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): July 20, 2006

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 2.02        Results of Operations and Financial Condition

On July 20, 2006, Fifth Third Bancorp issued a press release and its quarterly financial supplement announcing its earnings release for the second quarter of 2006. A copy of this press release and its quarterly financial supplement are attached as Exhibits 99.1 and 99.2, 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 7.01        Regulation FD Disclosure

On July 20, 2006, Fifth Third Bancorp issued a press release and its quarterly financial supplement announcing its earnings release for the second quarter of 2006. A copy of this press release and its quarterly financial supplement are attached as Exhibits 99.1 and 99.2, 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 99.1 – Press release dated July 20, 2006.

Exhibit 99.2 – Quarterly 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)
July 20, 2006	/s/  Christopher G. Marshall
	Christopher G. Marshall
	Executive Vice President and
	Chief Financial Officer

EX-99.1

Exhibit 99.1

		News Release
CONTACT:	Bradley S. Adams (Analysts)	FOR IMMEDIATE RELEASE
	(513) 534-0983	July 20, 2006
	Debra DeCourcy (Media)
	(513) 534-4153

FIFTH THIRD BANCORP REPORTS SECOND QUARTER 2006

EARNINGS OF $ 0.69 PER DILUTED SHARE

Fifth Third Bancorp’s second quarter 2006 earnings per diluted share were $.69 compared to $.65 in the first quarter of 2006 and $.75 per diluted share for the same period in 2005. Second quarter net income totaled $382 million compared to $363 million last quarter and $417 million in the same quarter last year. Return on average assets (ROA) and return on average equity (ROE) were 1.45 percent and 16.0 percent, respectively, compared to 1.63 percent and 18.1 percent in 2005’s second quarter.

“Second quarter trends in deposits, loans, fee income and credit quality reflect both an improving bottom line and outlook for the future,” stated George A. Schaefer, Jr., Chairman and CEO of Fifth Third Bancorp. “Our primary challenge, and focus for further improvement, lies in continuing to stabilize and improve the net interest margin. Over the last year and a half, we have maintained a disciplined, long-term balance sheet approach and have remained committed to not increasing leverage as short- and long-term interest rates have converged. With interest rate tightening appearing to be nearing an end and deposit trends showing positive momentum, significant potential exists to improve the net interest margin and drive positive operating leverage over the years to come. Fifth Third’s deposit and funding costs are competitive with market conditions and loan repricing into a higher rate environment remains strong. The employees of Fifth Third have demonstrated poise and perseverance during a difficult two years and I am very proud of their efforts to better serve our existing customers while continuing to maintain our historically strong track record of adding new customers. Through their hard work, I believe Fifth Third is positioned to improve shareholder returns by having taken the difficult, but necessary actions to reduce interest rate risk and ensure that consistently strong core banking performance reaches the bottom line.”

“In June, Fifth Third’s Board of Directors increased the quarterly cash dividend on its common shares to $.40 per share, an increase of 14 percent over the $.35 per share declared in June 2005 and a five percent increase over the $.38 per share declared in March 2006. This quarter’s dividend surpasses our level of current earnings growth but illustrates the importance we place on delivering value to our shareholders and the confidence we have in returning to better growth and profitability. On behalf of our management team and 22,000 employees, we thank our shareholders for their continued confidence and look forward to continuing to deliver improving performance.”

Noninterest Income

Improved performance in certain business line revenue categories resulted in good noninterest income performance in the second quarter of 2006. Overall, noninterest income, excluding operating lease revenues and securities gains and losses, increased by five percent over the same quarter last year and 16 percent on an annualized sequential basis.

Electronic payment processing revenues increased 15 percent over the same quarter last year and 30 percent on an annualized sequential basis. Second quarter trends are representative of continuing momentum in attracting new customer relationships moderated by slower growth in the level of retail sales transaction volumes. Fifth Third remains confident in the near and intermediate term growth outlook in this business and continues to see significant opportunities in attracting 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 two percent over the same quarter last year and 27 percent on an annualized sequential basis from seasonally weaker first quarter levels. Retail deposit revenues increased by three percent over the same quarter last year largely due to growth in the number of deposit accounts. Commercial deposit revenues increased by two percent over the same quarter last year with strong growth in relationships mitigated by the impact of higher interest rates on compensating balances in commercial deposit accounts.

Mortgage net service revenue totaled $41 million in the second quarter compared to $46 million in the same quarter last year. Mortgage originations remained strong and totaled $2.6 billion in the second quarter versus $2.2 billion last quarter and $2.6 billion in the second quarter of last year. Second quarter mortgage banking net service revenue was comprised of $27 million in total origination fees and loan sales and $14 million in net servicing revenue. Net servicing revenue was comprised of $30 million of gross servicing fees, less $17 million in amortization and plus $1 million of net valuation adjustments on mortgage servicing rights and losses and mark-to-market adjustments on both settled and outstanding free-standing derivative financial instruments utilized to hedge mortgage servicing rights. 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 $483 million at June 30, 2006 on a servicing portfolio of $27.1 billion, compared to $462 million last quarter on a servicing portfolio of $26.4 billion.

Corporate banking revenue totaled $82 million in the second quarter this year, an increase of 10 percent over the $74 million delivered in the same quarter last year. Growth over the same quarter last year was highlighted by increases in loan and lease related fees and international revenues. Compared to the first quarter of 2006, corporate banking revenue increased $6 million due to growth in international revenues and customer interest rate derivative sales.

Investment advisory revenues increased by five percent over the same quarter last year and 22 percent on an annualized sequential basis. The increase in revenue compared to last year and the first quarter resulted primarily from improvements in brokerage and private client 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 $31 billion in assets under management and $203 billion in assets under care.

2

Other noninterest income totaled $76 million in the second quarter, compared to $80 million last quarter and $93 million in the same quarter last year. The decrease in revenue relative to second quarter 2005 resulted primarily from continued runoff in the operating lease portfolio and declines in consumer loan and lease fees. Net securities gains totaled $14 million in the second quarter, compared to $15 million in the same quarter last year and $1 million last quarter. Second quarter 2006 net securities gains included a $24 million gain from the MasterCard Incorporated redemption of a portion of the common shares held by Fifth Third, partially offset by $10 million of losses on certain securities sold during the quarter.

Balance Sheet Trends

Retail transaction account growth and commercial customer additions resulted in good overall deposit growth in the second quarter of 2006 despite continuing mix shifts within the deposit base to higher cost time deposits. Compared to the second quarter last year, average core deposit balances increased by $3.8 billion, or seven percent, and average transaction account balances increased by $1.7 billion, or three percent. Compared to the first quarter of 2006, average core deposit balances increased by seven percent on an annualized basis and average transaction account balances increased by three percent on an annualized basis. Fifth Third is continuing to devote significant focus on attracting new deposit accounts and retaining existing accounts in order to fund loan growth.

Loan and lease balances exhibited continued strength with average loans and leases increasing by $6.3 billion, or nine percent, over second quarter last year and by $6.4 billion, or 10 percent on a period end basis. Compared to last quarter, average loan and lease balances increased by $1.5 billion, or eight percent on an annualized sequential basis. Average commercial loan and lease balances increased by 11 percent over the same quarter last year and by $1.0 billion, or 10 percent on an annualized sequential basis. Average consumer loan and lease balances, excluding residential mortgage, increased by nine percent over the same quarter last year with only modest growth relative to last quarter primarily due to reductions in the consumer lease portfolio and slowing growth in home equity loan balances.

Net Interest Income

Net interest income on a fully taxable equivalent basis decreased five percent, despite three percent growth in average earning assets, due to a 28 bp decline in the net interest margin compared to the second quarter of 2005. Margin compression resulted primarily from the prolonged and significant flattening of the yield curve, decreases in the net interest rate spread associated with increases in rates paid across deposit and other funding categories and continued mix shifts within the deposit base to higher cost time deposits. Earning asset growth trends relative to the same quarter last year have been muted, despite strong loan growth, by a $3.5 billion reduction in the average available-for-sale securities portfolio. Fifth Third is focused on maintaining recent strong loan growth trends and growing core deposit balances in order to improve the funding mix, more effectively fund future loan growth and improve net interest margin trends.

Compared to the first quarter of 2006, net interest income on a fully taxable equivalent basis was essentially unchanged due to 7 bp of contraction in the net interest margin. Margin compression in the second

3

quarter was greater than initially expected and largely resulted from changes in short-term interest rate expectations during the quarter and the corresponding impact on the cost of certain non-core deposit funding categories.

Credit Quality

Net charge-offs as a percentage of average loans and leases were 37 bp in the second quarter, compared to 42 bp last quarter and 34 bp in the second quarter of 2005. Net charge-offs were $67 million in the second quarter, compared to $55 million in the same quarter last year and $73 million in the first quarter of 2006. Second quarter net charge-offs include losses related to the sale of approximately $39 million in nonaccrual loans and leases during the quarter. Nonperforming assets were 49 bp of total loans and leases and other real estate owned at June 30, 2006, compared to 51 bp last quarter and 51 bp in the year ago second quarter. Overall, the level of nonperforming loans and net charge-offs remains a small percentage of the total loan and lease portfolio. The provision for loan and lease losses totaled $71 million in the second quarter compared to $60 million in the same quarter last year and $78 million in the first quarter of 2006. The allowance for loan and lease losses represents 1.04 percent of total loans and leases outstanding as of June 30, 2006, compared to 1.05 percent last quarter and 1.09 percent in the same quarter last year.

