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 9, 2008

FIFTH THIRD BANCORP

(Exact Name of Registrant as Specified in Its Charter)

OHIO

(State or Other Jurisdiction of Incorporation)

001-33653	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 7.01 Regulation FD Disclosure

On September 9, 2008, Fifth Third Bancorp will present at the Lehman Brothers Global Financial Services Conference. A copy of this presentation is attached as Exhibit 99.1. The information in this Form 8-K and the Exhibit 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     Fifth Third Bancorp Presentation

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)
September 9, 2008	/s/ Daniel T. Poston
	Daniel T. Poston Executive Vice President and Chief Financial Officer

EX-99.1

Fifth Third Bank | All Rights Reserved

Lehman Brothers Global Financial Services

Conference

Kevin Kabat, Chairman, President & CEO

September 9, 2008

Exhibit 99.1

2

Fifth Third Bank | All Rights Reserved

Naples

Raleigh

Agenda

Overview

2Q08 results

Operating trends

Credit trends

Capital position

Summary and priorities

Appendix

Cincinnati

Florence

Louisville

Lexington

Nashville

Atlanta

Augusta

Orlando

Tampa

Naples

Raleigh

Charlotte

Huntington

Pittsburgh

Cleveland

Columbus

Toledo

Detroit

Grand Rapids

Traverse

City

Chicago

Evansville

Jacksonville

Indianapolis

St. Louis

3

Fifth Third Bank | All Rights Reserved

Naples

Fifth Third overview

^

As of 6/30/2008

*

As of 9/05/2008

**

Nilson, March 2008

$115

billion

assets

#14

^

$9

billion

market

cap

#12

*

Over 1,300 banking centers

Over 2,300 ATMs

18 affiliates in 12 states

World’s

5

th

largest

merchant

acquirer

**

Cincinnati

Florence

Louisville

Lexington

Nashville

Atlanta

Augusta

Orlando

Tampa

Naples

Raleigh

Charlotte

Huntington

Pittsburgh

Cleveland

Columbus

Toledo

Detroit

Grand Rapids

Traverse

City

Chicago

Evansville

Jacksonville

Indianapolis

St. Louis

4

©

Fifth Third Bank | All Rights Reserved

2Q08 in review

Difficult quarter due to economic environment

—

Significant increase in net charge-offs and provision expense

–

Net charge-offs of $344 million, provision expense of $719 million

—

Charges related to the tax treatment of leveraged leases

Core

business

momentum

remains

strong

–

core

pre-tax

pre-provision

income

up

16% from 2Q07*

—

Net interest income growth flat, but up 17% excluding $130 million leveraged

lease litigation charge

—

Fee income growth of 8% on double digit growth in payments processing

revenue,

deposit

service

revenue,

corporate

banking

revenue,

and

mortgage

banking revenue

—

Average

loan

growth

of

11%

and

transaction

deposit

growth

of

6%

^

Issued

$1.1

billion

in

convertible

preferred

securities,

reduced

dividend

to

$0.15

per

quarter

—

Tier 1 capital ratio of 8.51%

—

Tangible equity ratio of 6.37%

—

Anticipated sale of non-core businesses expected to generate more than $1

billion after tax in tangible equity capital

* Reported pre-tax pre-provision income of $602 million; excluding $130 million in leveraged lease charge to net interest income and $13 million in acquisition related  

expenses, core results $745 million

^

Loans include held for investment; transaction deposits represent core deposits excluding CDs

5

Fifth Third Bank | All Rights Reserved

3.00%

3.25%

3.50%

3.75%

2Q07

3Q07

4Q07

1Q08

2Q08*

$500

$550

$600

$650

$700

$750

$800

$850

$900

Net interest income

NIM

Increasing net interest income

*Reported

net

interest

income

of

$744

and

net

interest

margin

of

3.04%.

2Q08

results

above

exclude

$130

million

charge

related

to

leveraged

lease

litigation

6

Fifth Third Bank | All Rights Reserved

Fee income growth and diversification

$0

$100

$200

$300

$400

$500

$600

$700

$800

$900

2Q07

3Q07

4Q07

1Q08

2Q08

Payment

processing

Deposit

service

charges

Investment    

advisory

Corporate

banking

Mortgage

Secs/other

Excludes

$152

million

BOLI

charge

and

$273

million

Visa

IPO

gain

in

1Q08;

excludes

$177

million

BOLI

charge

in

4Q07.

YOY

growth

+15%

+12%

-5%

+26%

+108%

-59%

Continued strong growth in processing, deposit fees and corporate banking fees

7

Fifth Third Bank | All Rights Reserved

FTPS: key growth engine

2Q08 revenue

37%

36%

27%

Merchant

Services

Financial

Institutions

Bankcard

$0

$50

$100

$150

$200

$250

2Q06

3Q06

4Q06

1Q07

2Q07

3Q07

4Q07

1Q08

2Q08

Merchant

Bankcard

FI/EFT

+19%

2-Yr

CAGR

Merchant

•

4

Largest

U.S.

