8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): September 26, 2005

FIFTH THIRD BANCORP

(Exact Name of Registrant as Specified in Its Charter)

OHIO

(State or Other Jurisdiction of Incorporation)

0-8076	31-0854434
(Commission File Number)	(IRS Employer Identification No.)

Fifth Third Center 38 Fountain Square Plaza, Cincinnati, Ohio	45263
(Address of Principal Executive Offices)	(Zip Code)

(513) 534-5300

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01 Entry into a Material Definitive Agreement

As previously announced on September 26, 2005, Fifth Third Bancorp entered into an agreement with R. Mark Graf, its Chief Financial Officer and Senior Vice President, regarding his resignation as an officer and employee of the Registrant. On January 16, 2006, the parties entered into an amendment to the agreement, which provides that Mr. Graf will resign the earlier of (i) a date which is four weeks after a new Chief Financial Officer begins employment with the Bank, or (ii) a date which is eight weeks after Mr. Graf provides notice of his resignation to the Bank.

A copy of the above-mentioned amendment is being filed as Exhibit 10 to this Current Report on Form 8-K.

Item 2.02 Results of Operations and Financial Condition

On January 17, 2006, Fifth Third Bancorp issued a press release and its quarterly and annual financial supplements announcing its earnings release for the fourth quarter of 2005. A copy of this press release and its quarterly and annual financial supplements are attached as Exhibits 99.1, 99.2 and 99.3, respectively. This information is furnished under both Item 2.02 Results of Operations and Financial Condition and Item 7.01 Regulation FD Disclosure. The information in this Form 8-K and Exhibits attached hereto shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference.

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

As disclosed in Item 1.01 above, on January 16, 2006, Fifth Third announced that it had entered into an amendment to the agreement dated September 26, 2005 with R. Mark Graf, its Chief Financial Officer and Senior Vice President, regarding his resignation as an officer and employee of the Registrant. Mr. Graf will resign the earlier of (i) a date which is four weeks after a new Chief Financial Officer begins employment with the Bank, or (ii) a date which is eight weeks after Mr. Graf provides notice of his resignation to the Bank.

Item 7.01 Regulation FD Disclosure

On January 17, 2006, Fifth Third Bancorp issued a press release and its quarterly and annual financial supplements announcing its earnings release for the fourth quarter of 2005. A copy of this press release and its quarterly and annual financial supplements are attached as Exhibits 99.1, 99.2 and 99.3, respectively. This information is furnished under both Item 2.02 Results of Operations and Financial Condition and Item 7.01 Regulation FD Disclosure. The information in this Form 8-K and Exhibits attached hereto shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference.

Item 9.01 Financial Statements and Exhibits

Exhibit 10    – Amendment dated January 16, 2006 to the Letter Agreement.

Exhibit 99.1 – Press release dated January 17, 2006.

Exhibit 99.2 – Quarterly Financial Supplement.

Exhibit 99.3 – Annual Financial Supplement.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	FIFTH THIRD BANCORP
	(Registrant)
January 17, 2006	/s/   R. Mark Graf
	R. Mark Graf
	Senior Vice President and Chief Financial Officer

EX-10

Exhibit 10

January 16, 2006

HAND DELIVERED

R. Mark Graf

Dear Mark:

This letter will serve as an amendment to the Letter Agreement dated September 26, 2005 (the “Letter Agreement”) that addresses the terms of your resignation from Fifth Third Bank (“Bank”).

Paragraph 1 of the agreements that R. Mark Graf (“you”) set forth in the Letter Agreement is hereby amended and restated in full as follows:

1. You will resign as an officer and employee of the Bank effective on the earlier of: (i) a date which is four (4) weeks after a new Chief Financial Officer begins his employment with the Bank, or (ii) a date which is eight weeks after you provide notice of your resignation to the Bank. The date that the earliest of these events occur is defined as the “Resignation Date”.

In all other respects the Letter Agreement will remain in full force and effect as originally written.

Please acknowledge your understanding and acceptance of this letter by signing and dating where indicated below.

With regards,

/s/ George A. Schaefer, Jr.

George A. Schaefer, Jr.

President and CEO

I have read, understand and agree to the terms of this letter.

/s/ R. Mark Graf	January 16, 2006
R. Mark Graf	Date

EX-99.1

Exhibit 99.1

		News Release
CONTACT:	Bradley S. Adams (Analysts)	FOR IMMEDIATE RELEASE
	(513) 534-0983	January 17, 2006
	Debra DeCourcy (Media)
	(513) 534-4153

FIFTH THIRD BANCORP REPORTS FOURTH QUARTER 2005

EARNINGS OF $0.60 PER DILUTED SHARE

Fifth Third Bancorp’s 2005 fourth quarter earnings per diluted share were $.60 compared to $.31 per diluted share for the same period in 2004. Fourth quarter net income totaled $332 million compared to $176 million in the same quarter last year. Return on average assets (ROA) and return on average equity (ROE) were 1.27 percent and 13.9 percent, respectively, compared to 0.72 percent and 7.6 percent in 2004’s fourth quarter. Earnings per diluted share for the full year 2005 were $2.77, an increase of three percent over last year’s earnings of $2.68. ROA for the full year 2005 was 1.50 percent and ROE was 16.6 percent, compared to 1.61 percent and 17.2 percent, respectively, in 2004. Fourth quarter and full year 2004 earnings were negatively impacted by $326 million in total pre-tax ($208 million after-tax) termination charges and securities losses, or $.37 per diluted share, related to balance sheet initiatives undertaken to reduce leverage and improve our interest rate profile for expected market conditions. Earnings and balance sheet comparisons to the prior year are also impacted by the first quarter 2005 acquisition of First National Bankshares of Florida, Inc. (First National).

“Revenue and net income trends were significantly below our expectations entering the year,” stated George A. Schaefer, Jr., President and CEO of Fifth Third Bancorp. “Although loan growth remained strong in 2005, disappointing deposit growth in the first half of the year combined with significant flattening of the yield curve throughout the year provided a challenging environment for Fifth Third. The resulting declines in returns from the securities portfolio have more than offset growth generated from core banking activities this year with spread based revenues, the largest component of our income statement, remaining essentially unchanged from the prior year. Efforts to reduce the level of securities and wholesale funding on the balance sheet began in late 2004 and continued throughout 2005. While restraining balance sheet growth negatively impacts short-term earnings and comparisons to prior periods, we believe that these actions will improve the risk profile of the balance sheet and deliver more consistent returns on invested capital over the long-term. In the short term, we continue to focus on all expense categories given the difficulty of the interest rate environment. While maintaining an appropriate level of investment in our high opportunity markets remains vital to our long-term success, we believe that 2006 will provide opportunities to optimize returns on recent investments and improve expense efficiency in light of current revenue trends.”

“Despite the difficulties encountered this year and their impacts on the performance of our stock, I feel that we have accomplished many things to improve our competitive position and drive revenue and earnings growth in the years to come. We are extremely proud of the efforts of our employees in producing very strong lending

results, renewed strength in deposit growth and the strong overall results from Fifth Third Processing Solutions and our commercial line of business. In addition to these core strengths, Fifth Third added numerous new banking center locations in 2005 in extremely attractive deposit markets, meaningfully expanded our sales force and accomplished numerous infrastructure improvements that we believe have improved the earnings potential, efficiency and strength of your company.”

Balance Sheet Trends

Retail transaction account growth and commercial customer additions resulted in strong deposit trends in the second half of 2005. Compared to the fourth quarter last year, average transaction account balances increased by $3.8 billion, or eight percent, highlighted by strong growth in average savings and money market deposits. Compared to the third quarter of 2005, average transaction account balances increased by $1.4 billion, or 11 percent on an annualized sequential basis. On a full year average basis, total transaction deposits increased by $4.8 billion, or 11 percent, over last year. Including consumer time deposits, total core deposits increased by 12 percent over the same quarter last year and 13 percent on an annualized sequential basis. Deposit comparisons to prior year periods are impacted by the first quarter 2005 acquisition of First National. Exclusive of the impact of this transaction, average transaction account balances increased by five percent on a full year basis and average core deposits increased eight percent on the same basis (comparisons are being provided to supplement an understanding of the fundamental deposit trends).

Loan and lease balances exhibited continued strength with average loans and leases increasing by $1.9 billion from last quarter, or 11 percent on an annualized sequential basis, and by 19 percent on a full year average basis. On a period end basis, total loans and leases increased by 18 percent over the same quarter last year and by seven percent on an annualized sequential basis. Period end commercial loan and lease balances increased by 22 percent over the same quarter last year and by $1.3 billion, or 14 percent on an annualized sequential basis. Period end consumer loan and lease balances, excluding residential mortgage, increased by 14 percent over the same quarter last year and by three percent on an annualized sequential basis. Loan and lease comparisons to prior year periods are impacted by the addition of approximately $3.9 billion in total loans in conjunction with the acquisition of First National. Exclusive of the impact of this transaction, period end commercial loan and lease balances increased by 14 percent and period end consumer loan and lease balances, excluding residential mortgage, increased by 12 percent over last year (comparisons are being provided to supplement an understanding of fundamental lending trends).

Net Interest Income

Net interest income on a fully taxable equivalent basis decreased two percent on a full year basis due to 25 basis points (bp) of contraction in the net interest margin. Margin compression during 2005 largely resulted from decreases in the net interest rate spread associated with increases in rates paid across deposit and other funding categories, continued mix shifts within the deposit base to higher cost time deposits and the prolonged and significant flattening of the yield curve throughout the year. Fifth Third is focused on growing core deposit balances and remains optimistic that recent trend improvement will continue in 2006 in order to improve the funding mix, more effectively fund future loan growth and improve net interest margin trends.

Compared to the fourth quarter of 2004, net interest income on a fully taxable equivalent basis decreased two percent, despite five percent growth in average earning assets, due to a 24 bp decline in the net interest margin. Earning asset growth relative to the fourth quarter of 2004 has been muted due to a reduction of $6.3 billion in the average available-for-sale securities portfolio. In addition to the resulting impact from a decreasing

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net interest rate spread and the flattening yield curve, margin, net interest income and earning asset trends and comparisons to prior year periods are impacted by common stock repurchase activity, the impact of sales and cash flows in the reduction of the available-for-sale securities portfolio and the first quarter 2005 acquisition of First National, including a modestly negative impact to net interest income from purchase accounting loan and deposit net amortization.

Compared to the third quarter of 2005, net interest income on a fully taxable equivalent basis decreased by $10 million, or five percent annualized, due to modest growth in average earning assets and 5 bp of contraction in the net interest margin. Fourth quarter earning asset growth was muted by efforts to reduce the risks associated with increasing short-term interest rates including the maintenance of strong capital levels through reductions in the available-for-sale securities portfolio. Due to the timing of sale activities at the end of the third quarter, the available-for-sale securities portfolio decreased approximately $1.7 billion on an average basis and $460 million on a period end basis from third quarter levels.

Noninterest Income

Improved performance in certain business line revenue segments resulted in good noninterest income performance in the fourth quarter of 2005. Overall noninterest income, excluding operating lease revenues and securities gains and losses, increased by 18 percent over the same quarter last year and 16 percent on an annualized sequential basis.

Fifth Third Processing Solutions, our electronic payment processing division, delivered a 16 percent increase in revenues over the same quarter last year and an 18 percent increase on a full year basis. Full year revenue comparisons are impacted by the second quarter 2004 sale of certain small merchant processing contracts. Exclusive of the impact of this transaction, electronic payment processing revenue increased 23 percent on a full year basis (comparisons are being provided to supplement an understanding of fundamental revenue trends). Fourth quarter trends are representative of continuing momentum in attracting new customer relationships and moderated by slower growth in the level of retail sales transaction volumes in the fourth quarter of 2005. Fifth Third remains confident in the near and intermediate term growth outlook in this business and continues to see significant opportunities to attract new financial institution customers and retailers.

Sales of retail deposit accounts and corporate treasury management products led to an increase in deposit service revenues of six percent over the same quarter last year and one percent on a full year basis. Retail deposit revenues strengthened in the latter half of 2005 and increased by seven percent over the same quarter last year and three percent on a full year basis. Commercial deposit revenues increased by three percent over the same quarter last year and were essentially unchanged on a full year basis with good growth in the number of relationships mitigated by the impacts of higher interest rates on compensating balances in commercial deposit accounts. Compared to the third quarter of 2005, deposit service revenues declined modestly primarily due to a decrease in consumer overdraft related revenues.