Noninterest Expense

Total noninterest expense increased by four percent over the same quarter last year and increased by $28 million from first quarter 2006 levels. The increase in expenses compared to prior periods is primarily due to the recognition of approximately $9 million of incremental expense related to the adoption of SFAS No. 123(R) and the April 2006 issuance of stock-based awards to retirement-eligible employees, increases in volume-related bankcard expenditures and increases in occupancy expenditures related to the addition of de-novo banking centers.

Fifth Third expects growth in noninterest expenses in the second half of 2006 to continue to be modest with 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 in 2006, in order to provide greater convenience to our customers and drive deposit and loan growth. Fifth Third’s efficiency ratio was 55.3 percent in the second quarter compared to 54.7 percent last quarter and 52.2 percent in the second quarter of 2005.

Conference Call

Fifth Third will host a conference call to discuss these second quarter financial results at 9:00 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: 2837338#).

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Corporate Profile

Fifth Third Bancorp is a diversified financial services company headquartered in Cincinnati, Ohio. The Company has $106.1 billion in assets, operates 19 affiliates with 1,138 full-service Banking Centers, including 116 Bank Mart^® locations open seven days a week inside select grocery stores and 2,034 Jeanie^® ATMs in Ohio, Kentucky, Indiana, Michigan, Illinois, Florida, Tennessee, West Virginia, Pennsylvania and Missouri. Fifth Third operates five main businesses: Commercial Banking, Branch Banking, Consumer Lending, Investment Advisors and Fifth Third Processing Solutions. Fifth Third is among the largest money managers in the Midwest and, as of June 30, 2006, has $203 billion in assets under care, of which it manages $31 billion for individuals, corporations and not-for-profit organizations. Investor information and press releases can be viewed at www.53.com. Fifth Third’s common stock is traded through the NASDAQ^® National Global Select Market System under the symbol “FITB.”

This report may contain forward-looking statements about the Registrant 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 report may contain certain forward-looking statements with respect to the financial condition, results of operations, plans, objectives, future performance and business of the Registrant 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 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 Registrant, 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 Registrant, one or more acquired entities and/or the combined company or the businesses in which the Registrant, 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. Additional information concerning factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements is available in the Bancorp’s Annual Report on Form 10-K for the year ended December 31, 2005, filed with the United States Securities and Exchange Commission (SEC). Copies of this filing are available at no cost on the SEC’s Web site at www.sec.gov or on the Registrant’s Web site at www.53.com. The Registrant undertakes no obligation to release revisions to these forward-looking statements or reflect events or circumstances after the date of this report.

#  #  #

5

Quarterly Financial Review for June 30, 2006

Table of Contents

Financial Highlights	7-8
Consolidated Statements of Income	9
Consolidated Statements of Income (Taxable Equivalent)	10
Consolidated Balance Sheets	11-12
Consolidated Statements of Changes in Shareholders’ Equity	13
Average Balance Sheet and Yield Analysis	14-16
Summary of Loans and Leases	17
Regulatory Capital	18
Asset Quality	19

6

Fifth Third Bancorp and Subsidiaries

Financial Highlights

$ in millions, except per share data

(unaudited)

	For the Three Months Ended			% Change				Year to Date		% Change
	June 2006	March 2006	June 2005	Yr/Yr		Seq		June 2006	June 2005	Yr/Yr
Income Statement Data
Net interest income (a)	$716	$718	$758	(5%	)	-		$1,434	$1,517	(5%	)
Noninterest income	655	617	635	3%		6%		1,272	1,242	2%
Total revenue (a)	1,371	1,335	1,393	(2%	)	3%		2,706	2,759	(2%	)
Provision for loan and lease losses	71	78	60	18%		(8%	)	149	127	17%
Noninterest expense	759	731	728	4%		4%		1,490	1,432	4%
Net income	382	363	417	(8%	)	5%		746	822	(9%	)
Common Share Data
Earnings per share, basic	$0.69	$0.66	$0.75	(8%	)	5%		$1.34	$1.48	(9%	)
Earnings per share, diluted	0.69	0.65	0.75	(8%	)	6%		1.34	1.47	(9%	)
Cash dividends per common share	0.40	0.38	0.35	14%		5%		0.78	0.70	11%
Book value per share	17.13	17.01	16.82	2%		1%		17.13	16.82	2%
Dividend payout ratio	58.0%	58.5%	46.7%	24%		(1%	)	58.2%	47.6%	22%
Market price per share:
High	$41.02	$41.43	$44.67	(8%	)	(1%	)	$41.43	$48.12	(14%	)
Low	35.86	36.30	40.24	(11%	)	(1%	)	35.86	40.24	(11%	)
End of period	36.95	39.36	41.17	(10%	)	(6%	)	36.95	41.17	(10%	)
Common shares outstanding (in thousands)	557,894	556,501	555,938	-		-		557,894	555,938	-
Average common shares outstanding (in thousands):
Basic	554,978	554,398	553,872	-		-		554,689	555,110	-
Diluted	557,489	556,869	558,176	-		-		557,181	559,908	-
Market capitalization	$20,614	$21,904	$22,888	(10%	)	(6%	)	$20,614	$22,888	(10%	)
Price/earnings ratio (b)	13.94	14.52	15.77	(12%	)	(4%	)	13.94	15.77	(12%	)
Financial Ratios
Return on average assets	1.45%	1.41%	1.63%	(11%	)	3%		1.43%	1.63%	(12%	)
Return on average equity	16.0%	15.3%	18.1%	(12%	)	5%		15.7%	18.1%	(13%	)
Noninterest income as a percent of total revenue	48%	46%	46%	4%		4%		47%	45%	4%
Average equity as a percent of average assets	9.09%	9.17%	8.98%	1%		(1%	)	9.13%	9.00%	1%
Net interest margin (a)	3.01%	3.08%	3.29%	(9%	)	(2%	)	3.04%	3.33%	(9%	)
Efficiency (a)	55.3%	54.7%	52.2%	6%		1%		55.0%	51.9%	6%
Effective tax rate	28.5%	30.7%	30.1%	(5%	)	(7%	)	29.6%	30.5%	(3%	)
Credit Quality
Net losses charged off	$67	$73	$55	22%		(8%	)	$140	$118	18%
Net losses charged off as a percent of average loans and leases	0.37%	0.42%	0.34%	9%		(12%	)	0.40%	0.37%	8%
Allowance for loan and lease losses as a percent of loans and leases	1.04%	1.05%	1.09%	(5%	)	(1%	)	1.04%	1.09%	(5%	)
Allowance for credit losses as a percent of loans and leases	1.14%	1.14%	1.20%	(5%	)	-		1.14%	1.20%	(5%	)
Nonperforming assets as a percent of loans, leases and other assets, including other real estate owned	0.49%	0.51%	0.51%	(4%	)	(4%	)	0.49%	0.51%	(4%	)
Average Balances
Loans and leases, including held for sale	$73,093	$71,634	$66,762	9%		2%		$72,367	$65,924	10%
Total securities and other short-term investments	22,439	22,917	25,716	(13%	)	(2%	)	22,677	25,916	(12%	)
Total assets	105,741	104,736	102,765	3%		1%		105,241	101,891	3%
Transaction deposits	49,282	48,951	47,624	3%		1%		49,116	47,603	3%
Core deposits	59,731	58,700	55,910	7%		2%		59,217	55,641	6%
Interest-bearing deposits	55,665	53,746	49,858	12%		4%		54,710	49,811	10%
Short-term borrowings	8,740	9,271	9,372	(7%	)	(6%	)	9,003	9,623	(6%	)
Long-term debt	14,465	15,132	17,049	(15%	)	(4%	)	14,798	16,331	(9%	)
Shareholders’ equity	9,607	9,601	9,224	4%		-		9,604	9,166	5%
Regulatory Capital Ratios (c)
Tier I capital	8.53%	8.49%	8.48%	1%		-		8.53%	8.48%	1%
Total risk-based capital	10.47%	10.47%	10.80%	(3%	)	-		10.47%	10.80%	(3%	)
Tier I leverage	8.35%	8.24%	7.76%	8%		1%		8.35%	7.76%	8%
Operations
Banking centers	1,138	1,132	1,098	4%		1%		1,138	1,098	4%
ATMs	2,034	2,025	1,994	2%		-		2,034	1,994	2%
Full-time equivalent employees	21,230	21,497	21,594	(2%	)	(1%	)	21,230	21,594	(2%	)

(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

7

Fifth Third Bancorp and Subsidiaries

Financial Highlights

$ in millions, except per share data

(unaudited)