Acquirer

•

Over 37,500 merchants

•

$26.7B in credit/debit processing volume

•

Over 5.6B acquired transactions

•

e.g. Nordstrom, Saks, Walgreen's,                      

Office Max, Barnes and Noble, U.S.

Treasury

Financial Institutions

•

2,700 FI relationships

•

877mm POS/ATM transactions

Bankcard

•

$2.0B in outstanding balances

•

1.6MM cardholders

•

Top three Debit MasterCard Issuer

•

23rd

largest

U.S.

bankcard

issuer

YOY

growth

+16%

+10%

+16%

+20%

+10%

th

8

Fifth Third Bank | All Rights Reserved

Corporate banking

$0

$30

$60

$90

$120

2Q06

3Q06

4Q06

1Q07

2Q07

3Q07

4Q07

1Q08

2Q08

International

Business lending

Derivatives

Capital markets lending fees

2-Yr

CAGR

YOY 

growth

+19%

+10%

+14%

+18%

+29%

-6%

+23%

+38%

International

•

Letters of credit

•

Foreign exchange

Capital markets lending fees

•

Institutional Sales

•

Asset securitization/conduit fees

•

Loan/lease syndication fees

Derivatives

•

Customer interest rate derivatives

Business lending fees

•

Commitment and other loan fees

9

Fifth Third Bank | All Rights Reserved

Outperformed

10%

4%

16%

Pre-tax pre-provision earnings growth*

FITB 

2Q08

Large bank

peers

(1)          

2Q08

Midwest  

peers

(2)            

2Q08

YOY performance  

vs. peers

Average loan growth

11%

8%

9%

Outperformed

Average transaction deposit growth

NII growth*

6%

17%

5%

8%

5%

4%

Outperformed

Outperformed

Operating fee growth*

9%

1%

8%

Outperformed

Operating efficiency ratio*

53%

57%

57%

Outperformed

NPA growth

316%

236%

211%

Underperformed

Net charge-off ratio

1.66%

1.58%

1.84%

In line

* NII for all banks adjusted for leveraged lease charges. Operating fees for all banks per SNL and excludes securities gains/losses and other nonrecurring revenue.

Operating expenses for all banks exclude merger-related charges, goodwill impairments, and other nonrecurring expenses. Fifth Third reported NII declined $1mm (0%)

and reported fees grew 8% vs. 2Q08. Fifth Third’s reported efficiency ratio was 59%.

(1)

Large bank peer average consists of BBT, COF, CMA, HBAN, KEY, MTB, MI, NCC, PNC, RF, STI, USB, WB, WM, WFC and ZION; for peer deposit, loan, NII, fee

growth, and pre-tax pre-provision earnings growth comparisons, excludes HBAN due to significant impact of acquisition; Operating fee growth, pre-tax pre-provision

earnings growth, and operating efficiency ratio comparisons exclude NCC, WB, and WM due to significant negative items in 2Q08.

(2)

Midwest peer average consists of HBAN, KEY, MI, CMA, NCC and USB, except where outlined above.

Source: SNL and company reports. Loans include held for investment and held for sale. Transaction deposits are core deposits excluding CDs.

Peer performance summary

Continue to outperform on key value drivers; credit remains challenging

10

Fifth Third Bank | All Rights Reserved

Strong operating performance…

$300

$400

$500

$600

$700

$800

2Q07

3Q07

4Q07

1Q08

2Q08

Reported pre-tax pre-provision earnings growth -6% due primarily to 2Q08 leveraged lease charges. Data above excludes $130 million charge related to impact of

leasing litigation and $13 million in acquisition related expenses in 2Q08; prior quarters exclude $152 BOLI charge, $273 Visa IPO gain, $152 million reversal of Visa

litigation expenses and $16 million in merger-related and severance charges in 1Q08; excludes $177 million BOLI charge, $94 million in Visa litigation expense, and $8

million in merger-related expenses in 4Q07; excludes $78 million in Visa litigation expense in 3Q07.

11

Fifth Third Bank | All Rights Reserved

-$800

-$600

-$400

-$200

$0

$200

$400

$600

$800

2Q07

3Q07

4Q07

1Q08

2Q08

…offset by credit costs

See note on p. 9  for adjustments.

Net

charge-

offs

Additional

provision

12

Fifth Third Bank | All Rights Reserved

($ in millions)

