Website presentation dated August 16, 2007, as amended

Acquisition of First Charter

August 16, 2007

Exhibit 99.2

Transaction summary

Description

Fifth Third Bancorp’s acquisition of First Charter

Corporation (NC)

Consideration

$1.09 billion (70% FITB stock; 30% cash)

Expected divestitures

None

Timing

Expected closing 1Q08

Required approvals

Standard regulatory approvals

Approved by Fifth Third, First Charter boards

Due diligence

Conducted August 2007

Other

3% break-up fee

Expanding the Fifth Third Franchise

Manageable

risks

Entry into the Charlotte, Raleigh-Durham and Atlanta markets

–

Immediate presence in Charlotte, ranking 4th in deposit market share

–

5 branches in Raleigh serve as a base for future growth

Opportunity to develop Georgia presence

Helps connect Fifth Third’s Midwest and Florida operations

Achievable cost savings, earnings growth assumptions

No assumption for revenue synergies, though opportunity present

Price/earnings ratio, price/book ratio, price/tangible book ratio

considerably lower than comparable deals

Maintaining target TCE/TA ratio of 6.5%

Strong credit history

–

Recent Penland

situation an isolated situation, reserves adequate

–

Remaining portfolio continues to perform relatively well

Previous financial reporting issues solved and behind the company

Transaction

highlights

Financial

discipline

First Charter

First Charter founded in 1888

Acquired several large banks in the mid-to-late 1990’s, including

Home Federal in 1998 and Carolina First Bancshares in 2000. Last

significant purchase was GBC Bancorp in 2006.

Very attractive demographics

—

59 branch network (34 in Charlotte MSA, 5 in Raleigh MSA, 2 in Atlanta

MSA)

—

Generates high scores in FITB branch scoring model

—

Weighted average projected population growth of 14% in footprint

—

Weighted average projected household income growth of 18%

MSA

Market

Rank

Number

Branches

Company

Deposits

in Market

($000)

Deposit

Market

(%)

Percent of

National

Franchise

(%)

Total

Population

2007

(Actual)

Population

Change

2000-2007

(%)

Projected

Population

Change

2007-2012

(%)

Median

Income

2007

($)

Income

Change

2000-2007

(%)

Projected

HH Income

Change

2007-2012

(%)

Charlotte-Gastonia-Concord, NC-SC

2,229,037

2.37

66.87

1,621,635

21.89

15.27

60,735

29.00

18.51

Atlanta-Sandy Springs-Marietta, GA

366,399

0.34

10.99

5,322,915

25.30

15.85

67,092

29.88

19.37

Lincolnton, NC

183,305

20.84

5.50

73,688

15.53

9.63

49,819

19.59

11.84

Statesville-Mooresville, NC

138,675

7.24

4.16

149,877

22.19

14.47

52,663

25.48

16.39

Shelby, NC

84,777

7.24

2.54

99,965

3.82

2.33

42,642

20.82

13.00

Forest City, NC

65,810

9.35

1.97

65,027

3.38

1.89

37,456

20.02

12.85

Salisbury, NC

34,385

2.47

1.03

136,558

4.77

2.59

45,881

22.22

13.89

Raleigh-Cary, NC

30,019

0.21

0.90

1,023,620

28.42

19.40

66,885

29.84

18.93

Asheville, NC

24,349

0.40

0.73

407,274

10.32

6.75

45,408

25.01

15.09

Brevard, NC

19,333

3.60

0.58

30,960

5.54

3.91

48,589

25.45

14.94

Counties not in any MSA

Ashe, North Carolina

71,352

13.71

2.14

26,624

9.19

5.54

34,858

21.03

12.96

Alleghany, North Carolina

38,209

19.62

1.15

11,275

5.60

3.65

35,857

23.33

14.60

McDowell, North Carolina

29,046

9.00

0.87

44,641

5.91

3.36

39,524

21.90

12.50

Avery, North Carolina

18,481

8.14

0.55

18,224

6.16

2.74

36,738

20.01

12.96

MSA + Counties not in any MSA totals:

3,333,177

100.00

9,032,283

Weighted Average: MSA + Counties not in any MSA

20.12

13.66

58,141

27.59

17.56

Aggregate: National

306,348,230

8.86

6.26

53,154

26.06

17.59

First Charter: superior market demographics

SNL branch count includes four deposit-taking LPOs.