Investment Advisory revenues increased by five percent over the same quarter last year and were essentially unchanged on a full year basis. Modest revenue in 2005 resulted primarily from declines in brokerage related revenues. Fifth Third continues to focus its efforts on improving execution in retail brokerage and growing the institutional money management business by improving penetration and cross-sell in our large middle market commercial customer base. Fifth Third Investment Advisors, among the largest money managers in the Midwest, has $33 billion in assets under management and $196 billion in assets under care.

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Mortgage net service revenue totaled $42 million in the fourth quarter and $174 million on a full year basis compared to $24 million in 2004’s fourth quarter and $178 million in all of 2004. Mortgage originations remained strong and totaled $2.5 billion in the fourth quarter versus $2.9 billion last quarter and $2.0 billion in the fourth quarter of last year. Fourth quarter mortgage banking net service revenue was comprised of $65 million in total mortgage banking fees and loan sales, less $13 million in amortization and valuation adjustments on mortgage servicing rights and less $10 million of losses and mark-to-market adjustments on both settled and outstanding free-standing derivative financial instruments. The mark-to-market adjustments and settlement of free-standing derivative financial instruments and corresponding valuation adjustments resulted from interest rate volatility and the resulting impact of changing prepayment speeds on the mortgage servicing portfolio. The mortgage servicing asset, net of the valuation reserve, was $433 million at December 31, 2005 on a servicing portfolio of $25.7 billion, compared to $408 million last quarter on a servicing portfolio of $24.5 billion.

Other noninterest income totaled $165 million in the fourth quarter and $620 million on a full year basis, compared to $125 million in the same quarter last year and $671 million for all of 2004. Comparison of full year results are impacted by a 2004 total pre-tax gain of approximately $157 million on the second and third quarter sales of certain third-party sourced merchant processing contracts. Exclusive of the impact of this transaction, other noninterest income increased by 20 percent on a full year basis primarily due to strong growth in commercial banking revenues, customer interest rate derivative sales, bank owned life insurance and cardholder fees; comparisons being provided to supplement an understanding of fundamental revenue trends. Compared to the third quarter of 2005, other noninterest income increased by $20 million due to very strong growth in commercial banking revenues and customer interest rate derivative sales.

Credit Quality

Fourth quarter credit quality trends reflect an elevated level of net charge-offs associated with approximately $27 million in previously announced losses to bankrupt commercial airline carriers and an increase in consumer loan and lease losses associated with increased personal bankruptcies prior to the recently enacted reform legislation. Net charge-offs as a percentage of average loans and leases were 67 bp in the fourth quarter, compared to 38 bp last quarter and 44 bp in the fourth quarter of 2004. Nonperforming assets were 52 bp of total loans and leases and other real estate owned at December 31, 2005, compared to 51 bp last quarter and in the year ago fourth quarter. Overall, the level of nonperforming loans and net charge-offs remains a small percentage of the total loan and lease portfolio. Net charge-offs were $117 million in the fourth quarter, compared to $65 million in the same quarter last year and $64 million in the third quarter of 2005. The provision for loan and lease losses totaled $134 million in the fourth quarter compared to $65 million in the same quarter last year and $69 million in the third quarter of 2005. The allowance for loan and lease losses represents 1.06 percent of total loans and leases outstanding as of December 31, 2005, compared to 1.06 percent last quarter and 1.19 percent in the same quarter last year. Comparisons to the level of prior year allowance for loan and lease losses are impacted by the first quarter 2005 acquisition of First National. The loan and lease assets of First National were recorded on Fifth Third’s balance sheet at their respective fair values as of January 1, 2005. Estimated credit impairment was included in this determination of fair value; therefore, the previously existing allowance for loan and lease losses did not carryover to the allowance for loan and lease losses on Fifth Third’s balance sheet.

Noninterest Expense

Total noninterest expense decreased by 18 percent compared to the same quarter last year and by two percent on a full year basis. Comparisons to prior periods are impacted by the previously disclosed $247 million

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charge related to the early retirement of approximately $2.8 billion of long-term debt in the fourth quarter of 2004 and a $78 million charge related to the early retirement of approximately $1 billion of long-term debt in the second quarter of 2004. Exclusive of the impact of these termination charges, total noninterest expense increased by 11 percent in both the fourth quarter and on a full year basis primarily due to increases in sales force headcount, information technology and occupancy expenditures related to the addition of 63 de-novo banking centers in 2005 that did not involve relocation. Compared to the third quarter of 2005, total noninterest expense increased by $31 million due to growth in volume related bankcard expenditures, approximately $9 million in fraud related expenses and approximately $10 million in tax related expense.

Fifth Third expects growth in noninterest expenses in 2006 to be modest with continued management focus in light of current revenue trends. Cost savings initiatives will be somewhat mitigated by continuing investment in certain high opportunity markets, including the expected addition of approximately 50 net new banking centers throughout the year, in order to provide greater convenience to our customers and drive deposit and loan growth. Fifth Third’s efficiency ratio was 55.6 percent in the fourth quarter and 53.2 percent on a full year basis compared to 76.0 percent and 53.9 percent in the same periods last year.

Conference Call

Fifth Third will host a conference call to discuss these fourth quarter financial results at 8:30 a.m. (Eastern Time) today. Investors, analysts and other interested parties may dial into the conference call at 877-309-0967 for domestic access and 706-679-3977 for international access (password: Fifth Third). A replay of the conference call will be available for approximately seven days by dialing 800-642-1687 for domestic access and 706-645-9291 for international access (passcode: 4130197#).

Corporate Profile

Fifth Third Bancorp is a diversified financial services company headquartered in Cincinnati, Ohio. The Company has $105.2 billion in assets, operates 19 affiliates with 1,119 full-service Banking Centers, including 119 Bank Mart^® locations open seven days a week inside select grocery stores and 2,024 Jeanie^® ATMs in Ohio, Kentucky, Indiana, Michigan, Illinois, Florida, Tennessee, West Virginia, Pennsylvania and Missouri. The financial strength of Fifth Third’s Ohio and Michigan banks continues to be recognized by rating agencies with deposit ratings of AA- and Aa1 from Standard & Poor’s and Moody’s, respectively. Additionally, Fifth Third Bancorp continues to maintain among the highest short-term ratings available at A-1+ and Prime-1 and is recognized by Moody’s with one of the highest senior debt ratings for any U.S. bank holding company of Aa2. Fifth Third operates four main businesses: Retail, Commercial, Investment Advisors and Fifth Third Processing Solutions. Investor information and press releases can be viewed at www.53.com. Fifth Third’s common stock is traded through the NASDAQ^® National Market System under the symbol “FITB.”

This press release may contain forward-looking statements about Fifth Third Bancorp and/or the company as combined with acquired entities within the meaning of Sections 27A of the Securities Act of 1933, as amended, and Rule 175 promulgated thereunder, and 21E of the Securities Exchange Act of 1934, as amended, and Rule 3b-6 promulgated thereunder, that involve inherent risks and uncertainties. This press release may contain certain forward-looking statements with respect to the financial condition, results of operations, plans, objectives, future performance and business of the Bancorp and/or the combined company including statements preceded by, followed by or that include the words or phrases such as “believes,” “expects,” “anticipates,” “plans,” “trend,” “objective,” “continue,” “remain” or similar expressions or future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” “can,” “may” or similar expressions. There are a number of important factors that could cause future results to differ materially from historical performance and these forward-looking statements. Factors that might cause such a difference include, but are not limited to: (1) competitive pressures among depository institutions increase significantly; (2) changes in the interest rate environment reduce interest

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margins; (3) prepayment speeds, loan origination and sale volumes, charge-offs and loan loss provisions; (4) general economic conditions, either national or in the states in which the Bancorp, one or more acquired entities and/or the combined company do business, are less favorable than expected; (5) political developments, wars or other hostilities may disrupt or increase volatility in securities markets or other economic conditions; (6) changes and trends in the securities markets; (7) legislative or regulatory changes or actions, or significant litigation, adversely affect the Bancorp, one or more acquired entities and/or the combined company or the businesses in which the Bancorp, one or more acquired entities and/or the combined company are engaged; (8) difficulties in combining the operations of acquired entities and (9) the impact of reputational risk created by the developments discussed above on such matters as business generation and retention, funding and liquidity. The Bancorp undertakes no obligation to release revisions to these forward-looking statements or reflect events or circumstances after the date of this press release.

# # #

6

FIFTH THIRD BANCORP AND SUBSIDIARIES

Quarterly Financial Review for December 31, 2005

Table of Contents

Financial Highlights	8-9
Consolidated Statements of Income	10
Consolidated Statements of Income (Taxable Equivalent)	11
Consolidated Balance Sheets	12-13
Consolidated Statements of Changes in Shareholders’ Equity	14
Average Balance Sheet and Yield Analysis	15-17
Summary of Loans and Leases	18
Regulatory Capital	19
Asset Quality	20

7

Fifth Third Bancorp and Subsidiaries

Financial Highlights

$ in millions, except per share data

(unaudited)

	For the Three Months Ended			% Change				Year to Date		% Change
	December 2005	September 2005	December 2004	Yr/Yr		Seq		December 2005	December 2004	Yr/Yr
Income Statement Data
Net interest income (a)	$735	$745	$752	(2%	)	(1%	)	$2,996	$3,048	(2%	)
Noninterest income	636	622	479	33%		2%		2,500	2,465	1%
Total revenue (a)	1,371	1,367	1,231	11%		-		5,496	5,513	-
Provision for loan and lease losses	134	69	65	106%		94%		330	268	23%
Noninterest expense	763	732	935	(18%	)	4%		2,927	2,972	(2%	)
Net income	332	395	176	89%		(16%	)	1,549	1,525	2%
Common Share Data
Earnings per share, basic	$0.60	$0.71	$0.31	94%		(15%	)	$2.79	$2.72	3%
Earnings per share, diluted	0.60	0.71	0.31	94%		(15%	)	2.77	2.68	3%
Cash dividends per common share	0.38	0.38	0.35	9%		-		1.46	1.31	11%
Book value per share	17.00	16.93	16.00	6%		-		17.00	16.00	6%
Dividend payout ratio	63.3%	53.5%	112.9%	(44%	)	18%		52.7%	48.9%	8%
Market price per share:
High	$42.50	$43.99	$52.34	(19%	)	(3%	)	$48.12	$60.00	(20%	)
Low	35.04	36.38	45.32	(23%	)	(4%	)	35.04	45.32	(23%	)
End of period	37.72	36.75	47.30	(20%	)	3%		37.72	47.30	(20%	)
Common shares outstanding (in thousands)	555,623	554,400	557,649	-		-		555,623	557,649	-
Average common shares outstanding (in thousands):
Basic	553,591	553,855	560,162	(1%	)	-		554,411	561,259	(1%	)
Diluted	556,322	557,681	566,108	(2%	)	-		558,443	568,234	(2%	)
Market capitalization	$20,958	$20,374	$26,377	(21%	)	3%		$20,958	$26,377	(21%	)
Price/earnings ratio (b)	13.57	14.76	17.65	(23%	)	(8%	)	13.57	17.65	(23%	)
Financial Ratios
Return on average assets	1.27%	1.51%	0.72%	76%		(16%	)	1.50%	1.61%	(7%	)
Return on average equity	13.9%	16.6%	7.6%	83%		(16%	)	16.6%	17.2%	(3%	)
Noninterest income as a percent of total revenue	46%	46%	39%	18%		-		45%	45%	-
Average equity as a percent of average assets	9.12%	9.11%	9.51%	(4%	)	-		9.06%	9.34%	(3%	)
Net interest margin (a)	3.11%	3.16%	3.35%	(7%	)	(2%	)	3.23%	3.48%	(7%	)
Efficiency (a)	55.6%	53.5%	76.0%	(27%	)	4%		53.2%	53.9%	(1%	)
Effective tax rate	28.9%	29.2%	20.9%	38%		(1%	)	29.9%	31.8%	(6%	)
Credit Quality
Net losses charged off	$117	$64	$65	80%		83%		$299	$252	19%
Net losses charged off as a percent of average loans and leases	0.67%	0.38%	0.44%	52%		76%		0.45%	0.45%	-
Allowance for loan and lease losses as a percent of loans and leases	1.06%	1.06%	1.19%	(11%	)	-		1.06%	1.19%	(11%	)
Allowance for credit losses as a percent of loans and leases	1.16%	1.16%	1.31%	(11%	)	-		1.16%	1.31%	(11%	)
Nonperforming assets as a percent of loans, leases and other assets, including other real estate owned	0.52%	0.51%	0.51%	2%		2%		0.52%	0.51%	2%
Underperforming assets as a percent of loans, leases and other assets, including other real estate owned	0.74%	0.74%	0.74%	-		-		0.74%	0.74%	-
Average Balances
Loans and leases, including held for sale	$70,489	$68,556	$59,440	19%		3%		$67,737	$57,042	19%
Total securities and other short-term investments	23,274	24,915	29,725	(22%	)	(7%	)	24,999	30,597	(18%	)
Total assets	103,988	103,699	97,062	7%		-		102,876	94,896	8%
Transaction deposits	48,937	47,568	45,126	8%		3%		47,929	43,175	11%
Core deposits	58,080	56,298	51,807	12%		3%		56,420	49,383	14%
Interest-bearing deposits	52,038	50,402	44,879	16%		3%		50,520	43,908	15%
Short-term borrowings	9,179	9,620	11,208	(18%	)	(5%	)	9,511	13,539	(30%	)
Long-term debt	15,956	16,914	15,585	2%		(6%	)	16,384	13,323	23%
Shareholders’ equity	9,480	9,451	9,229	3%		-		9,317	8,860	5%
Regulatory Capital Ratios (c)
Tier 1 capital	8.43%	8.45%	10.31%	(18%	)	-		8.43%	10.31%	(18%	)
Total risk-based capital	10.51%	10.57%	12.31%	(15%	)	(1%	)	10.51%	12.31%	(15%	)
Tier 1 leverage	8.08%	7.93%	8.89%	(9%	)	2%		8.08%	8.89%	(9%	)
Operations
Banking centers	1,119	1,106	1,011	11%		1%		1,119	1,011	11%
ATMs	2,024	1,996	1,898	7%		1%		2,024	1,898	7%
Full-time equivalent employees	21,681	21,674	19,659	10%		-		21,681	19,659	10%