	For the Three Months Ended
	June 2006	March 2006	December 2005	September 2005	June 2005
Income Statement Data
Net interest income (a)	$716	$718	$735	$745	$758
Noninterest income	655	617	636	622	635
Total revenue (a)	1,371	1,335	1,371	1,367	1,393
Provision for loan and lease losses	71	78	134	69	60
Noninterest expense	759	731	763	732	728
Net income	382	363	332	395	417
Common Share Data
Earnings per share, basic	$0.69	$0.66	$0.60	$0.71	$0.75
Earnings per share, diluted	0.69	0.65	0.60	0.71	0.75
Cash dividends per common share	0.40	0.38	0.38	0.38	0.35
Book value per share	17.13	17.01	17.00	16.93	16.82
Dividend payout ratio	58.0%	58.5%	63.3%	53.5%	46.7%
Market price per share:
High	$41.02	$41.43	$42.50	$43.99	$44.67
Low	35.86	36.30	35.04	36.38	40.24
End of period	36.95	39.36	37.72	36.75	41.17
Common shares outstanding (in thousands)	557,894	556,501	555,623	554,400	555,938
Average common shares outstanding (in thousands):
Basic	554,978	554,398	553,591	553,855	553,872
Diluted	557,489	556,869	556,322	557,681	558,176
Market capitalization	$20,614	$21,904	$20,958	$20,374	$22,888
Price/earnings ratio (b)	13.94	14.52	13.57	14.76	15.77
Financial Ratios
Return on average assets	1.45%	1.41%	1.27%	1.51%	1.63%
Return on average equity	16.0%	15.3%	13.9%	16.6%	18.1%
Noninterest income as a percent of total revenue	48%	46%	46%	46%	46%
Average equity as a percent of average assets	9.09%	9.17%	9.12%	9.11%	8.98%
Net interest margin (a)	3.01%	3.08%	3.11%	3.16%	3.29%
Efficiency (a)	55.3%	54.7%	55.6%	53.5%	52.2%
Effective tax rate	28.5%	30.7%	28.9%	29.2%	30.1%
Credit Quality
Net losses charged off	$67	$73	$117	$64	$55
Net losses charged off as a percent of average loans and leases	0.37%	0.42%	0.67%	0.38%	0.34%
Allowance for loan and lease losses as a percent of loans and leases	1.04%	1.05%	1.06%	1.06%	1.09%
Allowance for credit losses as a percent of loans and leases	1.14%	1.14%	1.16%	1.16%	1.20%
Nonperforming assets as a percent of loans, leases and other assets, including other real estate owned	0.49%	0.51%	0.52%	0.51%	0.51%
Average Balances
Loans and leases, including held for sale	$73,093	$71,634	$70,489	$68,556	$66,762
Total securities and other short-term investments	22,439	22,917	23,274	24,915	25,716
Total assets	105,741	104,736	103,988	103,699	102,765
Transaction deposits	49,282	48,951	48,937	47,568	47,624
Core deposits	59,731	58,700	58,080	56,298	55,910
Interest-bearing deposits	55,665	53,746	52,038	50,402	49,858
Short-term borrowings	8,740	9,271	9,179	9,620	9,372
Long-term debt	14,465	15,132	15,956	16,914	17,049
Shareholders’ equity	9,607	9,601	9,480	9,451	9,224
Regulatory Capital Ratios (c)
Tier I capital	8.53%	8.49%	8.38%	8.45%	8.48%
Total risk-based capital	10.47%	10.47%	10.45%	10.57%	10.80%
Tier I leverage	8.35%	8.24%	8.08%	7.93%	7.76%
Operations
Banking centers	1,138	1,132	1,119	1,106	1,098
ATMs	2,034	2,025	2,024	1,996	1,994
Full-time equivalent employees	21,230	21,497	21,681	21,674	21,594

(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

Consolidated Statements of Income

$ in millions

(unaudited)

	For the Three Months Ended			% Change				Year to Date		% Change
	June 2006	March 2006	June 2005	Yr/Yr		Seq		June 2006	June 2005	Yr/Yr
Interest Income
Interest and fees on loans and leases	$1,227	$1,146	$936	31%		7%		$2,375	$1,803	32%
Interest on securities:
Taxable	239	242	268	(10%	)	(1%	)	481	534	(10%	)
Exempt from income taxes	8	8	10	(25%	)	(6%	)	16	20	(24%	)
Total interest on securities	247	250	278	(11%	)	(1%	)	497	554	(10%	)
Interest on other short-term investments	3	2	1	137%		31%		4	2	91%
Total interest income	1,477	1,398	1,215	22%		6%		2,876	2,359	22%
Interest Expense
Interest on deposits:
Interest checking	102	99	71	42%		3%		201	134	49%
Savings	87	76	35	150%		14%		163	61	166%
Money market	64	55	28	129%		18%		119	53	123%
Other time	105	89	61	72%		16%		194	113	72%
Certificates - $100,000 and over	61	48	29	114%		28%		109	54	102%
Foreign office	52	44	29	80%		19%		96	56	73%
Total interest on deposits	471	411	253	86%		14%		882	471	87%
Interest on federal funds purchased	48	51	29	65%		(5%	)	99	54	83%
Interest on short-term bank notes	-	-	2	(100%	)	NM		-	6	(100%	)
Interest on other short-term borrowings	52	44	34	53%		17%		97	61	60%
Interest on long-term debt	196	181	147	33%		9%		377	267	42%
Total interest expense	767	687	465	65%		12%		1,455	859	69%
Net Interest Income	710	711	750	(5%	)	-		1,421	1,500	(5%	)
Provision for loan and lease losses	71	78	60	18%		(8%	)	149	127	17%
Net interest income after provision for loan and lease losses	639	633	690	(7%	)	1%		1,272	1,373	(7%	)
Noninterest Income
Electronic payment processing revenue	211	196	183	15%		7%		407	354	15%
Service charges on deposits	135	126	132	2%		7%		261	253	3%
Mortgage banking net revenue	41	47	46	(10%	)	(12%	)	88	87	1%
Investment advisory revenue	96	91	92	5%		6%		187	182	3%
Corporate banking revenue	82	76	74	10%		8%		157	136	16%
Other noninterest income	76	80	93	(19%	)	(5%	)	157	200	(23%	)
Securities gains (losses), net	14	1	15	(6%	)	1,479%		15	30	(48%	)
Total noninterest income	655	617	635	3%		6%		1,272	1,242	2%
Noninterest Expense
Salaries, wages and incentives	303	284	295	3%		7%		586	561	5%
Employee benefits	69	87	67	4%		(21%	)	156	148	5%
Equipment expense	29	27	25	16%		9%		56	50	12%
Net occupancy expense	59	58	54	9%		2%		118	108	9%
Other noninterest expense	299	275	287	4%		9%		574	565	1%
Total noninterest expense	759	731	728	4%		4%		1,490	1,432	4%
Income before income taxes and cumulative effect	535	519	597	(11%	)	3%		1,054	1,183	(11%	)
Applicable income taxes	153	160	180	(16%	)	(5%	)	312	361	(14%	)
Income before cumulative effect	382	359	417	(8%	)	6%		742	822	(10%	)
Cumulative effect of change in accounting principle, net of tax (b)	-	4	-	NM		(100%	)	4	-	NM
Net income	$382	$363	$417	(8%	)	5%		$746	$822	(9%	)
Net income available to common shareholders (a)	$382	$363	$417	(8%	)	5%		$745	$821	(9%	)

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

(b) Reflects a benefit of $3.5 million (net of $1.7 million of tax) for the adoption of SFAS No. 123(R) as of January 1, 2006 due to the recognition of an estimate of forfeiture experience to be realized for all stock-based awards

9

Fifth Third Bancorp and Subsidiaries

Consolidated Statements of Income (Taxable Equivalent)

$ in millions

(unaudited)

	For the Three Months Ended
	June 2006	March 2006	December 2005	September 2005	June 2005
Interest Income
Interest and fees on loans and leases	$1,227	$1,146	$1,098	$1,017	$936
Interest on securities:
Taxable	239	242	243	255	268
Exempt from income taxes	8	8	9	10	10
Total interest on securities	247	250	252	265	278
Interest on other short-term investments	3	2	2	1	1
Total interest income	1,477	1,398	1,352	1,283	1,215
Taxable equivalent adjustment	6	7	7	8	8
Total interest income (taxable equivalent)	1,483	1,405	1,359	1,291	1,223
Interest Expense
Interest on deposits:
Interest checking	102	99	94	86	71
Savings	87	76	67	48	35
Money market	64	55	50	37	28
Other time	105	89	81	68	61
Certificates - $100,000 and over	61	48	40	34	29
Foreign office	52	44	37	34	29
Total interest on deposits	471	411	369	307	253
Interest on federal funds purchased	48	51	49	35	29
Interest on short-term bank notes	-	-	-	-	2
Interest on other short-term borrowings	52	44	36	41	34
Interest on long-term debt	196	181	170	163	147
Total interest expense	767	687	624	546	465
Net interest income (taxable equivalent)	716	718	735	745	758
Provision for loan and lease losses	71	78	134	69	60
Net interest income (taxable equivalent) after provision for loan and lease losses	645	640	601	676	698
Noninterest Income
Electronic payment processing revenue	211	196	204	190	183
Service charges on deposits	135	126	133	137	132
Mortgage banking net revenue	41	47	42	45	46
Investment advisory revenue	96	91	87	89	92
Corporate banking revenue	82	76	92	71	74
Other noninterest income	76	80	77	82	93
Securities gains (losses), net	14	1	1	8	15
Total noninterest income	655	617	636	622	635
Noninterest Expense
Salaries, wages and incentives	303	284	287	285	295
Employee benefits	69	87	65	70	67
Equipment expense	29	27	29	26	25
Net occupancy expense	59	58	59	54	54
Other noninterest expense	299	275	323	297	287
Total noninterest expense	759	731	763	732	728
Income before income taxes and cumulative effect (taxable equivalent)	541	526	474	566	605
Taxable equivalent adjustment	6	7	7	8	8
Income before income taxes and cumulative effect	535	519	467	558	597
Applicable income taxes	153	160	135	163	180
Income before cumulative effect	382	359	332	395	417
Cumulative effect of change in accounting principle, net of tax (b)	-	4	-	-	-
Net income	$382	$363	$332	$395	$417
Net income available to common shareholders (a)	$382	$363	$332	$395	$417