Concentration in

Charlotte MSA

—

Scarcity value

as largest

community

bank

—

Attractive

demographics

and rational

competitors

2 branches in

Atlanta

Bridges Fifth Third’s Midwestern and

Southeastern operations

Deal

Cash /

Price / Book

Price / EPS

Prem

Buyer

Seller

Announced

Value

Stock

Stated

Tangible

LTM

Core Dep.

United Community

Gwinnett Commercial

5-Feb-07

220

15% / 85%

3.17

3.77

20.2

36.3

United

Premier Community

26-Jan-07

200

2.70

3.64

23.5

24.9

Colonial

Commercial

23-Jan-07

317

52% / 48%

3.32

24.7

42.5

BB&T

Coastal

20-Dec-06

395

0% / 100%

3.28

20.1

35.5

Marshall & Ilsley

United Heritage

1-Dec-06

216

0% / 100%

3.05

3.10

27.8

37.6

Royal Bank of Canada

FLAG

9-Aug-06

457

100% / 0%

2.04

4.47

22.4

34.9

National City

Fidelity

26-Jul-06

1,038

51% / 49%

3.42

3.68

30.5

National City

Harbor Florida

10-Jul-06

1,104

0% / 100%

3.21

3.24

21.8

47.7

BB&T

Main Street

14-Dec-05

621

0% / 100%

2.09

3.22

20.0

31.4

Boston Private Financial

Gibraltar

18-Apr-05

242

54% / 46%

3.67

3.70

24.8

146.8

Mercantile

Community Bank of N. Virginia

24-Jan-05

211

40% / 60%

3.41

3.43

23.0

28.6

Colonial

FFLC

14-Jan-05

225

36% / 64%

2.60

22.2

24.6

Colonial

Union Bank of Florida

27-Sep-04

233

75% / 25%

3.07

26.8

30.5

Fifth Third

First Natl

Bkshs

of FL

2-Aug-04

1,530

0% / 100%

2.63

42.1

54.6

First Natl

Bkshs

of FL

Southern Community

19-Mar-04

290

0% / 100%

4.05

4.11

44.3

30.1

BB&T

Republic

1-Dec-03

433

0% / 100%

2.02

2.19

44.3

12.6

Provident

Southern

3-Nov-03

334

25% / 75%

3.13

3.74

23.1

89.1

Arvest

Superior

16-May-03

211

100% / 0%

1.48

2.56

13.1

12.5

Fifth Third

Franklin

23-Jul-02

293

0% / 100%

5.07

23.1

43.4

BB&T

Regional

22-May-02

275

0% / 100%

2.68

2.72

18.5

24.0

Median

3.10

3.32

23.1x

34.9

First Charter

1,090

2.41

2.97

22.6

26.9

Attractive transaction comparables

Southeastern Transactions: $200 million -

$2 billion

Financial assumptions

6.5% for combined company

Target TCE/TA Ratio

Determined at close

FMV marks

$80 million extracted to 6.5% TCE/TA ratio

Excess capital

$39 million after-tax; 1.75x annual cost savings

Cash one-time costs

$35 million pre-tax ($22 million after-tax)

25% of 1Q07 annualized noninterest

expense

Realized 37.5% in 2008, 100% in 2009; 4% growth

Expense efficiencies

2008 First Call consensus estimates for FITB AND FCTR

Consensus LTG rates (9.0% for FCTR, 9.4% for FITB)

EPS assumptions/growth

$31.00/First Charter share (70% stock, 30% cash)

Purchase price

Fifth Third cash earnings

1,615

1,761

1,922

First Charter cash earnings

Expense efficiencies

Funding costs

(

15)

(

19)

(

19)

Combined cash earnings

1,653

1,834

2,002

Existing CDI amortization

(

23)

(

20)

(

17)

New CDI amortization

(

10)

(

12)

(

11)

Combined earnings

1,620

1,802

1,974

EPS accretive transaction

See

assumptions

page

Illustration

earnings

before

amortization

intangibles.

Not

projection.

Assumes

First

Call

consensus

EPS

estimate

for

2008

$2.97

for

Fifth

Third

and

$1.73

for

First

Charter.