(a) Presented on a fully taxable equivalent basis

(b) Based on the most recent twelve-month diluted earnings per share and end of period stock prices

(c) Current period regulatory capital ratios are estimates

8

Fifth Third Bancorp and Subsidiaries

Financial Highlights

$ in millions, except per share data

(unaudited)

	For the Three Months Ended
	December 2005	September 2005	June 2005	March 2005	December 2004
Income Statement Data
Net interest income (a)	$735	$745	$758	$759	$752
Noninterest income	636	622	635	607	479
Total revenue (a)	1,371	1,367	1,393	1,366	1,231
Provision for loan and lease losses	134	69	60	67	65
Noninterest expense	763	732	728	705	935
Net income	332	395	417	405	176
Common Share Data
Earnings per share, basic	$0.60	$0.71	$0.75	$0.73	$0.31
Earnings per share, diluted	0.60	0.71	0.75	0.72	0.31
Cash dividends per common share	0.38	0.38	0.35	0.35	0.35
Book value per share	17.00	16.93	16.82	16.04	16.00
Dividend payout ratio	63.3%	53.5%	46.7%	48.6%	112.9%
Market price per share:
High	$42.50	$43.99	$44.67	$48.12	$52.34
Low	35.04	36.38	40.24	42.05	45.32
End of period	37.72	36.75	41.17	42.98	47.30
Common shares outstanding (in thousands)	555,623	554,400	555,938	554,055	557,649
Average common shares outstanding (in thousands):
Basic	553,591	553,855	553,872	556,362	560,162
Diluted	556,322	557,681	558,176	561,659	566,108
Market capitalization	$20,958	$20,374	$22,888	$23,813	$26,377
Price/earnings ratio (b)	13.57	14.76	15.77	16.22	17.65
Financial Ratios
Return on average assets	1.27%	1.51%	1.63%	1.62%	0.72%
Return on average equity	13.9%	16.6%	18.1%	18.0%	7.6%
Noninterest income as a percent of total revenue	46%	46%	46%	44%	39%
Average equity as a percent of average assets	9.12%	9.11%	8.98%	9.02%	9.51%
Net interest margin (a)	3.11%	3.16%	3.29%	3.38%	3.35%
Efficiency (a)	55.6%	53.5%	52.2%	51.6%	76.0%
Effective tax rate	28.9%	29.2%	30.1%	30.9%	20.9%
Credit Quality
Net losses charged off	$117	$64	$55	$63	$65
Net losses charged off as a percent of average loans and leases	0.67%	0.38%	0.34%	0.40%	0.44%
Allowance for loan and lease losses as a percent of loans and leases	1.06%	1.06%	1.09%	1.11%	1.19%
Allowance for credit losses as a percent of loans and leases	1.16%	1.16%	1.20%	1.21%	1.31%
Nonperforming assets as a percent of loans, leases and other assets, including other real estate owned	0.52%	0.51%	0.51%	0.53%	0.51%
Underperforming assets as a percent of loans, leases and other assets, including other real estate owned	0.74%	0.74%	0.71%	0.73%	0.74%
Average Balances
Loans and leases, including held for sale	$70,489	$68,556	$66,762	$65,076	$59,440
Total securities and other short-term investments	23,274	24,915	25,716	26,119	29,725
Total assets	103,988	103,699	102,765	101,009	97,062
Transaction deposits	48,937	47,568	47,624	47,581	45,126
Core deposits	58,080	56,298	55,910	55,368	51,807
Interest-bearing deposits	52,038	50,402	49,858	49,763	44,879
Short-term borrowings	9,179	9,620	9,372	9,878	11,208
Long-term debt	15,956	16,914	17,049	15,604	15,585
Shareholders’ equity	9,480	9,451	9,224	9,108	9,229
Regulatory Capital Ratios (c)
Tier 1 capital	8.43%	8.45%	8.48%	8.40%	10.31%
Total risk-based capital	10.51%	10.57%	10.80%	10.78%	12.31%
Tier 1 leverage	8.08%	7.93%	7.76%	7.62%	8.89%
Operations
Banking centers	1,119	1,106	1,098	1,092	1,011
ATMs	2,024	1,996	1,994	1,988	1,898
Full-time equivalent employees	21,681	21,674	21,594	21,287	19,659

(a) Presented on a fully taxable equivalent basis

(b) Based on the most recent twelve-month diluted earnings per share and end of period stock prices

(c) Current period regulatory capital ratios are estimates

9

Fifth Third Bancorp and Subsidiaries

Consolidated Statements of Income

$ in millions

(unaudited)

	For the Three Months Ended				% Change				Year to Date			% Change
	December 2005	September 2005	December 2004		Yr/Yr		Seq		December 2005	December 2004		Yr/Yr
Interest Income
Interest and fees on loans and leases	$1,098	$1,017	$775		42%		8%		$3,918	$2,847		38%
Interest on securities:
Taxable	243	255	293		(17%	)	(5%	)	1,032	1,217		(15%	)
Exempt from income taxes	9	10	11		(18%	)	(10%	)	39	45		(13%	)
Total interest on securities	252	265	304		(17%	)	(5%	)	1,071	1,262		(15%	)
Interest on other short-term investments	2	1	2		-		100%		6	5		20%
Total interest income	1,352	1,283	1,081		25%		5%		4,995	4,114		21%
Interest Expense
Interest on deposits:
Interest checking	94	86	56		68%		9%		314	174		80%
Savings	67	48	21		219%		40%		176	58		203%
Money market	50	37	16		213%		35%		140	39		259%
Other time	81	68	45		80%		19%		263	162		62%
Certificates - $100,000 and over	40	34	13		208%		18%		129	48		169%
Foreign office	37	34	20		85%		9%		126	58		117%
Total interest on deposits	369	307	171		116%		20%		1,148	539		113%
Interest on federal funds purchased	49	35	24		104%		40%		138	77		79%
Interest on short-term bank notes	-	-	6		(100%	)	NM		6	15		(60%	)
Interest on other short-term borrowings	36	41	22		64%		(12%	)	138	78		77%
Interest on long-term debt	170	163	115		48%		4%		600	393		53%
Total interest expense	624	546	338		85%		14%		2,030	1,102		84%
Net Interest Income	728	737	743		(2%	)	(1%	)	2,965	3,012		(2%	)
Provision for loan and lease losses	134	69	65		106%		94%		330	268		23%
Net interest income after provision for loan and lease losses	594	668	678		(12%	)	(11%	)	2,635	2,744		(4%	)
Noninterest Income
Electronic payment processing revenue	200	187	173		16%		7%		735	622		18%
Service charges on deposits	133	137	126		6%		(3%	)	522	515		1%
Mortgage banking net revenue	42	45	24		75%		(7%	)	174	178		(2%	)
Investment advisory revenue	86	89	82		5%		(3%	)	355	360		(1%	)
Other noninterest income	165	145	125		32%		14%		620	671		(8%	)
Operating lease revenue	9	11	27		(67%	)	(18%	)	55	156		(65%	)
Securities gains (losses), net	1	8	(78	)	NM		(88%	)	39	(37	)	NM
Total noninterest income	636	622	479		33%		2%		2,500	2,465		1%
Noninterest Expense
Salaries, wages and incentives	287	285	266		8%		1%		1,133	1,018		11%
Employee benefits	65	70	56		16%		(7%	)	283	261		8%
Equipment expense	29	26	23		26%		12%		105	84		25%
Net occupancy expense	59	54	48		23%		9%		221	185		19%
Operating lease expense	6	8	20		(70%	)	(25%	)	40	114		(65%	)
Other noninterest expense	317	289	522		(39%	)	10%		1,145	1,310		(13%	)
Total noninterest expense	763	732	935		(18%	)	4%		2,927	2,972		(2%	)
Income before income taxes	467	558	222		110%		(16%	)	2,208	2,237		(1%	)
Applicable income taxes	135	163	46		193%		(17%	)	659	712		(7%	)
Net income	$332	$395	$176		89%		(16%	)	$1,549	$1,525		2%
Net income available to common shareholders (a)	$332	$395	$176		89%		(16%	)	$1,548	$1,524		2%

(a) Dividends on preferred stock are $.185 million for all quarters presented and $.740 for all year to date periods presented

10

Fifth Third Bancorp and Subsidiaries

Consolidated Statements of Income (Taxable Equivalent)

$ in millions

(unaudited)

	For the Three Months Ended
	December 2005	September 2005	June 2005	March 2005	December 2004
Interest Income
Interest and fees on loans and leases	$1,098	$1,017	$936	$867	$775
Interest on securities:
Taxable	243	255	268	267	293
Exempt from income taxes	9	10	10	10	11
Total interest on securities	252	265	278	277	304
Interest on other short-term investments	2	1	1	1	2
Total interest income	1,352	1,283	1,215	1,145	1,081
Taxable equivalent adjustment	7	8	8	8	9
Total interest income (taxable equivalent)	1,359	1,291	1,223	1,153	1,090
Interest Expense
Interest on deposits:
Interest checking	94	86	71	63	56
Savings	67	48	35	27	21
Money market	50	37	28	25	16
Other time	81	68	61	52	45
Certificates - $100,000 and over	40	34	29	25	13
Foreign office	37	34	29	27	20
Total interest on deposits	369	307	253	219	171
Interest on federal funds purchased	49	35	29	25	24
Interest on short-term bank notes	-	-	2	5	6
Interest on other short-term borrowings	36	41	34	27	22
Interest on long-term debt	170	163	147	118	115
Total interest expense	624	546	465	394	338
Net interest income (taxable equivalent)	735	745	758	759	752
Provision for loan and lease losses	134	69	60	67	65
Net interest income (taxable equivalent) after provision for loan and lease losses	601	676	698	692	687
Noninterest Income
Electronic payment processing revenue	200	187	180	168	173
Service charges on deposits	133	137	132	121	126
Mortgage banking net revenue	42	45	46	41	24
Investment advisory revenue	86	89	91	90	82
Other noninterest income	165	145	156	153	125
Operating lease revenue	9	11	15	20	27
Securities gains (losses), net	1	8	15	14	(78	)
Total noninterest income	636	622	635	607	479
Noninterest Expense
Salaries, wages and incentives	287	285	295	265	266
Employee benefits	65	70	67	82	56
Equipment expense	29	26	25	25	23
Net occupancy expense	59	54	54	54	48
Operating lease expense	6	8	10	15	20
Other noninterest expense	317	289	277	264	522
Total noninterest expense	763	732	728	705	935
Income before income taxes (taxable equivalent)	474	566	605	594	231
Taxable equivalent adjustment	7	8	8	8	9
Income before income taxes	467	558	597	586	222
Applicable income taxes	135	163	180	181	46
Net income	$332	$395	$417	$405	$176
Net income available to common shareholders (a)	$332	$395	$417	$404	$176

(a) Dividends on preferred stock are $.185 million for all quarters presented

11

Fifth Third Bancorp and Subsidiaries

Consolidated Balance Sheets

$ in millions, except per share data

(unaudited)