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

(b) Reflects a benefit of $3.5 million (net of $1.7 million of tax) for the adoption of SFAS No. 123(R) as of January 1, 2006 due to the recognition of an estimate of forfeiture experience to be realized for all stock-based awards

10

Fifth Third Bancorp and Subsidiaries

Consolidated Balance Sheets

$ in millions, except per share data

(unaudited)

	As of						% Change
	June 2006		March 2006		June 2005		Yr/Yr		Annual Seq
Assets
Cash and due from banks	$2,670		$2,494		$2,781		(4%	)	28%
Available-for-sale and other securities (a)	20,345		21,276		24,647		(17%	)	(18%	)
Held-to-maturity securities (b)	358		365		307		17%		(8%	)
Trading securities	173		156		84		105%		42%
Other short-term investments	207		159		113		84%		123%
Loans held for sale	931		744		783		19%		101%
Portfolio loans and leases:
Commercial loans	20,618		19,878		18,013		14%		15%
Construction loans	6,698		6,600		6,201		8%		6%
Commercial mortgage loans	9,792		9,861		9,091		8%		(3%	)
Commercial lease financing	4,899		4,911		4,639		6%		(1%	)
Residential mortgage loans	7,875		7,708		7,042		12%		9%
Consumer loans	22,556		22,210		20,610		9%		6%
Consumer lease financing	1,420		1,577		1,994		(29%	)	(40%	)
Unearned income	(1,281	)	(1,323	)	(1,294	)	(1%	)	(13%	)
Portfolio loans and leases	72,577		71,422		66,296		9%		6%
Allowance for loan and lease losses	(753	)	(749	)	(722	)	4%		2%
Portfolio loans and leases, net	71,824		70,673		65,574		10%		7%
Bank premises and equipment	1,853		1,798		1,581		17%		12%
Operating lease equipment	150		137		161		(7%	)	38%
Goodwill	2,194		2,194		2,178		1%		-
Intangible assets	185		189		231		(20%	)	(9%	)
Servicing rights	489		468		378		29%		18%
Other assets	4,732		4,391		4,342		9%		31%
Total assets	$106,111		$105,044		$103,160		3%		4%
Liabilities
Deposits:
Demand	$14,078		$14,134		$14,393		(2%	)	(2%	)
Interest checking	16,788		17,511		18,811		(11%	)	(17%	)
Savings	12,061		11,902		9,653		25%		5%
Money market	6,505		6,399		4,732		37%		7%
Other time	10,627		10,105		8,513		25%		21%
Certificates - $100,000 and over	5,691		5,085		3,986		43%		48%
Foreign office	4,773		3,874		3,089		55%		93%
Total deposits	70,523		69,010		63,177		12%		9%
Federal funds purchased	2,493		3,715		4,523		(45%	)	(132%	)
Short-term bank notes	-		-		-		NM		NM
Other short-term borrowings	5,275		4,472		4,972		6%		72%
Accrued taxes, interest and expenses	1,995		2,169		2,456		(19%	)	(32%	)
Other liabilities	1,767		1,463		1,185		49%		83%
Long-term debt	14,502		14,746		17,494		(17%	)	(7%	)
Total liabilities	96,555		95,575		93,807		3%		4%
Total shareholders’ equity (c)	9,556		9,469		9,353		2%		4%
Total liabilities and shareholders’ equity	$106,111		$105,044		$103,160		3%		4%
(a) Amortized cost	$21,376		$22,127		$24,814		(14%	)	(14%	)
(b) Market values	358		365		307		17%		(8%	)
(c) Common shares, stated value $2.22 per share (in thousands):
Authorized	1,300,000		1,300,000		1,300,000		-		-
Outstanding, excluding treasury	557,894		556,501		555,938		-		1%
Treasury	25,533		26,926		27,489		(7%	)	(21%	)

11

Fifth Third Bancorp and Subsidiaries

Consolidated Balance Sheets

$ in millions, except per share data

(unaudited)

	As of
	June 2006		March 2006		December 2005		September 2005		June 2005
Assets
Cash and due from banks	$2,670		$2,494		$3,078		$3,372		$2,781
Available-for-sale and other securities (a)	20,345		21,276		21,924		22,537		24,647
Held-to-maturity securities (b)	358		365		389		332		307
Trading securities	173		156		117		105		84
Other short-term investments	207		159		158		113		113
Loans held for sale	931		744		1,304		1,237		783
Portfolio loans and leases:
Commercial loans	20,618		19,878		19,174		18,591		18,013
Construction loans	6,698		6,600		7,037		6,529		6,201
Commercial mortgage loans	9,792		9,861		9,188		9,138		9,091
Commercial lease financing	4,899		4,911		4,852		4,731		4,639
Residential mortgage loans	7,875		7,708		7,152		7,353		7,042
Consumer loans	22,556		22,210		22,084		21,786		20,610
Consumer lease financing	1,420		1,577		1,751		1,910		1,994
Unearned income	(1,281	)	(1,323	)	(1,313	)	(1,284	)	(1,294	)
Portfolio loans and leases	72,577		71,422		69,925		68,754		66,296
Allowance for loan and lease losses	(753	)	(749	)	(744	)	(727	)	(722	)
Portfolio loans and leases, net	71,824		70,673		69,181		68,027		65,574
Bank premises and equipment	1,853		1,798		1,726		1,643		1,581
Operating lease equipment	150		137		143		159		161
Goodwill	2,194		2,194		2,169		2,176		2,178
Intangible assets	185		189		208		220		231
Servicing rights	489		468		441		417		378
Other assets	4,732		4,391		4,387		4,270		4,342
Total assets	$106,111		$105,044		$105,225		$104,608		$103,160
Liabilities
Deposits:
Demand	$14,078		$14,134		$14,609		$14,294		$14,393
Interest checking	16,788		17,511		18,282		18,169		18,811
Savings	12,061		11,902		11,276		10,437		9,653
Money market	6,505		6,399		6,129		5,855		4,732
Other time	10,627		10,105		9,313		8,867		8,513
Certificates - $100,000 and over	5,691		5,085		4,343		4,195		3,986
Foreign office	4,773		3,874		3,482		3,678		3,089
Total deposits	70,523		69,010		67,434		65,495		63,177
Federal funds purchased	2,493		3,715		5,323		3,548		4,523
Short-term bank notes	-		-		-		-		-
Other short-term borrowings	5,275		4,472		4,246		6,075		4,972
Accrued taxes, interest and expenses	1,995		2,169		2,142		2,136		2,456
Other liabilities	1,767		1,463		1,407		1,447		1,185
Long-term debt	14,502		14,746		15,227		16,522		17,494
Total liabilities	96,555		95,575		95,779		95,223		93,807
Total shareholders’ equity (c)	9,556		9,469		9,446		9,385		9,353
Total liabilities and shareholders’ equity	$106,111		$105,044		$105,225		$104,608		$103,160
(a) Amortized cost	$21,376		$22,127		$22,533		$22,993		$24,814
(b) Market values	358		365		389		332		307
(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	557,894		556,501		555,623		554,400		555,938
Treasury	25,533		26,926		27,804		29,027		27,489

12

Fifth Third Bancorp and Subsidiaries

Consolidated Statements of Changes in Shareholders’ Equity

$ in millions

(unaudited)

	For the Three Months Ended				Year to Date
	June 2006		June 2005		June 2006		June 2005
Total shareholders’ equity, beginning	$9,469		$8,888		$9,446		$8,924
Net income	382		417		746		822
Other comprehensive income, net of tax:
Change in unrealized gains and (losses):
Available-for-sale securities	(117	)	164		(275	)	(59	)
Qualifying cash flow hedges	2		24		5		33
Change in additional pension liability	-		-		-		60
Comprehensive income	267		605		476		856
Cash dividends declared:
Common stock	(223	)	(195	)	(434	)	(389	)
Preferred stock (a)	-		-		-		-
Stock-based awards exercised, including treasury shares issued	9		15		24		40
Stock-based compensation expense	30		19		38		37
Loans repaid (issued) related to exercise of stock-based awards, net	2		2		5		4
Change in corporate tax benefit related to stock-based compensation	1		12		-		14
Shares acquired for treasury	-		(5	)	-		(1,645	)
Shares issued in business combination	-		11		-		1,509
Other	1		1		1		3
Total shareholders’ equity, ending	$9,556		$9,353		$9,556		$9,353