Assumes

consensus

long-term

EPS

growth

expectation

9.4%

for

Fifth

Third

and

9.0%

for

First

Charter.

Assumed

marginal

tax

rate

36%.

Includes

benefit

from

accretion

fair

value

purchase

accounting

marks

into

earnings.

Assumes

6.75%

cost

cash

funding

cash

consideration,

capital

extraction,

and

cash

one-time

costs.

Assumes

CDI

and

other

intangibles

created

equal

$2.7

billion

total

core

deposit

base

amortized

over

years

sum-of-years’

digits.

Illustrates

net

income

applicable

common

shareholders.

Assumes

all

one-time

costs

are

purchase

accounting

adjustments

small

amount

may

restructuring

expenses

through

P&L).

Assumes

Fifth

Third

2Q07

period

end

count

536

million.

Not

projection

for

future

periods.

($ in millions after-tax)

2008E

2009E

2010E

Accretion/dilution analysis

Combined cash earnings

1,653

1,834

2,002

Combined operating earnings

1,620

1,802

1,974

Combined average fully diluted shares

551

556

Combined cash EPS

3.00

3.30

3.60

Fifth Third cash EPS

3.01

3.29

3.59

Fifth Third accretion / (dilution)

(0.01)

0.01

Combined EPS

2.94

3.24

3.55

Fifth Third EPS

2.97

3.25

3.55

Fifth Third accretion / (dilution)

(0.03)

(0.01)

0.00

EPS accretive transaction

($ in millions after-tax)

2008E

2009E

2010E

Accretion/dilution analysis

See assumptions on pages 7 and 8. Illustration of combined earnings before amortization of intangibles. Not a projection.

See assumptions on pages 7 and 8. Illustration of combined net income applicable to common shareholders.

Assumes Fifth Third 2Q07 period end share count of 536 million (not a projection for future periods) plus 20 million shares issued for First Charter (uses

First Charter fully diluted share count, included vesting of options, of 35 million shares; 70% of consideration paid in stock; a $31.00 per share purchase

price; and Fifth Third’s closing share price on 8/15/07 of $37.38. 2008 average fully diluted shares include three quarters of new shares for First Charter.

Purchase price

($1,090)

Excess capital

After-tax cash one-times

(39)

Capital to fund asset growth

(23)

(25)

(27)

(28)

(30)

First Charter cash income

Expense efficiencies

Net funding impact

(4)

(5)

Term. value-2013 income

(13.2x)

1,558

Incremental Cash Flow

($1,049)

1,637

14%

Solid transaction economics

($ in millions)

1Q08

2008

2009

2010

2011

2012

IRR

IRR on First Charter purchase

First Charter tangible equity in excess of 6.5% of $50 million, plus $30 million released through divestiture of $470 million of

securities.

Assumes asset growth of 7%.

Based on assumptions outlined on pages 7 and 8, grown at consensus EPS growth rate of 9.0% after 2010.

6.75% cost of cash related to funding capital extraction and cash one-time costs. Also reflects attributed charge of 6.75% for reducing First Charter excess

capital (removal of free funding in their consensus earnings base).

Terminal value based on Fifth Third’s 8/15/07 price to forward twelve months earnings ratio of 13.2x.

Expect total one-time cash costs of $61 million pre-tax or $39

million after-tax

Estimated recognition of cash costs

—

All assumed to be realized in 2008 through purchase accounting

adjustments, although some portion will be realized in 2009 and a

small portion may be realized through P&L

Fair market value adjustments and standard purchase accounting

adjustments

—

Determined as of closing date

One-time merger-related costs

Assumes marginal tax rate of 36%.

Expect annual expense efficiencies of $35 million pre-tax ($22 million

after-tax

)

—

25% of First Charter 1Q07 annualized expense base

—

Expect to realize 37.5% in 2008; 100% in 2009

Reductions primarily in headquarters, back-office and redundant

systems

—

Customer facing sales positions expected to be largely unaffected

Achievable expense efficiencies

Assumes 36% marginal tax rate.