	As of						% Change
	December 2005		September 2005		December 2004		Yr/Yr		Annual Seq
Assets
Cash and due from banks	$3,078		$3,372		$2,561		20%		(35%	)
Available-for-sale securities (a)	21,924		22,537		24,687		(11%	)	(11%	)
Held-to-maturity securities (b)	389		332		255		53%		68%
Trading securities	117		105		77		52%		45%
Other short-term investments	158		113		532		(70%	)	158%
Loans held for sale	1,304		1,237		559		133%		21%
Portfolio loans and leases:
Commercial loans	19,174		18,591		16,058		19%		12%
Construction loans	7,037		6,529		4,726		49%		31%
Commercial mortgage loans	9,188		9,138		7,636		20%		2%
Commercial lease financing	4,852		4,731		4,634		5%		10%
Residential mortgage loans	7,152		7,353		6,988		2%		(11%	)
Consumer loans	22,084		21,786		18,923		17%		5%
Consumer lease financing	1,751		1,910		2,273		(23%	)	(33%	)
Unearned income	(1,313	)	(1,284	)	(1,430	)	(8%	)	9%
Portfolio loans and leases	69,925		68,754		59,808		17%		7%
Allowance for loan and lease losses	(744	)	(727	)	(713	)	4%		9%
Portfolio loans and leases, net	69,181		68,027		59,095		17%		7%
Bank premises and equipment	1,726		1,643		1,315		31%		20%
Operating lease equipment	143		159		304		(53%	)	(40%	)
Accrued interest receivable	511		482		397		29%		24%
Goodwill	2,169		2,176		979		122%		(1%	)
Intangible assets	208		220		150		39%		(22%	)
Servicing rights	441		417		352		25%		23%
Other assets	3,876		3,788		3,193		21%		9%
Total assets	$105,225		$104,608		$94,456		11%		2%
Liabilities
Deposits:
Demand	$14,609		$14,294		$13,486		8%		9%
Interest checking	18,282		18,169		19,481		(6%	)	2%
Savings	11,276		10,437		8,310		36%		32%
Money market	6,129		5,855		4,321		42%		19%
Other time	9,313		8,867		6,837		36%		20%
Certificates - $100,000 and over	4,343		4,195		2,121		105%		14%
Foreign office	3,482		3,678		3,670		(5%	)	(21%	)
Total deposits	67,434		65,495		58,226		16%		12%
Federal funds purchased	5,323		3,548		4,714		13%		198%
Short-term bank notes	-		-		775		(100%	)	NM
Other short-term borrowings	4,246		6,075		4,537		(6%	)	(119%	)
Accrued taxes, interest and expenses	2,142		2,136		2,216		(3%	)	1%
Other liabilities	1,407		1,447		1,081		30%		(11%	)
Long-term debt	15,227		16,522		13,983		9%		(31%	)
Total liabilities	95,779		95,223		85,532		12%		2%
Total shareholders’ equity (c)	9,446		9,385		8,924		6%		3%
Total liabilities and shareholders’ equity	$105,225		$104,608		$94,456		11%		2%
(a) Amortized cost	$22,533		$22,993		$24,801		(9%	)	(8%	)
(b) Market values	389		332		255		53%		68%
(c) Common shares, stated value $2.22 per share (in thousands):
Authorized	1,300,000		1,300,000		1,300,000		-		-
Outstanding, excluding treasury	555,623		554,400		557,649		-		1%
Treasury	27,804		29,027		25,803		8%		(17%	)

12

Fifth Third Bancorp and Subsidiaries

Consolidated Balance Sheets

$ in millions, except per share data

(unaudited)

	As of
	December 2005		September 2005		June 2005		March 2005		December 2004
Assets
Cash and due from banks	$3,078		$3,372		$2,781		$2,420		$2,561
Available-for-sale securities (a)	21,924		22,537		24,647		25,101		24,687
Held-to-maturity securities (b)	389		332		307		303		255
Trading securities	117		105		84		128		77
Other short-term investments	158		113		113		1,213		532
Loans held for sale	1,304		1,237		783		809		559
Portfolio loans and leases:
Commercial loans	19,174		18,591		18,013		17,500		16,058
Construction loans	7,037		6,529		6,201		5,922		4,726
Commercial mortgage loans	9,188		9,138		9,091		9,048		7,636
Commercial lease financing	4,852		4,731		4,639		4,533		4,634
Residential mortgage loans	7,152		7,353		7,042		7,416		6,988
Consumer loans	22,084		21,786		20,610		19,698		18,923
Consumer lease financing	1,751		1,910		1,994		2,099		2,273
Unearned income	(1,313	)	(1,284	)	(1,294	)	(1,314	)	(1,430	)
Portfolio loans and leases	69,925		68,754		66,296		64,902		59,808
Allowance for loan and lease losses	(744	)	(727	)	(722	)	(717	)	(713	)
Portfolio loans and leases, net	69,181		68,027		65,574		64,185		59,095
Bank premises and equipment	1,726		1,643		1,581		1,529		1,315
Operating lease equipment	143		159		161		224		304
Accrued interest receivable	511		482		451		438		397
Goodwill	2,169		2,176		2,178		2,167		979
Intangible assets	208		220		231		243		150
Servicing rights	441		417		378		378		352
Other assets	3,876		3,788		3,891		3,575		3,193
Total assets	$105,225		$104,608		$103,160		$102,713		$94,456
Liabilities
Deposits:
Demand	$14,609		$14,294		$14,393		$13,960		$13,486
Interest checking	18,282		18,169		18,811		19,722		19,481
Savings	11,276		10,437		9,653		9,711		8,310
Money market	6,129		5,855		4,732		4,777		4,321
Other time	9,313		8,867		8,513		8,017		6,837
Certificates - $100,000 and over	4,343		4,195		3,986		3,867		2,121
Foreign office	3,482		3,678		3,089		5,257		3,670
Total deposits	67,434		65,495		63,177		65,311		58,226
Federal funds purchased	5,323		3,548		4,523		2,669		4,714
Short-term bank notes	-		-		-		775		775
Other short-term borrowings	4,246		6,075		4,972		4,925		4,537
Accrued taxes, interest and expenses	2,142		2,136		2,456		2,273		2,216
Other liabilities	1,407		1,447		1,185		1,551		1,081
Long-term debt	15,227		16,522		17,494		16,321		13,983
Total liabilities	95,779		95,223		93,807		93,825		85,532
Total shareholders’ equity (c)	9,446		9,385		9,353		8,888		8,924
Total liabilities and shareholders’ equity	$105,225		$104,608		$103,160		$102,713		$94,456
(a) Amortized cost	$22,533		$22,993		$24,814		$25,558		$24,801
(b) Market values	389		332		307		303		255
(c) Common shares, stated value $2.22 per share (in thousands):
Authorized	1,300,000		1,300,000		1,300,000		1,300,000		1,300,000
Outstanding, excluding treasury	555,623		554,400		555,938		554,055		557,649
Treasury	27,804		29,027		27,489		29,372		25,803

13

Fifth Third Bancorp and Subsidiaries

Consolidated Statements of Changes in Shareholders’ Equity

$ in millions

(unaudited)

	For the Three Months Ended				Year to Date
	December 2005		December 2004		December 2005		December 2004
Total shareholders’ equity, beginning	$9,385		$9,040		$8,924		$8,667
Net income	332		176		1,549		1,525
Other comprehensive income, net of tax:
Change in unrealized gains and (losses):
Available-for-sale securities	(99	)	53		(323	)	(23	)
Qualifying cash flow hedges	4		(6	)	20		(25	)
Change in additional pension liability	(1	)	2		59		(1	)
Comprehensive income	236		225		1,305		1,476
Cash dividends declared:
Common stock	(211	)	(195	)	(810	)	(735	)
Preferred stock (a)	-		-		(1	)	(1	)
Stock-based awards exercised, including treasury shares issued	30		11		85		89
Stock-based compensation expense	12		23		65		87
Loans repaid (issued) related to exercise of stock-based awards, net	3		2		11		-
Change in corporate tax benefit related to stock-based compensation	(9	)	2		6		11
Shares acquired for treasury	(1	)	(183	)	(1,649	)	(987	)
Shares issued in business combination	-		-		1,509		317
Other	1		(1	)	1		-
Total shareholders’ equity, ending	$9,446		$8,924		$9,446		$8,924

(a) Dividends on preferred stock are $.185 million for all quarters presented and $.740 for all year to date periods presented

14

Fifth Third Bancorp and Subsidiaries

Average Balance Sheet and Yield Analysis

$ in millions, except share data

(unaudited)

	For the Three Months Ended						% Change
	December 2005		September 2005		December 2004		Yr/Yr		Annual Seq
Assets
Interest-earning assets:
Loans and leases	$70,489		$68,556		$59,440		19%		11%
Taxable securities	22,376		24,013		28,379		(21%	)	(27%	)
Tax exempt securities	698		787		866		(19%	)	(45%	)
Other short-term investments	200		115		480		(58%	)	293%
Total interest-earning assets	93,763		93,471		89,165		5%		1%
Cash and due from banks	2,847		2,742		2,445		16%		15%
Other assets	8,105		8,207		6,171		31%		(5%	)
Allowance for loan and lease losses	(727	)	(721	)	(719	)	1%		3%
Total assets	$103,988		$103,699		$97,062		7%		1%
Liabilities
Interest-bearing liabilities:
Interest checking	$17,828		$18,498		$19,345		(8%	)	(14%	)
Savings	11,036		9,939		8,447		31%		44%
Money market	5,974		5,154		4,227		41%		63%
Other time	9,143		8,730		6,681		37%		19%
Certificates - $100,000 and over	4,354		4,156		2,106		107%		19%
Foreign office	3,703		3,925		4,073		(9%	)	(22%	)
Federal funds purchased	4,771		4,001		4,880		(2%	)	76%
Short-term bank notes	-		-		1,188		(100%	)	NM
Other short-term borrowings	4,408		5,619		5,140		(14%	)	(86%	)
Long-term debt	15,956		16,914		15,585		2%		(22%	)
Total interest-bearing liabilities	77,173		76,936		71,672		8%		1%
Demand deposits	14,099		13,977		13,107		8%		3%
Other liabilities	3,236		3,335		3,054		6%		(12%	)
Total liabilities	94,508		94,248		87,833		8%		1%
Shareholders’ equity	9,480		9,451		9,229		3%		1%
Total liabilities and shareholders’ equity	$103,988		$103,699		$97,062		7%		1%
Average common shares outstanding (in thousands):
Basic	553,591		553,855		560,162		(1%	)	-
Diluted	556,322		557,681		566,108		(2%	)	(1%	)
Yield Analysis
Interest-earning assets:
Loans and leases	6.20%		5.90%		5.20%
Taxable securities	4.31%		4.22%		4.11%
Tax exempt securities	7.51%		7.42%		7.37%
Other short-term investments	4.41%		3.49%		2.00%
Total interest-earning assets	5.75%		5.48%		4.86%
Interest-bearing liabilities:
Interest checking	2.10%		1.84%		1.14%
Savings	2.41%		1.90%		1.01%
Money market	3.32%		2.82%		1.53%
Other time	3.50%		3.14%		2.71%
Certificates - $100,000 and over	3.66%		3.28%		2.41%
Foreign office	3.92%		3.41%		1.94%
Federal funds purchased	4.04%		3.50%		1.98%
Short-term bank notes	-		-		1.97%
Other short-term borrowings	3.27%		2.92%		1.64%
Long-term debt	4.25%		3.80%		2.93%
Total interest-bearing liabilities	3.21%		2.82%		1.87%
Ratios:
Net interest margin (taxable equivalent)	3.11%		3.16%		3.35%
Net interest rate spread (taxable equivalent)	2.54%		2.66%		2.99%
Interest-bearing liabilities to interest-earning assets	82.31%		82.31%		80.38%

15

Fifth Third Bancorp and Subsidiaries

Average Balance Sheet and Yield Analysis

$ in millions, except share data

(unaudited)