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

13

Fifth Third Bancorp and Subsidiaries

Average Balance Sheet and Yield Analysis

$ in millions, except share data

(unaudited)

	For the Three Months Ended						% Change
	June 2006		March 2006		June 2005		Yr/Yr		Annual Seq
Assets
Interest-earning assets:
Loans and leases	$73,093		$71,634		$66,762		9%		8%
Taxable securities	21,642		22,116		24,771		(13%	)	(9%	)
Tax exempt securities	616		644		815		(24%	)	(18%	)
Other short-term investments	181		157		130		39%		60%
Total interest-earning assets	95,532		94,551		92,478		3%		4%
Cash and due from banks	2,564		2,668		2,822		(9%	)	(16%	)
Other assets	8,393		8,261		8,182		3%		6%
Allowance for loan and lease losses	(748	)	(744	)	(717	)	4%		2%
Total assets	$105,741		$104,736		$102,765		3%		4%
Liabilities
Interest-bearing liabilities:
Interest checking	$17,025		$17,603		$19,267		(12%	)	(13%	)
Savings	12,064		11,588		9,697		24%		16%
Money market	6,429		6,086		4,755		35%		23%
Other time	10,449		9,749		8,286		26%		29%
Certificates - $100,000 and over	5,316		4,670		3,946		35%		55%
Foreign office	4,382		4,050		3,907		12%		33%
Federal funds purchased	3,886		4,553		3,952		(2%	)	(59%	)
Short-term bank notes	-		-		230		(100%	)	NM
Other short-term borrowings	4,854		4,718		5,190		(6%	)	12%
Long-term debt	14,465		15,132		17,049		(15%	)	(18%	)
Total interest-bearing liabilities	78,870		78,149		76,279		3%		4%
Demand deposits	13,764		13,674		13,905		(1%	)	3%
Other liabilities	3,500		3,312		3,357		4%		23%
Total liabilities	96,134		95,135		93,541		3%		4%
Shareholders’ equity	9,607		9,601		9,224		4%		-
Total liabilities and shareholders’ equity	$105,741		$104,736		$102,765		3%		4%
Average common shares outstanding (in thousands):
Basic	554,978		554,398		553,872		-		-
Diluted	557,489		556,869		558,176		-		-
Yield Analysis
Interest-earning assets:
Loans and leases	6.75%		6.51%		5.64%
Taxable securities	4.43%		4.44%		4.33%
Tax exempt securities	7.33%		7.59%		7.29%
Other short-term investments	5.60%		4.98%		3.28%
Total interest-earning assets	6.23%		6.03%		5.30%
Interest-bearing liabilities:
Interest checking	2.39%		2.28%		1.49%
Savings	2.90%		2.67%		1.44%
Money market	4.01%		3.64%		2.37%
Other time	4.00%		3.74%		2.93%
Certificates - $100,000 and over	4.64%		4.15%		2.92%
Foreign office	4.77%		4.39%		2.98%
Federal funds purchased	4.97%		4.50%		2.97%
Short-term bank notes	-		-		2.84%
Other short-term borrowings	4.31%		3.82%		2.63%
Long-term debt	5.45%		4.85%		3.46%
Total interest-bearing liabilities	3.90%		3.57%		2.44%
Ratios:
Net interest margin (taxable equivalent)	3.01%		3.08%		3.29%
Net interest rate spread (taxable equivalent)	2.33%		2.46%		2.86%
Interest-bearing liabilities to interest-earning assets	82.56%		82.65%		82.48%

14

Fifth Third Bancorp and Subsidiaries

Average Balance Sheet and Yield Analysis

$ in millions, except share data

(unaudited)

	Year to Date				% Change
	June 2006		June 2005		Yr/Yr
Assets
Interest-earning assets:
Loans and leases	$72,367		$65,924		10%
Taxable securities	21,878		24,852		(12%	)
Tax exempt securities	630		835		(25%	)
Other short-term investments	169		229		(26%	)
Total interest-earning assets	95,044		91,840		3%
Cash and due from banks	2,616		2,721		(4%	)
Other assets	8,327		8,046		3%
Allowance for loan and lease losses	(746	)	(716	)	4%
Total assets	$105,241		$101,891		3%
Liabilities
Interest-bearing liabilities:
Interest checking	$17,312		$19,618		(12%	)
Savings	11,827		9,519		24%
Money market	6,258		4,770		31%
Other time	10,101		8,038		26%
Certificates - $100,000 and over	4,995		3,744		33%
Foreign office	4,217		4,122		2%
Federal funds purchased	4,217		4,060		4%
Short-term bank notes	-		501		(100%	)
Other short-term borrowings	4,786		5,062		(5%	)
Long-term debt	14,798		16,331		(9%	)
Total interest-bearing liabilities	78,511		75,765		4%
Demand deposits	13,719		13,696		-
Other liabilities	3,407		3,264		4%
Total liabilities	95,637		92,725		3%
Shareholders’ equity	9,604		9,166		5%
Total liabilities and shareholders’ equity	$105,241		$101,891		3%
Average common shares outstanding (in thousands):
Basic	554,689		555,110		-
Diluted	557,181		559,908		-
Yield Analysis
Interest-earning assets:
Loans and leases	6.63%		5.53%
Taxable securities	4.44%		4.33%
Tax exempt securities	7.47%		7.32%
Other short-term investments	5.31%		2.06%
Total interest-earning assets	6.13%		5.22%
Interest-bearing liabilities:
Interest checking	2.34%		1.38%
Savings	2.79%		1.30%
Money market	3.83%		2.26%
Other time	3.87%		2.83%
Certificates - $100,000 and over	4.41%		2.92%
Foreign office	4.59%		2.72%
Federal funds purchased	4.72%		2.68%
Short-term bank notes	-		2.60%
Other short-term borrowings	4.07%		2.41%
Long-term debt	5.14%		3.29%
Total interest-bearing liabilities	3.74%		2.29%
Ratios:
Net interest margin (taxable equivalent)	3.04%		3.33%
Net interest rate spread (taxable equivalent)	2.39%		2.93%
Interest-bearing liabilities to interest-earning assets	82.60%		82.50%

15

Fifth Third Bancorp and Subsidiaries

Average Balance Sheet and Yield Analysis

$ in millions, except share data

(unaudited)

	For the Three Months Ended
	June 2006		March 2006		December 2005		September 2005		June 2005
Assets
Interest-earning assets:
Loans and leases	$73,093		$71,634		$70,489		$68,556		$66,762
Taxable securities	21,642		22,116		22,376		24,013		24,771
Tax exempt securities	616		644		698		787		815
Other short-term investments	181		157		200		115		130
Total interest-earning assets	95,532		94,551		93,763		93,471		92,478
Cash and due from banks	2,564		2,668		2,847		2,742		2,822
Other assets	8,393		8,261		8,105		8,207		8,182
Allowance for loan and lease losses	(748	)	(744	)	(727	)	(721	)	(717	)
Total assets	$105,741		$104,736		$103,988		$103,699		$102,765
Liabilities
Interest-bearing liabilities:
Interest checking	$17,025		$17,603		$17,828		$18,498		$19,267
Savings	12,064		11,588		11,036		9,939		9,697
Money market	6,429		6,086		5,974		5,154		4,755
Other time	10,449		9,749		9,143		8,730		8,286
Certificates - $100,000 and over	5,316		4,670		4,354		4,156		3,946
Foreign office	4,382		4,050		3,703		3,925		3,907
Federal funds purchased	3,886		4,553		4,771		4,001		3,952
Short-term bank notes	-		-		-		-		230
Other short-term borrowings	4,854		4,718		4,408		5,619		5,190
Long-term debt	14,465		15,132		15,956		16,914		17,049
Total interest-bearing liabilities	78,870		78,149		77,173		76,936		76,279
Demand deposits	13,764		13,674		14,099		13,977		13,905
Other liabilities	3,500		3,312		3,236		3,335		3,357
Total liabilities	96,134		95,135		94,508		94,248		93,541
Shareholders’ equity	9,607		9,601		9,480		9,451		9,224
Total liabilities and shareholders’ equity	$105,741		$104,736		$103,988		$103,699		$102,765
Average common shares outstanding (in thousands):
Basic	554,978		554,398		553,591		553,855		553,872
Diluted	557,489		556,869		556,322		557,681		558,176
Yield Analysis
Interest-earning assets:
Loans and leases	6.75%		6.51%		6.20%		5.90%		5.64%
Taxable securities	4.43%		4.44%		4.31%		4.22%		4.33%
Tax exempt securities	7.33%		7.59%		7.51%		7.42%		7.29%
Other short-term investments	5.60%		4.98%		4.41%		3.49%		3.28%
Total interest-earning assets	6.23%		6.03%		5.75%		5.48%		5.30%
Interest-bearing liabilities:
Interest checking	2.39%		2.28%		2.10%		1.84%		1.49%
Savings	2.90%		2.67%		2.41%		1.90%		1.44%
Money market	4.01%		3.64%		3.32%		2.82%		2.37%
Other time	4.00%		3.74%		3.50%		3.14%		2.93%
Certificates - $100,000 and over	4.64%		4.15%		3.66%		3.28%		2.92%
Foreign office	4.77%		4.39%		3.92%		3.41%		2.98%
Federal funds purchased	4.97%		4.50%		4.04%		3.50%		2.97%
Short-term bank notes	-		-		-		-		2.84%
Other short-term borrowings	4.31%		3.82%		3.27%		2.92%		2.63%
Long-term debt	5.45%		4.85%		4.25%		3.80%		3.46%
Total interest-bearing liabilities	3.90%		3.57%		3.21%		2.82%		2.44%
Ratios:
Net interest margin (taxable equivalent)	3.01%		3.08%		3.11%		3.16%		3.29%
Net interest rate spread (taxable equivalent)	2.33%		2.46%		2.54%		2.66%		2.86%
Interest-bearing liabilities to interest-earning assets	82.56%		82.65%		82.31%		82.31%		82.48%

