury Note, 5.0%, due February 15, 1998 400,187 397,124 500,000 U.S. Treasury Note, 6.25%, due April 30, 2001 507,188 507,815 500,000 U.S. Treasury Note, 5.875%, due November 30, 2001 502,892 502,345 500,000 U.S. Treasury Note, 5.875%, due February 15, 2000 501,484 502,030 500,000 U.S. Treasury Note, 5.875%, due July 31, 1999 499,395 501,405 ------------ ------------- Total Bonds 5,994,034 5,996,851 ------------ ------------- Total Conservative Fund 13,299,005 14,732,785 ------------ ------------- STOCK FUND 80,572 COLLECTIVE FUNDS - CASH EQUIVALENTS - Fifth Third Banksafe Trust 80,572 80,572 244,442 COMMON STOCK - Fifth Third Bancorp 6,650,434 19,983,134 ------------ ------------- Total Stock Fund 6,731,006 20,063,706 ------------ ------------- QUALITY GROWTH FUND 485,038 MUTUAL FUNDS - Fountain Square Quality Growth Fund 6,992,563 8,788,889 ------------ ------------- Total Quality Growth Fund 6,992,563 8,788,889 ------------ ------------- MIDDLE CAPITALIZATION FUND 387,010 MUTUAL FUNDS - Fountain Square Middle Capitalization Fund 5,086,625 6,405,020 ------------ ------------- Total Middle Capitalization Fund 5,086,625 6,405,020 ------------ ------------- INTERNATIONAL EQUITY FUND 176,433 MUTUAL FUNDS - Fountain Square International Equity Fund 1,841,990 1,831,373 ------------ ------------- Total International Equity Fund 1,841,990 1,831,373 ------------ ------------- LOAN FUND PARTICIPANT NOTES RECEIVABLE (interest rate 9.50%) 491,893 ------------- Total Loan Fund 491,893 ------------- TOTAL $ 271,138,793 =============
-11- 17 SUPPLEMENTAL SCHEDULE THE FIFTH THIRD BANCORP MASTER PROFIT SHARING PLAN REPORTABLE TRANSACTIONS* - ITEM 27(d) FOR THE YEAR ENDED DECEMBER 31, 1997 - --------------------------------------------------------------------------------
AGGREGATE AGGREGATE AGGREGATE PURCHASE SELLING COST OF AGGREGATE DESCRIPTION OF ASSET PRICE PRICE ASSETS SOLD GAIN/(LOSS) SERIES OF TRANSACTIONS: Fifth Third Bank Fixed Income Fund for Employee Benefit Plans $ 13,724,875 $ 1,302,256 $ 951,016 $ 351,240 Number of transactions 6 4 Fifth Third Banksafe Trust 10,268,501 10,871,592 10,871,592 Number of transactions 15 21 SINGLE TRANSACTIONS: None
* A reportable transaction is any transaction during the plan year, with respect to any plan asset, involving an amount in excess of 5% of the fair value of net plan assets at the beginning of the plan year. This schedule includes security transactions that are a part of a series of transactions involving securities of the same issue during the plan year, where the aggregate amount involved in the transactions exceeds 5% of the current value of net plan assets at the beginning of the plan year. -12-
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