	Year to Date				% Change
	December 2005		December 2004		Yr/Yr
Assets
Interest-earning assets:
Loans and leases	$67,737		$57,042		19%
Taxable securities	24,017		29,365		(18%	)
Tax exempt securities	789		917		(14%	)
Other short-term investments	193		315		(39%	)
Total interest-earning assets	92,736		87,639		6%
Cash and due from banks	2,758		2,216		24%
Other assets	8,102		5,763		41%
Allowance for loan and lease losses	(720	)	(722	)	-
Total assets	$102,876		$94,896		8%
Liabilities
Interest-bearing liabilities:
Interest checking	$18,884		$19,434		(3%	)
Savings	10,007		7,941		26%
Money market	5,170		3,473		49%
Other time	8,491		6,208		37%
Certificates - $100,000 and over	4,001		2,403		67%
Foreign office	3,967		4,449		(11%	)
Federal funds purchased	4,225		5,896		(28%	)
Short-term bank notes	248		1,003		(75%	)
Other short-term borrowings	5,038		6,640		(24%	)
Long-term debt	16,384		13,323		23%
Total interest-bearing liabilities	76,415		70,770		8%
Demand deposits	13,868		12,327		13%
Other liabilities	3,276		2,939		11%
Total liabilities	93,559		86,036		9%
Shareholders' equity	9,317		8,860		5%
Total liabilities and shareholders' equity	$102,876		$94,896		8%
Average common shares outstanding (in thousands):
Basic	554,411		561,259		(1%	)
Diluted	558,443		568,234		(2%	)
Yield Analysis
Interest-earning assets:
Loans and leases	5.80%		5.01%
Taxable securities	4.30%		4.15%
Tax exempt securities	7.39%		7.44%
Other short-term investments	2.89%		1.48%
Total interest-earning assets	5.42%		4.73%
Interest-bearing liabilities:
Interest checking	1.66%		0.89%
Savings	1.76%		0.72%
Money market	2.71%		1.12%
Other time	3.09%		2.62%
Certificates - $100,000 and over	3.22%		1.99%
Foreign office	3.17%		1.31%
Federal funds purchased	3.26%		1.30%
Short-term bank notes	2.60%		1.46%
Other short-term borrowings	2.74%		1.14%
Long-term debt	3.66%		2.95%
Total interest-bearing liabilities	2.66%		1.56%
Ratios:
Net interest margin (taxable equivalent)	3.23%		3.48%
Net interest rate spread (taxable equivalent)	2.76%		3.17%
Interest-bearing liabilities to interest-earning assets	82.40%		80.75%

16

Fifth Third Bancorp and Subsidiaries

Average Balance Sheet and Yield Analysis

$ in millions, except share data

(unaudited)

	For the Three Months Ended
	December 2005		September 2005		June 2005		March 2005		December 2004
Assets
Interest-earning assets:
Loans and leases	$70,489		$68,556		$66,762		$65,076		$59,440
Taxable securities	22,376		24,013		24,771		24,935		28,379
Tax exempt securities	698		787		815		856		866
Other short-term investments	200		115		130		328		480
Total interest-earning assets	93,763		93,471		92,478		91,195		89,165
Cash and due from banks	2,847		2,742		2,822		2,619		2,445
Other assets	8,105		8,207		8,182		7,909		6,171
Allowance for loan and lease losses	(727	)	(721	)	(717	)	(714	)	(719	)
Total assets	$103,988		$103,699		$102,765		$101,009		$97,062
Liabilities
Interest-bearing liabilities:
Interest checking	$17,828		$18,498		$19,267		$19,972		$19,345
Savings	11,036		9,939		9,697		9,339		8,447
Money market	5,974		5,154		4,755		4,786		4,227
Other time	9,143		8,730		8,286		7,787		6,681
Certificates - $100,000 and over	4,354		4,156		3,946		3,539		2,106
Foreign office	3,703		3,925		3,907		4,340		4,073
Federal funds purchased	4,771		4,001		3,952		4,170		4,880
Short-term bank notes	-		-		230		775		1,188
Other short-term borrowings	4,408		5,619		5,190		4,933		5,140
Long-term debt	15,956		16,914		17,049		15,604		15,585
Total interest-bearing liabilities	77,173		76,936		76,279		75,245		71,672
Demand deposits	14,099		13,977		13,905		13,484		13,107
Other liabilities	3,236		3,335		3,357		3,172		3,054
Total liabilities	94,508		94,248		93,541		91,901		87,833
Shareholders’ equity	9,480		9,451		9,224		9,108		9,229
Total liabilities and shareholders’ equity	$103,988		$103,699		$102,765		$101,009		$97,062
Average common shares outstanding (in thousands):
Basic	553,591		553,855		553,872		556,362		560,162
Diluted	556,322		557,681		558,176		561,659		566,108
Yield Analysis
Interest-earning assets:
Loans and leases	6.20%		5.90%		5.64%		5.42%		5.20%
Taxable securities	4.31%		4.22%		4.33%		4.34%		4.11%
Tax exempt securities	7.51%		7.42%		7.29%		7.36%		7.37%
Other short-term investments	4.41%		3.49%		3.28%		1.56%		2.00%
Total interest-earning assets	5.75%		5.48%		5.30%		5.13%		4.86%
Interest-bearing liabilities:
Interest checking	2.10%		1.84%		1.49%		1.27%		1.14%
Savings	2.41%		1.90%		1.44%		1.15%		1.01%
Money market	3.32%		2.82%		2.37%		2.14%		1.53%
Other time	3.50%		3.14%		2.93%		2.72%		2.71%
Certificates - $100,000 and over	3.66%		3.28%		2.92%		2.92%		2.41%
Foreign office	3.92%		3.41%		2.98%		2.48%		1.94%
Federal funds purchased	4.04%		3.50%		2.97%		2.41%		1.98%
Short-term bank notes	-		-		2.84%		2.53%		1.97%
Other short-term borrowings	3.27%		2.92%		2.63%		2.18%		1.64%
Long-term debt	4.25%		3.80%		3.46%		3.10%		2.93%
Total interest-bearing liabilities	3.21%		2.82%		2.44%		2.12%		1.87%
Ratios:
Net interest margin (taxable equivalent)	3.11%		3.16%		3.29%		3.38%		3.35%
Net interest rate spread (taxable equivalent)	2.54%		2.66%		2.86%		3.01%		2.99%
Interest-bearing liabilities to interest-earning assets	82.31%		82.31%		82.48%		82.51%		80.38%

17

Fifth Third Bancorp and Subsidiaries

Summary of Loans and Leases

$ in millions

(unaudited)

	For the Three Months Ended
	December 2005	September 2005	June 2005	March 2005	December 2004
Average Loans and Leases (including unearned income)
Commercial:
Commercial loans	$18,909	$18,203	$17,768	$18,073	$15,565
Commercial mortgage	9,159	9,095	9,042	8,385	7,617
Commercial construction	6,051	5,700	5,467	4,870	4,247
Commercial leases	3,611	3,537	3,436	3,393	3,333
Subtotal - commercial	37,730	36,535	35,713	34,721	30,762
Consumer:
Residential mortgage	8,444	8,271	8,453	8,417	7,346
Residential construction	673	624	576	468	378
Credit card	825	778	755	830	827
Home equity	11,884	11,702	11,325	10,909	10,403
Other consumer loans	9,251	8,868	8,089	7,752	7,592
Consumer leases	1,682	1,778	1,851	1,979	2,132
Subtotal - consumer	32,759	32,021	31,049	30,355	28,678
Total average loans and leases	$70,489	$68,556	$66,762	$65,076	$59,440
End of Period Loans and Leases Serviced
Commercial:
Commercial loans	$19,174	$18,591	$18,013	$17,500	$16,058
Commercial mortgage	9,188	9,138	9,091	9,048	7,636
Commercial construction	6,342	5,880	5,590	5,365	4,348
Commercial leases	3,695	3,619	3,527	3,416	3,426
Subtotal - commercial	38,399	37,228	36,221	35,329	31,468
Consumer:
Residential mortgage	7,152	7,353	7,042	7,416	6,988
Residential construction	695	649	611	557	378
Credit card	866	805	749	790	843
Home equity	12,000	11,766	11,521	11,085	10,508
Other consumer loans	9,218	9,215	8,340	7,824	7,572
Consumer leases	1,595	1,738	1,812	1,901	2,051
Subtotal - consumer	31,526	31,526	30,075	29,573	28,340
Total portfolio loans and leases	69,925	68,754	66,296	64,902	59,808
Loans held for sale	1,304	1,237	783	809	559
Operating lease equipment	143	159	161	224	304
Loans and Leases Serviced for Others:
Residential mortgage (a)	25,669	24,525	24,497	23,341	23,026
Commercial mortgage (b)	2,126	2,095	2,067	2,043	2,045
Commercial loans (c)	2,754	2,528	2,346	2,351	1,941
Commercial leases (b)	264	240	269	271	323
Consumer loans (d)	871	972	1,089	1,192	1,298
Total loans and leases serviced for others	31,684	30,360	30,268	29,198	28,633
Total loans and leases serviced	$103,056	$100,510	$97,508	$95,133	$89,304

(a) Fifth Third sells certain residential mortgage loans, primarily conforming and fixed-rate in nature and retains servicing responsibilities

(b) Fifth Third sells certain commercial mortgage loans and commercial leases and retains servicing responsibilities

(c) Fifth Third transfers, subject to credit recourse and with servicing retained, certain investment grade commercial loans to an unconsolidated qualified special purpose entity, which is wholly-owned by an independent third party

(d) Fifth Third sells certain consumer loans and retains servicing responsibilities

18

Fifth Third Bancorp and Subsidiaries

Regulatory Capital (a)

$ in millions

(unaudited)

	As of
	December 2005		September 2005		June 2005		March 2005		December 2004
Tier 1 capital:
Shareholders’ equity	$9,446		$9,385		$9,353		$8,888		$8,924
Goodwill and certain other intangibles	(2,377	)	(2,396	)	(2,409	)	(2,410	)	(1,129	)
Unrealized (gains) losses	405		310		127		314		101
Other	735		731		712		717		626
Total tier 1 capital	$8,209		$8,030		$7,783		$7,509		$8,522
Total risk-based capital:
Tier 1 capital	$8,209		$8,030		$7,783		$7,509		$8,522
Qualifying allowance for credit losses	838		823		819		809		806
Qualifying subordinated notes	1,193		1,193		1,312		1,316		848
Total risk-based capital	$10,240		$10,046		$9,914		$9,634		$10,176
Risk-weighted assets	$97,399		$95,083		$91,791		$89,401		$82,633
Ratios:
Average shareholders’ equity to average assets	9.12%		9.11%		8.98%		9.02%		9.51%
Regulatory capital:
Tier 1 capital	8.43%		8.45%		8.48%		8.40%		10.31%
Total risk-based capital	10.51%		10.57%		10.80%		10.78%		12.31%
Tier 1 leverage	8.08%		7.93%		7.76%		7.62%		8.89%

(a) Current period regulatory capital data and ratios are estimated

19

Fifth Third Bancorp and Subsidiaries

Asset Quality

$ in millions

(unaudited)

	For the Three Months Ended
	December 2005		September 2005		June 2005		March 2005		December 2004
Summary of Credit Loss Experience
Losses charged off:
Commercial, financial and agricultural loans	($35	)	($24	)	($24	)	($16	)	($19	)
Real estate - commercial mortgage loans	(3	)	(5	)	(3	)	(2	)	(7	)
Real estate - construction loans	(3	)	(1	)	-		(1	)	(3	)
Real estate - residential mortgage	(5	)	(3	)	(5	)	(5	)	(4	)
Consumer loans	(58	)	(41	)	(40	)	(42	)	(42	)
Commercial lease financing	(28	)	(1	)	-		(8	)	(3	)
Consumer lease financing	(5	)	(4	)	(4	)	(6	)	(6	)
Total losses	(137	)	(79	)	(76	)	(80	)	(84	)
Recoveries of losses previously charged off:
Commercial, financial and agricultural loans	10		5		6		3		4
Real estate - commercial mortgage loans	1		-		1		1		1
Real estate - construction loans	-		-		-		1		-
Real estate - residential mortgage	-		-		-		-		-
Consumer loans	8		9		12		11		12
Commercial lease financing	-		-		1		-		-
Consumer lease financing	1		1		1		1		2
Total recoveries	20		15		21		17		19
Net losses charged off:
Commercial, financial and agricultural loans	(25	)	(19	)	(18	)	(13	)	(15	)
Real estate - commercial mortgage loans	(2	)	(5	)	(2	)	(1	)	(6	)
Real estate - construction loans	(3	)	(1	)	-		-		(3	)
Real estate - residential mortgage	(5	)	(3	)	(5	)	(5	)	(4	)
Consumer loans	(50	)	(32	)	(28	)	(31	)	(30	)
Commercial lease financing	(28	)	(1	)	1		(8	)	(3	)
Consumer lease financing	(4	)	(3	)	(3	)	(5	)	(4	)
Total net losses charged off	($117	)	($64	)	($55	)	($63	)	($65	)
Allowance for loan and lease losses, beginning	$727		$722		$717		$713		$713
Total net losses charged off	(117	)	(64	)	(55	)	(63	)	(65	)
Provision for loan and lease losses	134		69		60		67		65
Allowance for loan and lease losses, ending	$744		$727		$722		$717		$713
Reserve for unfunded commitments, beginning	$69		$71		$67		$72		$72
Provision for unfunded commitments	1		(2	)	4		(6	)	-
Acquisitions	-		-		-		1		-
Reserve for unfunded commitments, ending	$70		$69		$71		$67		$72
Components of allowance for credit losses:
Allowance for loan and lease losses	$744		$727		$722		$717		$713
Reserve for unfunded commitments	70		69		71		67		72
Total allowance for credit losses	$814		$796		$793		$784		$785
Nonperforming and underperforming assets
Nonaccrual loans and leases (a)	$294		$285		$273		$268		$228
Renegotiated loans and leases	-		1		1		1		1
Other assets, including other real estate owned	67		65		66		74		74
Total nonperforming assets	361		351		340		343		303
Ninety days past due loans and leases (a)	155		156		129		129		142
Total underperforming assets	$516		$507		$469		$472		$445
Ratios
Net losses charged off as a percent of average loans and leases	0.67%		0.38%		0.34%		0.40%		0.44%
Allowance for loan and lease losses as a percent of loans and leases	1.06%		1.06%		1.09%		1.11%		1.19%
Allowance for credit losses as a percent of loans and leases	1.16%		1.16%		1.20%		1.21%		1.31%
Nonperforming assets as a percent of loans, leases and other assets, including other real estate owned	0.52%		0.51%		0.51%		0.53%		0.51%
Underperforming assets as a percent of loans, leases and other assets, including other real estate owned	0.74%		0.74%		0.71%		0.73%		0.74%