16

Fifth Third Bancorp and Subsidiaries

Summary of Loans and Leases

$ in millions

(unaudited)

	For the Three Months Ended
	June 2006	March 2006	December 2005	September 2005	June 2005
Average Loans and Leases (including unearned income)
Commercial:
Commercial loans	$20,239	$19,461	$18,909	$18,203	$17,768
Commercial mortgage	9,980	9,441	9,159	9,095	9,042
Commercial construction	5,840	6,211	6,051	5,700	5,467
Commercial leases	3,729	3,686	3,611	3,537	3,436
Subtotal - commercial	39,788	38,799	37,730	36,535	35,713
Consumer:
Residential mortgage	8,756	8,351	8,444	8,271	8,453
Residential construction	735	706	673	624	576
Credit card	897	855	825	778	755
Home equity	12,193	12,072	11,884	11,702	11,325
Other consumer loans	9,340	9,311	9,251	8,868	8,089
Consumer leases	1,384	1,540	1,682	1,778	1,851
Subtotal - consumer	33,305	32,835	32,759	32,021	31,049
Total average loans and leases	$73,093	$71,634	$70,489	$68,556	$66,762
End of Period Loans and Leases Serviced
Commercial:
Commercial loans	$20,618	$19,878	$19,174	$18,591	$18,013
Commercial mortgage	9,792	9,861	9,188	9,138	9,091
Commercial construction	5,950	5,883	6,342	5,880	5,590
Commercial leases	3,740	3,726	3,695	3,619	3,527
Subtotal - commercial	40,100	39,348	38,399	37,228	36,221
Consumer:
Residential mortgage	7,875	7,708	7,152	7,353	7,042
Residential construction	748	717	695	649	611
Credit card	945	851	866	805	749
Home equity	12,277	12,087	12,000	11,766	11,521
Other consumer loans	9,334	9,272	9,218	9,215	8,340
Consumer leases	1,298	1,439	1,595	1,738	1,812
Subtotal - consumer	32,477	32,074	31,526	31,526	30,075
Total portfolio loans and leases	72,577	71,422	69,925	68,754	66,296
Loans held for sale	931	744	1,304	1,237	783
Operating lease equipment	150	137	143	159	161
Loans and Leases Serviced for Others:
Residential mortgage (a)	27,057	26,399	25,669	24,525	24,497
Commercial mortgage (b)	890	2,183	2,126	2,095	2,067
Commercial loans (c)	3,332	3,182	2,744	2,528	2,346
Commercial leases (b)	258	271	264	240	269
Consumer loans (d)	677	774	871	972	1,089
Total loans and leases serviced for others	32,214	32,809	31,674	30,360	30,268
Total loans and leases serviced	$105,872	$105,112	$103,046	$100,510	$97,508

(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

17

Fifth Third Bancorp and Subsidiaries

Regulatory Capital (a)

$ in millions

(unaudited)

	As of
	June 2006		March 2006		December 2005		September 2005		June 2005
Tier I capital:
Shareholders’ equity	$9,556		$9,469		$9,446		$9,385		$9,353
Goodwill and certain other intangibles	(2,379	)	(2,357	)	(2,377	)	(2,396	)	(2,409	)
Unrealized (gains) losses	674		561		405		310		127
Other	773		761		735		731		712
Total tier I capital	$8,624		$8,434		$8,209		$8,030		$7,783
Total risk-based capital:
Tier I capital	$8,624		$8,434		$8,209		$8,030		$7,783
Qualifying allowance for credit losses	849		840		838		823		819
Qualifying subordinated notes	1,109		1,126		1,193		1,193		1,312
Total risk-based capital	$10,582		$10,400		$10,240		$10,046		$9,914
Risk-weighted assets	$101,082		$99,368		$97,994		$95,083		$91,791
Ratios:
Average shareholders’ equity to average assets	9.09%		9.17%		9.12%		9.11%		8.98%
Regulatory capital:
Tier I capital	8.53%		8.49%		8.38%		8.45%		8.48%
Total risk-based capital	10.47%		10.47%		10.45%		10.57%		10.80%
Tier I leverage	8.35%		8.24%		8.08%		7.93%		7.76%

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

18

Fifth Third Bancorp and Subsidiaries

Asset Quality

$ in millions

(unaudited)

	For the Three Months Ended
	June 2006		March 2006		December 2005		September 2005		June 2005
Summary of Credit Loss Experience
Losses charged off:
Commercial loans	($31	)	($35	)	($35	)	($24	)	($24	)
Commercial mortgage loans	(5	)	(2	)	(3	)	(5	)	(3	)
Construction loans	(3	)	-		(3	)	(1	)	-
Residential mortgage loans	(6	)	(4	)	(5	)	(3	)	(5	)
Consumer loans	(46	)	(50	)	(58	)	(41	)	(40	)
Commercial lease financing	(2	)	(1	)	(28	)	(1	)	-
Consumer lease financing	(3	)	(4	)	(5	)	(4	)	(4	)
Total losses	(96	)	(96	)	(137	)	(79	)	(76	)
Recoveries of losses previously charged off:
Commercial loans	9		3		10		5		6
Commercial mortgage loans	1		-		1		-		1
Construction loans	-		-		-		-		-
Residential mortgage loans	-		-		-		-		-
Consumer loans	16		15		8		9		12
Commercial lease financing	1		2		-		-		1
Consumer lease financing	2		3		1		1		1
Total recoveries	29		23		20		15		21
Net losses charged off:
Commercial loans	(22	)	(32	)	(25	)	(19	)	(18	)
Commercial mortgage loans	(4	)	(2	)	(2	)	(5	)	(2	)
Construction loans	(3	)	-		(3	)	(1	)	-
Residential mortgage loans	(6	)	(4	)	(5	)	(3	)	(5	)
Consumer loans	(30	)	(35	)	(50	)	(32	)	(28	)
Commercial lease financing	(1	)	1		(28	)	(1	)	1
Consumer lease financing	(1	)	(1	)	(4	)	(3	)	(3	)
Total net losses charged off	($67	)	($73	)	($117	)	($64	)	($55	)
Allowance for loan and lease losses, beginning	$749		$744		$727		$722		$717
Total net losses charged off	(67	)	(73	)	(117	)	(64	)	(55	)
Provision for loan and lease losses	71		78		134		69		60
Allowance for loan and lease losses, ending	$753		$749		$744		$727		$722
Reserve for unfunded commitments, beginning	$69		$70		$69		$71		$67
Provision for unfunded commitments	5		(1	)	1		(2	)	4
Acquisitions	-		-		-		-		-
Reserve for unfunded commitments, ending	$74		$69		$70		$69		$71
Components of allowance for credit losses:
Allowance for loan and lease losses	$753		$749		$744		$727		$722
Reserve for unfunded commitments	74		69		70		69		71
Total allowance for credit losses	$827		$818		$814		$796		$793
Nonperforming Assets and Delinquent Loans
Nonaccrual loans and leases (a)	$281		$291		$294		$285		$273
Renegotiated loans and leases	-		-		-		1		1
Other assets, including other real estate owned	77		73		67		65		66
Total nonperforming assets	$358		$364		$361		$351		$340
Ninety days past due loans and leases (a)	$191		$160		$155		$156		$129
Ratios
Net losses charged off as a percent of average loans and leases	0.37%		0.42%		0.67%		0.38%		0.34%
Allowance for loan and lease losses as a percent of loans and leases	1.04%		1.05%		1.06%		1.06%		1.09%
Allowance for credit losses as a percent of loans and leases	1.14%		1.14%		1.16%		1.16%		1.20%
Nonperforming assets as a percent of loans, leases and other assets, including other real estate owned	0.49%		0.51%		0.52%		0.51%		0.51%

(a) Nonaccrual includes $32 million and Ninety Days Past Due includes $45 million of residential mortgage loans as of June 30, 2006

19

EX-99.2

Exhibit 99.2

July 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

Christopher Marshall	Matt Curoe	Brad Adams
EVP/Chief Financial Officer	VP/External Reporting	VP/Investor Relations
(513) 534-6936	(513) 534-0482	(513) 534-0983