Enhance First Charter’s consumer product offerings

—

Fifth Third branch consumer loan production at significantly

higher levels

—

Expect evolution toward more relationship-oriented consumer

deposit products similar to Fifth Third experience

New product offerings

—

Credit cards

—

Merchant processing

—

Expanded small business product set

—

Wealth management

Significant revenue opportunity

Unique opportunity to expand franchise

—

Scarcity value of entry point into Charlotte

—

Entry into Atlanta provides future platform for de novo growth

Very attractive pricing relative to recent transactions

—

Price/LTM Earnings, Price/Book and Price/Tangible Book all lower

than comparable deals

Significant opportunities for profitability enhancement

—

Wider range of fee-based businesses

—

New products to introduce

—

Additional expertise in commercial lending

Summary

Cautionary statement

This report may contain forward-looking statements about Fifth Third Bancorp and/or the company as combined 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 Fifth Third 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)

general

economic

conditions,

either

national

the

states

which

Fifth

Third,

one

acquired

entities

and/or the combined company do business, are less favorable than

expected; (2) political developments, wars or other hostilities

may disrupt or increase volatility in securities markets or other economic conditions; (3) changes in the interest rate environment

reduce interest margins; (4) prepayment speeds, loan origination

and sale volumes, charge-offs and loan loss provisions; (5) our

ability to maintain required capital levels and adequate sources

of funding and liquidity; (6) changes and trends in capital markets;

(7) competitive pressures among depository institutions increase

significantly; (8) effects of critical accounting policies and

judgments; (9) changes in accounting policies or procedures as may be required by the Financial Accounting Standards Board or

other regulatory agencies; (10) legislative or regulatory changes or actions, or significant litigation, adversely affect Fifth Third, one

or more acquired entities and/or the combined company or the businesses in which Fifth Third, one or more acquired entities and/or

the combined company are engaged; (11) ability to maintain favorable ratings from rating agencies; (12) fluctuation of Fifth Third’s

stock price; (13) ability to attract and retain key personnel; (14) ability to receive dividends from its subsidiaries; (15) potentially

dilutive effect of future acquisitions on current shareholders' ownership of Fifth Third; (16) effects of accounting or financial results of

one or more acquired entity; (17) difficulties in combining the operations of acquired entities; (18) ability to secure confidential

information through the use of computer systems and telecommunications network; and (19) the impact of reputational

risk created

by these developments 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 Fifth Third’s Annual Report on Form 10-K for the year ended December 31, 2006, filed with the United

States Securities and Exchange Commission (SEC), as amended. Copies of this filing are available at no cost on the SEC’s Web

site at www.sec.gov

or on FifthThird’s

web site at www.53.com. Fifth Third undertakes no obligation to

release revisions to these

forward-looking statements or reflect events or circumstances after the date of this report.

Additional information

Where You Can Additional Information About The Merger

The proposed Merger will be submitted to First Charter’s shareholders for consideration. Fifth Third will file a Form S-4 Registration

Statement, First Charter will file a Proxy Statement and both companies will file other relevant documents regarding the Merger with

the Securities and Exchange Commission (the “SEC”). First Charter will mail the Proxy Statement/Prospectus to its shareholders.

These documents, and any applicable amendments or supplements, will contain important information about the Merger, and Fifth

Third and First Charter urge you to read these documents when they become available.

You may obtain copies of all documents filed with the SEC regarding the Merger, free of charge, at the SEC’s website (www.sec.gov).

You may also obtain these documents free of charge from Fifth Third’s website (www.53.com) under the heading “About Fifth Third”

and then under the heading “Media and Investors-Investor Relations”

and then under the item “SEC Filings.”

You may also obtain

these documents, free of charge, from First Charter’s website (www.FirstCharter.com) under the section “About First Charter”

and then

under the heading “Investor Relations”

and then under the item “Financial Reports / SEC Filings.”

Participants in The Merger

Fifth Third and First Charter and their respective directors and

executive officers may be deemed participants in the solicitation of

proxies from First Charter’s shareholders in connection with the Merger. Information about the directors and executive officers of Fifth

Third and First Charter and information about other persons who may be deemed participants in the Merger will be included in the

Proxy Statement/Prospectus. You can find information about Fifth

Third’s executive officers and directors in its definitive proxy

statement filed with the SEC on March 9, 2007. You can find information about First Charter’s executive officers and directors in its

definitive proxy statement filed with the SEC on March 25, 2007.

You can obtain free copies of these documents from the websites of

Fifth Third, First Charter or the SEC.