(a) Nonaccrual includes $29 million and Ninety Days Past Due includes $48 million of residential mortgage loans as of December 31, 2005

20

EX-99.2

Exhibit 99.2

January 2006

QUARTERLY FINANCIAL SUPPLEMENT

Investment Community Member:

To assist in your financial analysis, the following supplement of most requested information concerning Fifth Third Bancorp is provided.

Numbers are unaudited for quarterly information.

If you need further information, please fax or e-mail your request to Fifth Third's Investor Relations Department at (513) 534-0629 or Brad.Adams@53.com

R. Mark Graf	Matt Curoe	Brad Adams
SVP/Chief Financial Officer	VP/External Reporting	VP/Investor Relations
(513) 534-6924	(513) 534-0482	(513) 534-0983

Quarterly Data

	Three Month Ended
	December 31, 2005		September 30, 2005		June 30, 2005		March 31, 2005		December 31, 2004		September 30, 2004		June 30, 2004		March 31, 2004
Ratios (percent)
Return on average assets		1.27		1.51		1.63		1.62		0.72		1.95		1.91		1.88
Return on average equity		13.9		16.6		18.1		18.0		7.6		21.1		21.0		19.7
Average equity as a percent of average assets		9.12		9.11		8.98		9.02		9.51		9.21		9.08		9.55
Net interest margin (a)		3.11		3.16		3.29		3.38		3.35		3.42		3.54		3.60
Efficiency (a)		55.6		53.5		52.2		51.6		76.0		47.0		48.8		46.8
Net losses charged off as a percent of average loans and leases		0.67		0.38		0.34		0.40		0.44		0.40		0.43		0.54
Allowance for loan and lease losses as a percent of loans and leases		1.06		1.06		1.09		1.11		1.19		1.23		1.31		1.32
Allowance for credit losses as a percent of loans and leases		1.16		1.16		1.20		1.21		1.31		1.35		1.43		1.45
Nonperforming assets as a percent of loans, leases and other assets, including OREO		0.52		0.51		0.51		0.53		0.51		0.48		0.50		0.57
Underperforming assets as a percent of loans, leases and other assets, including OREO		0.74		0.74		0.71		0.73		0.74		0.72		0.73		0.82
Allowance for loan and lease losses as a percent of nonperforming assets		206.03		207.39		212.17		209.01		235.32		253.29		262.83		231.17
Allowance for loan and lease losses as a percent of underperforming assets		144.13		143.44		153.81		151.87		160.20		170.37		179.20		161.76
Allowance for credit losses as a percent of nonperforming assets		225.33		226.99		232.88		228.64		259.05		278.70		286.87		253.92
Allowance for credit losses as a percent of underperforming assets		157.64		157.00		168.83		166.14		176.36		187.47		195.60		177.67
Common Share Data
Earnings per share	$	0.60	$	0.71	$	0.75	$	0.73	$	0.31	$	0.84	$	0.80	$	0.76
Earnings per diluted share		0.60		0.71		0.75		0.72		0.31		0.83		0.79		0.75
Cash dividends per common share		0.38		0.38		0.35		0.35		0.35		0.32		0.32		0.32
Book value per share		17.00		16.93		16.82		16.04		16.00		16.11		14.97		15.77
Common shares outstanding, excluding treasury		555,623,430		554,400,091		555,938,071		554,054,749		557,648,989		561,112,890		560,804,042		562,131,643
Market price per share:
High	$	42.50	$	43.99	$	44.67	$	48.12	$	52.34	$	54.07	$	57.00	$	60.00
Low		35.04		36.38		40.24		42.05		45.32		46.59		51.13		53.27
End of period		37.72		36.75		41.17		42.98		47.30		49.22		53.78		55.37
Price/earnings ratio (b)		13.57		14.76		15.77		16.22		17.65		15.68		17.75		18.77
Supplemental Data
Common dividends declared ($ in millions)	$	211	$	210	$	195	$	194	$	195	$	180	$	180	$	180
Full-time equivalent employees		21,681		21,674		21,594		21,287		19,659		19,061		18,937		18,583
Banking centers		1,119		1,106		1,098		1,092		1,011		1,005		992		960
ATMs		2,024		1,996		1,994		1,988		1,898		1,872		1,844		1,827

(a) Presented on a fully taxable equivalent basis (“FTE”).

(b) Based on the most recent twelve-month earnings per diluted share and end of period stock prices.

2

Quarterly Data

	Three Months Ended
	December 31, 2005		September 30, 2005		June 30, 2005		March 31, 2005		December 31, 2004			September 30, 2004		June 30, 2004		March 31, 2004
Income Statement ($ in millions)
Interest income (FTE)	$	1,359	$	1,291	$	1,223	$	1,153	$	1,090		$	1,052	$	1,009	$	999
Interest expense		624		546		465		394		338			286		238		240
Net interest income (FTE)		735		745		758		759		752			766		771		759
Provision for loan and lease losses		134		69		60		67		65			26		90		87
Noninterest income:
Electronic payment processing revenue		200		187		180		168		173			152		148		148
Service charges on deposits		133		137		132		121		126			134		131		123
Mortgage banking net revenue		42		45		46		41		24			49		61		44
Investment advisory revenue		86		89		91		90		82			88		97		93
Other noninterest income		151		133		144		140		113			126		258		130
Operating lease revenue		9		11		15		20		27			35		44		52
Securities gains (losses), net		1		8		15		14		(78	)		16		-		25
Foreign exchange income		14		12		12		13		12			11		10		11
Total noninterest income		636		622		635		607		479			611		749		626
Noninterest expense:
Salaries, wages and incentives		287		285		295		265		266			252		254		245
Employee benefits		65		70		67		82		56			64		66		76
Equipment expense		29		26		25		25		23			22		19		20
Net occupancy expense		59		54		54		54		48			45		47		46
Deposit insurance expense		2		2		2		2		2			2		6		6
Operating lease expense		6		8		10		15		20			24		32		38
Other noninterest expense		315		287		275		262		520			239		318		217
Total noninterest expense		763		732		728		705		935			648		742		648
Income from continuing operations before income taxes (FTE)		474		566		605		594		231			703		688		650
Taxable equivalent adjustment		7		8		8		8		9			9		9		9
Income from continuing operations before income taxes		467		558		597		586		222			694		679		641
Applicable income taxes		135		163		180		181		46			223		231		211
Income from continuing operations		332		395		417		405		176			471		448		430
Income from discontinued operations, net of tax		-		-		-		-		-			-		-		-
Net income	$	332	$	395	$	417	$	405	$	176		$	471	$	448	$	430
Net income available to common shareholders (a)	$	332	$	395	$	417	$	404	$	176		$	471	$	448	$	430
Regulatory Capital Data ($ in millions) (b)
Tier 1 capital	$	8,209	$	8,030	$	7,783	$	7,509	$	8,522		$	8,666	$	8,346	$	8,394
Tier 2 capital		2,031		2,016		2,131		2,125		1,654			1,674		1,763		1,727
Total risk-based capital	$	10,240	$	10,046	$	9,914	$	9,634	$	10,176		$	10,340	$	10,109	$	10,121
Total risk-weighted assets	$	97,399	$	95,083	$	91,791	$	89,401	$	82,633		$	80,749	$	78,779	$	76,587
Tier 1 capital ratio		8.43%		8.45%		8.48%		8.40%		10.31%			10.73%		10.59%		10.96%
Total risk-based capital ratio		10.51%		10.57%		10.80%		10.78%		12.31%			12.81%		12.83%		13.22%
Tier 1 leverage ratio		8.08%		7.93%		7.76%		7.62%		8.89%			9.13%		8.97%		9.23%

(a) Dividends on preferred stock are $.185 million for all quarters presented.

(b) December 31, 2005 regulatory capital data and ratios are estimated.

3

Quarterly Data

	As of
	December 31, 2005			September 30, 2005			June 30, 2005			March 31, 2005			December 31, 2004			September 30, 2004			June 30, 2004			March 31, 2004
Balance Sheet ($ in millions, except share data)
Assets
Cash and due from banks	$	3,078		$	3,372		$	2,781		$	2,420		$	2,561		$	2,313		$	2,358		$	2,012
Available-for-sale securities		21,924			22,537			24,647			25,101			24,687			31,557			30,180			30,577
Held-to-maturity securities		389			332			307			303			255			254			212			179
Trading securities		117			105			84			128			77			81			97			96
Other short-term investments		158			113			113			1,213			532			384			258			191
Total cash and securities		25,666			26,459			27,932			29,165			28,112			34,589			33,105			33,055
Loans held for sale		1,304			1,237			783			809			559			452			577			1,661
Portfolio loans and leases		69,925			68,754			66,296			64,902			59,808			58,036			56,679			53,912
Total loans and leases		71,229			69,991			67,079			65,711			60,367			58,488			57,256			55,573
Allowance for loan and lease losses		(744	)		(727	)		(722	)		(717	)		(713	)		(713	)		(744	)		(713	)
Bank premises and equipment		1,726			1,643			1,581			1,529			1,315			1,233			1,168			1,102
Operating lease equipment		143			159			161			224			304			394			525			658
Accrued interest receivable		511			482			451			438			397			416			397			412
Goodwill		2,169			2,176			2,178			2,167			979			980			979			738
Intangible assets		208			220			231			243			150			157			164			155
Servicing rights		441			417			378			378			352			349			358			283
Other real estate owned		54			52			52			60			63			61			54			57
Other assets		3,822			3,736			3,839			3,515			3,130			2,411			2,420			2,482
Total assets	$	105,225		$	104,608		$	103,160		$	102,713		$	94,456		$	98,365		$	95,682		$	93,802
Liabilities
Deposits:
Demand	$	14,609		$	14,294		$	14,393		$	13,960		$	13,486		$	12,886		$	13,037		$	12,374
Interest checking		18,282			18,169			18,811			19,722			19,481			19,362			19,243			19,376
Savings		11,276			10,437			9,653			9,711			8,310			8,307			7,973			7,391
Money market		6,129			5,855			4,732			4,777			4,321			4,264			2,854			2,995
Other time		9,313			8,867			8,513			8,017			6,837			6,569			6,019			5,978
Certificates - $100,000 and over		4,343			4,195			3,986			3,867			2,121			2,092			2,825			2,569
Foreign office		3,482			3,678			3,089			5,257			3,670			3,380			5,957			4,567
Total deposits		67,434			65,495			63,177			65,311			58,226			56,860			57,908			55,250
Federal funds purchased		5,323			3,548			4,523			2,669			4,714			5,368			3,851			7,501
Short-term bank notes		-			-			-			775			775			1,275			1,275			500
Other short-term borrowings		4,246			6,075			4,972			4,925			4,537			7,330			6,391			7,252
Other liabilities		3,549			3,583			3,641			3,824			3,297			3,364			3,089			3,445
Long-term debt		15,227			16,522			17,494			16,321			13,983			15,128			14,775			10,990
Total liabilities		95,779			95,223			93,807			93,825			85,532			89,325			87,289			84,938
Shareholders’ Equity
Common and preferred equity		11,138			11,038			10,762			10,569			10,507			10,515			10,225			9,989
Additional minimum pension liability		(5	)		(4	)		(4	)		(4	)		(64	)		(66	)		(63	)		(63	)
Net unrealized (losses) gains:
Available-for-sale securities		(395	)		(296	)		(107	)		(295	)		(72	)		(125	)		(439	)		154
Qualifying cash flow hedges		(13	)		(17	)		(24	)		(24	)		(33	)		(27	)		(52	)		8
Treasury stock, at cost		(1,279	)		(1,336	)		(1,274	)		(1,358	)		(1,414	)		(1,257	)		(1,278	)		(1,224	)
Total shareholders’ equity	$	9,446		$	9,385		$	9,353		$	8,888		$	8,924		$	9,040		$	8,393		$	8,864
Share Data
Preferred shares outstanding		9,250			9,250			9,250			9,250			9,250			9,250			9,250			9,250
Common shares outstanding, excluding treasury		555,623,430			554,400,091			555,938,071			554,054,749			557,648,989			561,112,890			560,804,042			562,131,643
Treasury shares held		27,803,674			29,027,013			27,489,033			29,372,355			25,802,702			22,338,801			22,647,649			21,320,048