Quarterly Data

	Three Months Ended
	June 30, 2006		March 31, 2006		December 31, 2005		September 30, 2005		June 30, 2005		March 31, 2005		December 31, 2004		September 30, 2004
Ratios (percent)
Return on average assets		1.45		1.41		1.27		1.51		1.63		1.62		0.72		1.95
Return on average equity		16.0		15.3		13.9		16.6		18.1		18.0		7.6		21.1
Average equity as a percent of average assets		9.09		9.17		9.12		9.11		8.98		9.02		9.51		9.21
Net interest margin (a)		3.01		3.08		3.11		3.16		3.29		3.38		3.35		3.42
Efficiency (a)		55.3		54.7		55.6		53.5		52.2		51.6		76.0		47.0
Net losses charged off as a percent of average loans and leases		0.37		0.42		0.67		0.38		0.34		0.40		0.44		0.40
Allowance for loan and lease losses as a percent of loans and leases		1.04		1.05		1.06		1.06		1.09		1.11		1.19		1.23
Allowance for credit losses as a percent of loans and leases		1.14		1.14		1.16		1.16		1.20		1.21		1.31		1.35
Nonperforming assets as a percent of loans, leases and other assets, including OREO		0.49		0.51		0.52		0.51		0.51		0.53		0.51		0.48
Allowance for loan and lease losses as a percent of nonperforming assets		210.37		205.78		206.03		207.39		212.17		209.01		235.32		253.29
Allowance for credit losses as a percent of nonperforming assets		230.94		224.76		225.33		226.99		232.88		228.64		259.05		278.70
Common Share Data
Earnings per share	$	0.69	$	0.66	$	0.60	$	0.71	$	0.75	$	0.73	$	0.31	$	0.84
Earnings per diluted share		0.69		0.65		0.60		0.71		0.75		0.72		0.31		0.83
Cash dividends per common share		0.40		0.38		0.38		0.38		0.35		0.35		0.35		0.32
Book value per share		17.13		17.01		17.00		16.93		16.82		16.04		16.00		16.11
Common shares outstanding, excluding treasury		557,894,188		556,500,991		555,623,430		554,400,091		555,938,071		554,054,749		557,648,989		561,112,890
Market price per share:
High	$	41.02	$	41.43	$	42.50	$	43.99	$	44.67	$	48.12	$	52.34	$	54.07
Low		35.86		36.30		35.04		36.38		40.24		42.05		45.32		46.59
End of period		36.95		39.36		37.72		36.75		41.17		42.98		47.30		49.22
Price/earnings ratio (b)		13.94		14.52		13.57		14.76		15.77		16.22		17.65		15.68
Supplemental Data
Common dividends declared ($ in millions)	$	223	$	211	$	211	$	210	$	195	$	194	$	195	$	180
Full-time equivalent employees		21,230		21,497		21,681		21,674		21,594		21,287		19,659		19,061
Banking centers		1,138		1,132		1,119		1,106		1,098		1,092		1,011		1,005
ATMs		2,034		2,025		2,024		1,996		1,994		1,988		1,898		1,872

(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
	June 30, 2006		March 31, 2006		December 31, 2005		September 30, 2005		June 30, 2005		March 31, 2005		December 31, 2004			September 30, 2004
Income Statement ($ in millions)
Interest income (FTE)	$	1,483	$	1,405	$	1,359	$	1,291	$	1,223	$	1,153	$	1,090		$	1,052
Interest expense		767		687		624		546		465		394		338			286
Net interest income (FTE)		716		718		735		745		758		759		752			766
Provision for loan and lease losses		71		78		134		69		60		67		65			26
Noninterest income:
Electronic payment processing revenue		211		196		204		190		183		171		175			155
Service charges on deposits		135		126		133		137		132		121		126			134
Mortgage banking net revenue		41		47		42		45		46		41		24			49
Investment advisory revenue		96		91		87		89		92		90		83			89
Corporate banking revenue		82		76		92		71		74		62		65			54
Other noninterest income		76		80		77		82		93		108		84			114
Securities gains (losses), net		14		1		1		8		15		14		(78	)		16
Total noninterest income		655		617		636		622		635		607		479			611
Noninterest expense:
Salaries, wages and incentives		303		284		287		285		295		265		266			252
Employee benefits		69		87		65		70		67		82		56			64
Equipment expense		29		27		29		26		25		25		23			22
Net occupancy expense		59		58		59		54		54		54		48			45
Deposit insurance expense		2		2		2		2		2		2		2			2
Other noninterest expense		297		273		321		295		285		277		540			263
Total noninterest expense		759		731		763		732		728		705		935			648
Income before income taxes and cumulative effect (FTE)		541		526		474		566		605		594		231			703
Taxable equivalent adjustment		6		7		7		8		8		8		9			9
Income before income taxes and cumulative effect		535		519		467		558		597		586		222			694
Applicable income taxes		153		160		135		163		180		181		46			223
Income before cumulative effect		382		359		332		395		417		405		176			471
Cumulative effect of change in accounting principle, net of tax		-		4		-		-		-		-		-			-
Net income	$	382	$	363	$	332	$	395	$	417	$	405	$	176		$	471
Net income available to common shareholders (a)	$	382	$	363	$	332	$	395	$	417	$	404	$	176		$	471
Regulatory Capital Data ($ in millions) (b)
Tier I capital	$	8,624	$	8,434	$	8,209	$	8,030	$	7,783	$	7,509	$	8,522		$	8,666
Tier II capital		1,958		1,966		2,031		2,016		2,131		2,125		1,654			1,674
Total risk-based capital	$	10,582	$	10,400	$	10,240	$	10,046	$	9,914	$	9,634	$	10,176		$	10,340
Risk-weighted assets	$	101,082	$	99,368	$	97,994	$	95,083	$	91,791	$	89,401	$	82,633		$	80,749
Tier I capital ratio		8.53%		8.49%		8.38%		8.45%		8.48%		8.40%		10.31%			10.73%
Total risk-based capital ratio		10.47%		10.47%		10.45%		10.57%		10.80%		10.78%		12.31%			12.81%
Tier I leverage ratio		8.35%		8.24%		8.08%		7.93%		7.76%		7.62%		8.89%			9.13%

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

(b) June 30, 2006 regulatory capital data and ratios are estimated.

3

Quarterly Data

	As of
	June 30, 2006			March 31, 2006			December 31, 2005			September 30, 2005			June 30, 2005			March 31, 2005			December 31, 2004			September 30, 2004
Balance Sheet ($ in millions, except share data)
Assets
Cash and due from banks	$	2,670		$	2,494		$	3,078		$	3,372		$	2,781		$	2,420		$	2,561		$	2,313
Available-for-sale and other securities		20,345			21,276			21,924			22,537			24,647			25,101			24,687			31,557
Held-to-maturity securities		358			365			389			332			307			303			255			254
Trading securities		173			156			117			105			84			128			77			81
Other short-term investments		207			159			158			113			113			1,213			532			384
Total cash and securities		23,753			24,450			25,666			26,459			27,932			29,165			28,112			34,589
Loans held for sale		931			744			1,304			1,237			783			809			559			452
Portfolio loans and leases		72,577			71,422			69,925			68,754			66,296			64,902			59,808			58,036
Total loans and leases		73,508			72,166			71,229			69,991			67,079			65,711			60,367			58,488
Allowance for loan and lease losses		(753	)		(749	)		(744	)		(727	)		(722	)		(717	)		(713	)		(713	)
Bank premises and equipment		1,853			1,798			1,726			1,643			1,581			1,529			1,315			1,233
Operating lease equipment		150			137			143			159			161			224			304			394
Goodwill		2,194			2,194			2,169			2,176			2,178			2,167			979			980
Intangible assets		185			189			208			220			231			243			150			157
Servicing rights		489			468			441			417			378			378			352			349
Other real estate owned		69			68			54			52			52			60			63			61
Other assets		4,663			4,323			4,333			4,218			4,290			3,953			3,527			2,827
Total assets	$	106,111		$	105,044		$	105,225		$	104,608		$	103,160		$	102,713		$	94,456		$	98,365

4

Quarterly Data

	As of
	June 30, 2006			March 31, 2006			December 31, 2005			September 30, 2005			June 30, 2005			March 31, 2005			December 31, 2004			September 30, 2004
Liabilities
Deposits:
Demand	$	14,078		$	14,134		$	14,609		$	14,294		$	14,393		$	13,960		$	13,486		$	12,886
Interest checking		16,788			17,511			18,282			18,169			18,811			19,722			19,481			19,362
Savings		12,061			11,902			11,276			10,437			9,653			9,711			8,310			8,307
Money market		6,505			6,399			6,129			5,855			4,732			4,777			4,321			4,264
Other time		10,627			10,105			9,313			8,867			8,513			8,017			6,837			6,569
Certificates - $100,000 and over		5,691			5,085			4,343			4,195			3,986			3,867			2,121			2,092
Foreign office		4,773			3,874			3,482			3,678			3,089			5,257			3,670			3,380
Total deposits		70,523			69,010			67,434			65,495			63,177			65,311			58,226			56,860
Federal funds purchased		2,493			3,715			5,323			3,548			4,523			2,669			4,714			5,368
Short-term bank notes		-			-			-			-			-			775			775			1,275
Other short-term borrowings		5,275			4,472			4,246			6,075			4,972			4,925			4,537			7,330
Other liabilities		3,762			3,632			3,549			3,583			3,641			3,824			3,297			3,364
Long-term debt		14,502			14,746			15,227			16,522			17,494			16,321			13,983			15,128
Total liabilities		96,555			95,575			95,779			95,223			93,807			93,825			85,532			89,325
Shareholders’ Equity
Common and preferred equity		11,411			11,274			11,138			11,038			10,762			10,569			10,507			10,515
Additional minimum pension liability		(5	)		(5	)		(5	)		(4	)		(4	)		(4	)		(64	)		(66	)
Net unrealized gains (losses):
Available-for-sale securities		(670	)		(553	)		(395	)		(296	)		(107	)		(295	)		(72	)		(125	)
Qualifying cash flow hedges		(8	)		(10	)		(13	)		(17	)		(24	)		(24	)		(33	)		(27	)
Treasury stock, at cost		(1,172	)		(1,237	)		(1,279	)		(1,336	)		(1,274	)		(1,358	)		(1,414	)		(1,257	)
Total shareholders’ equity	$	9,556		$	9,469		$	9,446		$	9,385		$	9,353		$	8,888		$	8,924		$	9,040
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		557,894,188			556,500,991			555,623,430			554,400,091			555,938,071			554,054,749			557,648,989			561,112,890
Treasury shares held		25,532,916			26,926,113			27,803,674			29,027,013			27,489,033			29,372,355			25,802,702			22,338,801