4

Quarterly Data

	Three Months Ended
	December 31, 2005			September 30, 2005			June 30, 2005			March 31, 2005			December 31, 2004			September 30, 2004			June 30, 2004			March 31, 2004
Average Balance Sheet ($ in millions, except share data)
Assets
Interest-earning assets:
Loans and leases	$	70,489		$	68,556		$	66,762		$	65,076		$	59,440		$	57,679		$	56,325		$	54,688
Taxable securities		22,376			24,013			24,771			24,935			28,379			30,241			29,987			28,854
Tax exempt securities		698			787			815			856			866			890			920			995
Other short-term investments		200			115			130			328			480			282			266			231
Total interest-earning assets		93,763			93,471			92,478			91,195			89,165			89,092			87,498			84,768
Cash and due from banks		2,847			2,742			2,822			2,619			2,445			2,265			2,106			2,046
Other assets		8,105			8,207			8,182			7,909			6,171			5,603			5,447			5,828
Allowance for loan and lease losses		(727	)		(721	)		(717	)		(714	)		(719	)		(748	)		(720	)		(699	)
Total assets	$	103,988		$	103,699		$	102,765		$	101,009		$	97,062		$	96,212		$	94,331		$	91,943
Liabilities
Interest-bearing liabilities:
Interest checking	$	17,828		$	18,498		$	19,267		$	19,972		$	19,345		$	19,570		$	19,268		$	19,552
Savings		11,036			9,939			9,697			9,339			8,447			8,212			7,803			7,294
Money market		5,974			5,154			4,755			4,786			4,227			3,542			2,965			3,149
Other time		9,143			8,730			8,286			7,787			6,681			6,539			5,822			5,780
Certificates - $100,000 and over		4,354			4,156			3,946			3,539			2,106			2,459			2,836			2,213
Foreign office		3,703			3,925			3,907			4,340			4,073			3,315			4,488			5,935
Federal funds purchased		4,771			4,001			3,952			4,170			4,880			4,847			6,689			7,192
Short-term bank notes		-			-			230			775			1,188			1,275			1,045			500
Other short-term borrowings		4,408			5,619			5,190			4,933			5,140			7,152			7,441			6,837
Long-term debt		15,956			16,914			17,049			15,604			15,585			15,055			12,317			10,294
Total interest-bearing liabilities		77,173			76,936			76,279			75,245			71,672			71,966			70,674			68,746
Demand deposits		14,099			13,977			13,905			13,484			13,107			12,537			12,251			11,402
Other liabilities		3,236			3,335			3,357			3,172			3,054			2,848			2,840			3,016
Total liabilities		94,508			94,248			93,541			91,901			87,833			87,351			85,765			83,164
Shareholders’ equity		9,480			9,451			9,224			9,108			9,229			8,861			8,566			8,779
Total liabilities & shareholders’ equity	$	103,988		$	103,699		$	102,765		$	101,009		$	97,062		$	96,212		$	94,331		$	91,943
Average loans and leases (excluding held for sale)	$	69,218		$	67,539		$	65,649		$	64,269		$	58,714		$	57,160		$	54,960		$	52,927
Average common shares outstanding:
Basic		553,590,943			553,854,684			553,871,720			556,361,533			560,161,550			560,335,242			560,976,289			563,583,277
Diluted		556,321,949			557,681,044			558,176,454			561,658,848			566,107,746			566,543,043			568,715,944			571,612,473

5

Quarterly Data

	Three Months Ended
	December 31, 2005			September 30, 2005			June 30, 2005			March 31, 2005			December 31, 2004			September 30, 2004			June 30, 2004			March 31, 2004
Asset Quality ($ in millions)
Nonaccrual loans and leases	$	294		$	285		$	273		$	268		$	228		$	207		$	216		$	233
Renegotiated loans and leases		-			1			1			1			1			3			3			1
Other assets, including other real estate owned		67			65			66			74			74			72			64			74
Total nonperforming assets		361			351			340			343			303			282			283			308
Ninety days past due loans and leases		155			156			129			129			142			137			132			133
Total underperforming assets	$	516		$	507		$	469		$	472		$	445		$	419		$	415		$	441
End of Period Loans and Leases ($ in millions) (net of unearned discount)
Commercial:
Commercial loans	$	19,299		$	18,596		$	18,017		$	17,501		$	16,058		$	15,271		$	15,276		$	14,548
Commercial mortgage		9,188			9,138			9,091			9,048			7,636			7,644			7,541			7,197
Commercial construction		6,342			5,880			5,590			5,365			4,348			4,077			3,768			3,493
Commercial leases		3,698			3,619			3,537			3,416			3,426			3,357			3,275			3,350
Subtotal - commercial		38,527			37,233			36,235			35,330			31,468			30,349			29,860			28,588
Consumer:
Consumer mortgage		8,296			8,564			7,808			8,208			7,533			6,912			6,416			5,811
Consumer construction		695			649			611			557			378			371			340			327
Credit card		866			805			749			790			843			809			779			757
Home equity		12,000			11,766			11,521			11,085			10,508			10,243			9,848			9,294
Other consumer loans		9,250			9,236			8,343			7,840			7,586			7,595			7,676			8,428
Consumer leases		1,595			1,738			1,812			1,901			2,051			2,209			2,337			2,368
Subtotal - consumer		32,702			32,758			30,844			30,381			28,899			28,139			27,396			26,985
Total loans and leases	$	71,229		$	69,991		$	67,079		$	65,711		$	60,367		$	58,488		$	57,256		$	55,573
Average Loans and Leases ($ in millions) (net of unearned discount)
Commercial:
Commercial loans	$	18,909		$	18,203		$	17,768		$	18,073		$	15,565		$	15,068		$	14,724		$	14,266
Commercial mortgage		9,159			9,095			9,042			8,385			7,617			7,582			7,327			7,034
Commercial construction		6,051			5,700			5,467			4,870			4,247			3,963			3,598			3,414
Commercial leases		3,611			3,537			3,436			3,393			3,333			3,300			3,306			3,241
Subtotal - commercial		37,730			36,535			35,713			34,721			30,762			29,913			28,955			27,955
Consumer:
Consumer mortgage		8,444			8,271			8,453			8,417			7,346			6,631			6,173			5,654
Consumer construction		673			624			576			468			378			352			326			332
Credit card		825			778			755			830			827			797			767			758
Home equity		11,884			11,702			11,325			10,909			10,403			10,056			9,557			9,131
Other consumer loans		9,251			8,868			8,089			7,752			7,592			7,651			8,187			8,441
Consumer leases		1,682			1,778			1,851			1,979			2,132			2,279			2,360			2,417
Subtotal - consumer		32,759			32,021			31,049			30,355			28,678			27,766			27,370			26,733
Total loans and leases	$	70,489		$	68,556		$	66,762		$	65,076		$	59,440		$	57,679		$	56,325		$	54,688
Nonperforming Loans ($ in millions)(non-accrual plus renegotiated)
Commercial construction loans	$	31		$	29		$	24		$	23		$	13		$	11		$	14		$	23
Commercial mortgage		51			53			56			56			51			51			47			48
Commercial loans and leases		146			140			132			132			111			99			107			111
Consumer mortgage and construction		30			31			25			24			24			22			23			25
Other consumer loans and leases		36			33			37			34			30			27			28			27
Total nonperforming loans	$	294		$	286		$	274		$	269		$	229		$	210		$	219		$	234
Credit Charge-Offs ($ in millions)
Gross charge-offs	$	(137	)	$	(79	)	$	(76	)	$	(80	)	$	(84	)	$	(72	)	$	(76	)	$	(88	)
Recoveries		20			15			21			17			19			15			17			17
Net losses charged off	$	(117	)	$	(64	)	$	(55	)	$	(63	)	$	(65	)	$	(57	)	$	(59	)	$	(71	)

6

EX-99.3

Exhibit 99.3

January 2006

ANNUAL FINANCIAL SUPPLEMENT

Investment Community Member:

To assist in your financial analysis, the following supplement of most requested information concerning Fifth Third Bancorp is provided.

Numbers are unaudited for year-end information.

If you need further information, please fax or e-mail your request to Fifth Third's Investor Relations Department at (513) 534-0629 or Brad.Adams@53.com

R. Mark Graf	Matt Curoe	Brad Adams
SVP/Chief Financial Officer	VP/External Reporting	VP/Investor Relations
(513) 534-6924	(513) 534-0482	(513) 534-0983

Yearly Data

	Years Ended December 31,
	2005		2004		2003		2002		2001		2000
Ratios (percent)
Return on average assets		1.50		1.61		1.90		2.04		1.42		1.58
Return on average equity		16.6		17.2		19.0		18.4		13.6		17.5
Average equity as a percent of average assets		9.06		9.34		10.01		11.08		10.40		9.06
Net interest margin (c)		3.23		3.48		3.62		3.96		3.82		3.73
Efficiency (c)		53.2		53.9		47.0		47.5		57.5		53.7
Net losses charged off as a percent of average loans and leases		0.45		0.45		0.63		0.43		0.54		0.26
Allowance for loan and lease losses as a percent of loans and leases (a)		1.06		1.19		1.33		1.49		1.50		1.43
Allowance for credit losses as a percent of loans and leases (a)		1.16		1.31		1.47		1.49		1.50		1.43
Nonperforming assets as a percent of loans, leases and other assets, including OREO		0.52		0.51		0.61		0.59		0.57		0.47
Underperforming assets as a percent of loans, leases and other assets, including OREO		0.74		0.74		0.89		0.95		0.96		0.77
Allowance for loan and lease losses as a percent of nonperforming assets (a)		206.03		235.32		218.85		250.62		265.45		303.85
Allowance for loan and lease losses as a percent of underperforming assets (a)		144.13		160.20		150.28		157.12		156.49		185.21
Allowance for credit losses as a percent of nonperforming assets (a)		225.33		259.05		242.01		250.62		265.45		303.85
Allowance for credit losses as a percent of underperforming assets (a)		157.64		176.36		166.19		157.12		156.49		185.21
Common Share Data
Earnings per share	$	2.79	$	2.72	$	2.91	$	2.64	$	1.74	$	1.86
Earnings per diluted share		2.77		2.68		2.87		2.59		1.70		1.83
Cash dividends per common share		1.46		1.31		1.13		0.98		0.83		0.70
Book value per share		17.00		16.00		15.29		14.98		13.31		11.83
Common shares outstanding, excluding treasury		555,623,430		557,648,989		566,685,301		574,355,247		582,674,580		569,056,843
Market price per share:
High	$	48.12	$	60.00	$	62.15	$	69.70	$	64.77	$	60.88
Low		35.04		45.32		47.05		55.26		45.69		29.33
Close		37.72		47.30		59.10		58.55		61.33		59.75
Price/earnings ratio (b)		13.57		17.65		20.59		22.61		36.08		32.65
Supplemental Data
Common dividends declared ($ in millions)	$	810	$	735	$	645	$	568	$	460	$	325
Full-time equivalent employees		21,681		19,659		18,899		19,119		18,373		20,468
Banking centers		1,119		1,011		952		930		933		963

(a) As of December 31, 2004, the reserve for unfunded commitments has been reclassified from the allowance for loan and lease losses to other liabilities. The 2003 year end reserve for unfunded commitments has been reclassified to conform to the current presentation. The allowance for credit losses is the sum of the allowance for loan and lease losses and the reserve for unfunded commitments.