5

Quarterly Data

	Three Months Ended
	June 30, 2006			March 31, 2006			December 31, 2005			September 30, 2005			June 30, 2005			March 31, 2005			December 31, 2004			September 30, 2004
Average Balance Sheet ($ in millions, except share data)
Assets
Interest-earning assets:
Loans and leases	$	73,093		$	71,634		$	70,489		$	68,556		$	66,762		$	65,076		$	59,440		$	57,679
Taxable securities		21,642			22,116			22,376			24,013			24,771			24,935			28,379			30,241
Tax exempt securities		616			644			698			787			815			856			866			890
Other short-term investments		181			157			200			115			130			328			480			282
Total interest-earning assets		95,532			94,551			93,763			93,471			92,478			91,195			89,165			89,092
Cash and due from banks		2,564			2,668			2,847			2,742			2,822			2,619			2,445			2,265
Other assets		8,393			8,261			8,105			8,207			8,182			7,909			6,171			5,603
Allowance for loan and lease losses		(748	)		(744	)		(727	)		(721	)		(717	)		(714	)		(719	)		(748	)
Total assets	$	105,741		$	104,736		$	103,988		$	103,699		$	102,765		$	101,009		$	97,062		$	96,212
Liabilities
Interest-bearing liabilities:
Interest checking	$	17,025		$	17,603		$	17,828		$	18,498		$	19,267		$	19,972		$	19,345		$	19,570
Savings		12,064			11,588			11,036			9,939			9,697			9,339			8,447			8,212
Money market		6,429			6,086			5,974			5,154			4,755			4,786			4,227			3,542
Other time		10,449			9,749			9,143			8,730			8,286			7,787			6,681			6,539
Certificates - $100,000 and over		5,316			4,670			4,354			4,156			3,946			3,539			2,106			2,459
Foreign office		4,382			4,050			3,703			3,925			3,907			4,340			4,073			3,315
Federal funds purchased		3,886			4,553			4,771			4,001			3,952			4,170			4,880			4,847
Short-term bank notes		-			-			-			-			230			775			1,188			1,275
Other short-term borrowings		4,854			4,718			4,408			5,619			5,190			4,933			5,140			7,152
Long-term debt		14,465			15,132			15,956			16,914			17,049			15,604			15,585			15,055
Total interest-bearing liabilities		78,870			78,149			77,173			76,936			76,279			75,245			71,672			71,966
Demand deposits		13,764			13,674			14,099			13,977			13,905			13,484			13,107			12,537
Other liabilities		3,500			3,312			3,236			3,335			3,357			3,172			3,054			2,848
Total liabilities		96,134			95,135			94,508			94,248			93,541			91,901			87,833			87,351
Shareholders’ equity		9,607			9,601			9,480			9,451			9,224			9,108			9,229			8,861
Total liabilities & shareholders’ equity	$	105,741		$	104,736		$	103,988		$	103,699		$	102,765		$	101,009		$	97,062		$	96,212
Average loans and leases (excluding held for sale)	$	72,209		$	70,603		$	69,218		$	67,539		$	65,649		$	64,269		$	58,714		$	57,160
Average common shares outstanding:
Basic		554,977,557			554,397,914			553,590,943			553,854,684			553,871,720			556,361,533			560,161,550			560,335,242
Diluted		557,489,491			556,868,587			556,321,949			557,681,044			558,176,454			561,658,848			566,107,746			566,543,043

6

Quarterly Data

	Three Months Ended
	June 30, 2006		March 31, 2006		December 31, 2005		September 30, 2005		June 30, 2005		March 31, 2005		December 31, 2004		September 30, 2004
Asset Quality ($ in millions)
Nonaccrual loans and leases	$	281	$	291	$	294	$	285	$	273	$	268	$	228	$	207
Renegotiated loans and leases		-		-		-		1		1		1		1		3
Other assets, including other real estate owned		77		73		67		65		66		74		74		72
Total nonperforming assets	$	358	$	364	$	361	$	351	$	340	$	343	$	303	$	282
Ninety days past due loans and leases	$	191	$	160	$	155	$	156	$	129	$	129	$	142	$	137
End of Period Loans and Leases ($ in millions) (net of unearned discount)
Commercial:
Commercial loans	$	20,618	$	19,879	$	19,299	$	18,596	$	18,017	$	17,501	$	16,058	$	15,271
Commercial mortgage		9,792		9,861		9,188		9,138		9,091		9,048		7,636		7,644
Commercial construction		5,950		5,883		6,342		5,880		5,590		5,365		4,348		4,077
Commercial leases		3,740		3,726		3,698		3,619		3,537		3,416		3,426		3,357
Subtotal - commercial		40,100		39,349		38,527		37,233		36,235		35,330		31,468		30,349
Consumer:
Residential mortgage		8,780		8,405		8,296		8,564		7,808		8,208		7,533		6,912
Residential construction		748		717		695		649		611		557		378		371
Credit card		945		851		866		805		749		790		843		809
Home equity		12,277		12,087		12,000		11,766		11,521		11,085		10,508		10,243
Other consumer loans		9,360		9,318		9,250		9,236		8,343		7,840		7,586		7,595
Consumer leases		1,298		1,439		1,595		1,738		1,812		1,901		2,051		2,209
Subtotal - consumer		33,408		32,817		32,702		32,758		30,844		30,381		28,899		28,139
Total loans and leases	$	73,508	$	72,166	$	71,229	$	69,991	$	67,079	$	65,711	$	60,367	$	58,488

7

Quarterly Data

	Three Months Ended
	June 30, 2006			March 31, 2006			December 31, 2005			September 30, 2005			June 30, 2005			March 31, 2005			December 31, 2004			September 30, 2004
Average Loans and Leases ($ in millions) (net of unearned discount)
Commercial:
Commercial loans	$	20,239		$	19,461		$	18,909		$	18,203		$	17,768		$	18,073		$	15,565		$	15,068
Commercial mortgage		9,980			9,441			9,159			9,095			9,042			8,385			7,617			7,582
Commercial construction		5,840			6,211			6,051			5,700			5,467			4,870			4,247			3,963
Commercial leases		3,729			3,686			3,611			3,537			3,436			3,393			3,333			3,300
Subtotal - commercial		39,788			38,799			37,730			36,535			35,713			34,721			30,762			29,913
Consumer:
Residential mortgage		8,756			8,351			8,444			8,271			8,453			8,417			7,346			6,631
Residential construction		735			706			673			624			576			468			378			352
Credit card		897			855			825			778			755			830			827			797
Home equity		12,193			12,072			11,884			11,702			11,325			10,909			10,403			10,056
Other consumer loans		9,340			9,311			9,251			8,868			8,089			7,752			7,592			7,651
Consumer leases		1,384			1,540			1,682			1,778			1,851			1,979			2,132			2,279
Subtotal - consumer		33,305			32,835			32,759			32,021			31,049			30,355			28,678			27,766
Total average loans and leases	$	73,093		$	71,634		$	70,489		$	68,556		$	66,762		$	65,076		$	59,440		$	57,679
Nonperforming Loans ($ in millions) (non-accrual plus renegotiated)
Commercial construction loans	$	18		$	20		$	31		$	29		$	24		$	23		$	13		$	11
Commercial mortgage		62			74			51			53			56			56			51			51
Commercial loans and leases		129			126			146			140			132			132			111			99
Consumer mortgage and construction		34			34			30			31			25			24			24			22
Other consumer loans and leases		38			37			36			33			37			34			30			27
Total nonperforming loans	$	281		$	291		$	294		$	286		$	274		$	269		$	229		$	210
Credit Charge-Offs ($ in millions)
Gross charge-offs	$	(96	)	$	(96	)	$	(137	)	$	(79	)	$	(76	)	$	(80	)	$	(84	)	$	(72	)
Recoveries		29			23			20			15			21			17			19			15
Net losses charged off	$	(67	)	$	(73	)	$	(117	)	$	(64	)	$	(55	)	$	(63	)	$	(65	)	$	(57	)

8