(b) Based on the most recent twelve-month earnings per diluted share and end of period stock prices.

(c) Presented on a fully taxable equivalent basis (“FTE”).

2

Yearly Data

	Years Ended December 31,
	2005		2004			2003			2002			2001			2000
Income Statement ($ in millions)
Interest income (FTE)	$	5,026	$	4,150		$	4,030		$	4,168		$	4,754		$	4,994
Interest expense		2,030		1,102			1,086			1,430			2,278			2,697
Net interest income (FTE)		2,996		3,048			2,944			2,738			2,476			2,297
Provision for loan and lease losses		330		268			399			246			201			126
Merger-related loan loss provision (a)		-		-			-			-			35			12
Noninterest income:
Electronic payment processing revenue		735		622			575			512			347			252
Service charges on deposits		522		515			485			431			367			298
Mortgage banking net revenue		174		178			302			188			63			256
Investment advisory revenue		355		360			332			325			298			275
Other noninterest income		568		626			546			555			520			370
Operating lease revenue		55		156			124			-			-			-
Securities (losses) gains, net		39		(37	)		81			114			28			6
Securities gains, net - non-qualifying hedges on mortgage servicing rights		-		-			3			33			143			-
Foreign exchange income		52		45			35			25			22			19
Total noninterest income		2,500		2,465			2,483			2,183			1,788			1,476
Noninterest expense:
Salaries, incentives and benefits expense		1,416		1,279			1,271			1,230			1,107			1,037
Equipment expense		105		84			82			79			91			100
Net occupancy expense		221		185			159			142			146			138
Deposit insurance expense		8		15			17			10			8			9
Operating lease expense		40		114			94			-			-			-
Other noninterest expense		1,137		1,295			928			876			752			656
Merger-related charges (a)		-		-			-			-			349			87
Total noninterest expense		2,927		2,972			2,551			2,337			2,453			2,027
Income from continuing operations before income taxes, minority interest and cumulative effect (FTE)		2,239		2,273			2,477			2,338			1,575			1,608
Taxable equivalent adjustment		31		36			39			39			45			47
Income from continuing operations before income taxes, minority interest and cumulative effect		2,208		2,237			2,438			2,299			1,530			1,561
Applicable income taxes		659		712			786			734			523			511
Income from continuing operations before minority interest and cumulative effect		1,549		1,525			1,652			1,565			1,007			1,050
Minority interest, net of tax		-		-			(20	)		(38	)		(2	)		-
Income from continuing operations before cumulative effect		1,549		1,525			1,632			1,527			1,005			1,050
Income from discontinued operations, net of tax (b)		-		-			44			4			4			5
Income before cumulative effect		1,549		1,525			1,676			1,531			1,009			1,055
Cumulative effect of change in accounting principle, net of tax		-		-			(11	)		-			(7	)		-
Net income	$	1,549	$	1,525		$	1,665		$	1,531		$	1,002		$	1,055
Net income available to common shareholders (c)	$	1,548	$	1,524		$	1,664		$	1,530		$	1,001		$	1,054
Regulatory Capital Data ($ in millions) (d)
Tier 1 capital	$	8,209	$	8,522		$	8,272		$	7,747		$	7,433		$	6,377
Tier 2 capital		2,031		1,654			1,824			1,188			1,223			1,177
Total risk-based capital	$	10,240	$	10,176		$	10,096		$	8,935		$	8,656		$	7,554
Total risk-weighted assets	$	97,399	$	82,633		$	74,477		$	65,444		$	59,491		$	55,943
Tier 1 capital ratio		8.43%		10.31%			11.11%			11.84%			12.49%			11.40%
Total risk-based capital ratio		10.51%		12.31%			13.56%			13.65%			14.55%			13.50%
Tier 1 leverage ratio		8.08%		8.89%			9.23%			9.84%			10.64%			9.49%

(a) Tax-effects of these merger-related charges were $90 million in 2001 and $32 million in 2000.

(b) Includes gain on sale of discontinued operations of $40 million, net of tax, in 2003.

(c) Dividends on preferred stock are $.740 million for all years presented.

(d) 2005 regulatory capital data and ratios are estimated.

3

Yearly Data

	As of December 31,
	2005			2004			2003			2002			2001			2000
Balance Sheet ($ in millions, except share data)
Assets
Cash and due from banks	$	3,078		$	2,561		$	2,359		$	1,891		$	2,031		$	1,706
Available-for-sale securities		21,924			24,687			28,999			25,464			20,507			19,029
Held-to-maturity securities		389			255			135			52			16			553
Trading securities		117			77			55			18			-			-
Other short-term investments		158			532			268			294			225			232
Total cash and securities		25,666			28,112			31,816			27,719			22,779			21,520
Loans held for sale		1,304			559			1,881			3,358			2,180			1,655
Portfolio loans and leases		69,925			59,808			52,308			45,928			41,548			42,530
Total loans and leases		71,229			60,367			54,189			49,286			43,728			44,185
Allowance for loan and lease losses		(744	)		(713	)		(697	)		(683	)		(624	)		(609	)
Operating lease equipment		143			304			767			-			-			-
Goodwill		2,169			979			738			740			720			545
Intangible assets		208			150			195			236			267			235
Servicing rights		441			352			299			263			426			429
Other real estate owned		54			63			55			27			30			28
Other assets		6,059			4,842			3,892			3,344			3,738			3,338
Total assets	$	105,225		$	94,456		$	91,254		$	80,932		$	71,064		$	69,671
Liabilities
Deposits:
Demand	$	14,609		$	13,486		$	12,142		$	10,095		$	9,243		$	7,152
Interest checking		18,282			19,481			19,757			17,878			13,474			10,320
Savings		11,276			8,310			7,375			10,056			7,065			5,991
Money market		6,129			4,321			3,201			1,044			1,352			923
Other time		9,313			6,837			6,201			7,638			11,301			14,231
Certificates - $100,000 and over		4,343			2,121			1,856			1,723			2,197			5,049
Foreign office		3,482			3,670			6,563			3,774			1,222			4,694
Total deposits		67,434			58,226			57,095			52,208			45,854			48,360
Federal funds purchased		5,323			4,714			6,928			4,748			2,544			2,178
Short-term bank notes		-			775			500			-			34			-
Other short-term borrowings		4,246			4,537			5,742			4,075			4,875			4,166
Convertible subordinated debentures		-			-			-			-			-			173
Other liabilities		3,549			3,297			3,259			2,657			2,553			1,993
Long-term debt		15,227			13,983			9,063			8,179			7,030			6,066
Total liabilities		95,779			85,532			82,587			71,867			62,890			62,936
Minority interest		-			-			-			461			422			-
Shareholders’ Equity
Common and preferred equity		11,138			10,507			9,749			8,779			7,748			6,708
Additional minimum pension liability		(5	)		(64	)		(63	)		(52	)		-			-
Net unrealized (losses) gains on available-for-sale securities and qualifying cash flow hedges		(408	)		(105	)		(57	)		421			8			28
Treasury stock, at cost		(1,279	)		(1,414	)		(962	)		(544	)		(4	)		(1	)
Total shareholders’ equity	$	9,446		$	8,924		$	8,667		$	8,604		$	7,752		$	6,735
Share Data
Preferred shares outstanding		9,250			9,250			9,250			9,250			9,250			9,250
Common shares outstanding, excluding treasury		555,623,430			557,648,989			566,685,301			574,355,247			582,674,580			569,056,843
Treasury shares held		27,803,674			25,802,702			16,766,390			9,071,857			80,000			21,875

4

Yearly Data

	Years Ended December 31,
	2005			2004			2003			2002			2001			2000
Average Balance Sheet ($ in millions, except share data)
Assets
Interest-earning assets:
Loans and leases	$	67,737		$	57,042		$	52,414		$	45,539		$	44,888		$	42,690
Taxable securities		24,017			29,365			27,584			22,145			18,482			17,246
Tax exempt securities		789			917			1,056			1,101			1,255			1,384
Other short-term investments		193			315			307			339			201			200
Total interest-earning assets		92,736			87,639			81,361			69,124			64,826			61,520
Cash and due from banks		2,758			2,216			1,600			1,551			1,482			1,456
Other assets		8,102			5,763			5,250			5,007			5,000			4,229
Allowance for loan and lease losses		(720	)		(722	)		(730	)		(645	)		(625	)		(594	)
Total assets	$	102,876		$	94,896		$	87,481		$	75,037		$	70,683		$	66,611
Liabilities
Interest-bearing liabilities:
Interest checking	$	18,884		$	19,434		$	18,679		$	16,239		$	11,489		$	9,531
Savings		10,007			7,941			8,020			9,465			4,928			5,799
Money market		5,170			3,473			3,189			1,162			2,552			939
Other time		8,491			6,208			6,426			8,855			13,473			13,716
Certificates - $100,000 and over		4,001			2,403			3,832			2,237			3,821			4,283
Foreign office		3,967			4,449			3,862			2,018			1,992			3,896
Short-term borrowings		9,511			13,539			12,373			7,191			8,799			9,725
Long-term debt		16,384			13,323			8,747			7,640			6,301			4,707
Total interest-bearing liabilities		76,415			70,770			65,128			54,807			53,355			52,596
Demand deposits		13,868			12,327			10,482			8,953			7,394			6,257
Other liabilities		3,276			2,939			2,883			2,520			2,556			1,725
Total liabilities		93,559			86,036			78,493			66,280			63,305			60,578
Minority interest		-			-			234			440			30			-
Shareholders’ equity		9,317			8,860			8,754			8,317			7,348			6,033
Total liabilities & shareholders’ equity	$	102,876		$	94,896		$	87,481		$	75,037		$	70,683		$	66,611
Average loans and leases (excluding held for sale)	$	66,685		$	55,951		$	49,700		$	43,529		$	42,339		$	41,303
Average common shares outstanding:
Basic		554,410,581			561,258,539			571,590,128			580,326,693			575,253,508			565,685,977
Diluted		558,442,819			568,234,313			580,003,074			592,020,246			591,316,210			578,973,325

5

Yearly Data

	Years Ended December 31,
	2005			2004			2003			2002			2001			2000
Asset Quality ($ in millions)
Nonaccrual loans and leases	$	294		$	228		$	242		$	247		$	216		$	174
Renegotiated loans and leases		-			1			8			-			-			2
Other assets, including other real estate owned		67			74			69			26			19			25
Total nonperforming assets		361			303			319			273			235			201
Ninety days past due loans and leases		155			142			145			162			164			128
Total underperforming assets	$	516		$	445		$	464		$	435		$	399		$	329
End of Period Loans and Leases ($ in millions)(net of unearned discount)
Commercial:
Commercial loans	$	19,299		$	16,058		$	14,226		$	12,786		$	10,909		$	10,734
Commercial mortgage		9,188			7,636			6,894			5,885			6,085			6,227
Commercial construction		6,342			4,348			3,301			3,009			3,103			2,819
Commercial leases		3,698			3,426			3,264			3,019			2,487			2,571
Subtotal - commercial		38,527			31,468			27,685			24,699			22,584			22,351
Consumer:
Consumer mortgage		8,296			7,533			5,530			6,804			6,563			7,167
Consumer construction		695			378			335			319			252			403
Credit card		866			843			762			537			448			361
Home equity		12,000			10,508			8,993			8,675			7,974			6,792
Other consumer loans		9,250			7,586			8,436			5,909			4,164			4,457
Consumer leases		1,595			2,051			2,448			2,343			1,743			2,654
Subtotal - consumer		32,702			28,899			26,504			24,587			21,144			21,834
Total loans and leases	$	71,229		$	60,367		$	54,189		$	49,286		$	43,728		$	44,185
Nonperforming Loans ($ in millions)(non-accrual plus renegotiated)
Commercial construction loans	$	31		$	13		$	19		$	14		$	26		$	11
Commercial mortgage		51			51			42			41			57			42
Commercial loans and leases		146			111			136			159			122			75
Residential mortgage and construction		30			24			26			18			11			42
Other consumer loans and leases		36			30			27			15			-			6
Total nonperforming loans	$	294		$	229		$	250		$	247		$	216		$	176
Credit Charge-Offs ($ in millions)
Gross charge-offs	$	(373	)	$	(321	)	$	(380	)	$	(273	)	$	(273	)	$	(164	)
Merger related charge-offs		-			-			-			-			(36	)		(12	)
Recoveries		74			69			68			86			82			67
Net losses charged off	$	(299	)	$	(252	)	$	(312	)	$	(187	)	$	(227	)	$	(109	)

6