C&I

Commercial

mortgage

Commercial

construction

Commercial

lease

Total

commercial

Residential

mortgage

Home equity

Auto

Credit card

Other

consumer

Total

consumer

Total loans &

leases

Loan balances

$28,958

$13,394

$6,007

$3,647

$52,006

$9,866

$12,421

$8,362

$1,717

$1,152

$33,518

$85,524

% of total

34%

16%

7%

4%

61%

12%

15%

10%

2%

1%

39%

Non-performing assets

$414

$540

$552

$18

$1,524

$448

$183

$28

$15

$1

$674

$2,198

NPA ratio

1.43%

4.03%

9.19%

0.49%

2.93%

4.54%

1.47%

0.33%

0.88%

0.08%

2.00%

2.56%

Net charge-offs

$107

$21

$49

$0

$177

$63

$54

$26

$21

$3

$167

$344

Net charge-off ratio

1.52%

0.66%

3.46%

-0.01%

1.41%

2.57%

1.83%

1.21%

4.93%

1.31%

2.04%

1.66%

Credit by portfolio

C&I

32%

Home equity

16%

Other

consumer

1%

Auto

7%

Residential

mortgage

18%

Commercial

mortgage

6%

Commercial

construction

14%

Card

6%

MI

20%

Other /

National

21%

FL

24%

KY

2%

TN

4%

IL

6%

OH

19%

IN

4%

NC/GA

0%

Net charge-offs by loan type

Net charge-offs by geography

13

Fifth Third Bank | All Rights Reserved

0

100,000

200,000

300,000

400,000

Q2 2007

Q3 2007

Q4 2007

Q1 2008

Q2 2008

C&I/Lease

Auto

Credit Card

Other

CRE

Res RE

Total NCOs

Total NPAs

0

500,000

1,000,000

1,500,000

2,000,000

2,500,000

Q2 2007

Q3 2007

Q4 2007

Q1 2008

Q2 2008

C&I/Lease

Auto/Other

CRE

Res RE

Res

RE

CRE

NPA, charge-off growth driven by residential, commercial real estate

Res

RE

CRE

Real estate driving credit deterioration

14

Fifth Third Bank | All Rights Reserved

-

100,000

200,000

300,000

400,000

Q2 2007

Q3 2007

Q4 2007

Q1 2008

Q2 2008

Other SE

National

Other MW

Michigan

Florida

421

-

500,000

1,000,000

1,500,000

2,000,000

2,500,000

Q2 2007

Q3 2007

Q4 2007

Q1 2008

Q2 2008

Other SE

National

Other MW

Michigan

Florida

Highest

stress

markets

Highest

stress

markets

Michigan and Florida: most stressed markets

NPA, charge-off growth driven by Florida and Michigan

Total NCOs

Total NPAs

15

Fifth Third Bank | All Rights Reserved

Credit containment

Eliminated all brokered home equity production

Suspended all new developer lending

Significantly tightened underwriting limits and exception authorities

Major expansion of commercial and consumer workout teams

Aggressive write downs in stressed geographies

Significant addition to reserve levels

Direct executive management oversight of every major credit decision

Continue to move aggressively to stay ahead of emerging credit issues

16

Fifth Third Bank | All Rights Reserved

•

Capital plan and targets designed to help ensure strong regulatory capital and tangible equity

levels, positioning Fifth Third to absorb losses and provisions significantly in excess of

current levels and environmental conditions through 2009

Revised Tier 1 capital targets to provide greater cushion

•

Strengthened Fifth Third’s capital position through several capital actions:

–

Capital

issuance

–

Issued

$1.1

billion

of

Tier

1

capital

in

the

form

of

convertible

preferred

securities

-

achieved

new

Tier

1

target

immediately

–

Dividend

reduction

–

Reducing

quarterly

common

dividend

to

$0.15

per

share,

conserves

$1.2

billion

in

common

equity

through

the

end

of

2009

relative

to

previous

$0.44

level

per

share

–

Asset

sales/dispositions

–

Anticipated

sale

of

non-core

businesses

expected

to

generate

$1

billion

or

more

after-tax

in

additional

common

equity

capital

Capital actions intended to maintain a Tier 1 ratio within target range if credit cycle

significantly deteriorates without further capital issuance

Capital actions

6-7%

11.5-12.5%

8-9%

Target

N/A

10%

6%

Regulatory

“well-

capitalized”

minimum

6.37%

TE/TA

12.15%

Total Capital

8.51%

2Q08

Tier 1 Capital

Ratio

17

Fifth Third Bank | All Rights Reserved

Strong capital position

Tangible Equity /

Tangible Assets

Tier 1 Capital

As of 6/30/08

Peer group: U.S. banks sharing similar geography or debt ratings.

Source: SNL and company reports

11.06

8.92

8.82

8.53

8.51

8.47

8.20

8.00

7.87

7.76

7.48

7.47

7.45

7.45

NCC

BBT

HBAN

KEY

FITB

USB

PNC

WB

MI

MTB

RF

STI

ZION

CMA

8.94

7.49

6.98

6.89

6.37

6.24

5.97

5.67

5.65

5.35

5.23

4.98

4.68

4.40

NCC

CMA

KEY

MI

FITB

STI

ZION

RF

HBAN

BBT

USB

MTB

WB

PNC

18

Fifth Third Bank | All Rights Reserved

Fifth Third debt ratings

#

Date of most recent change in rating or outlook

Sub

Senior

AA

A+

AA-

Aa2

Fifth Third Bank (MI)

AA (low)

A

A+

Aa3

Stable

6/18/08

A

A+

A

A+

Fitch

AA

AA-

Aa2

Senior

Fifth Third Bank (OH)

AA (low)

A+

Aa3

Sub

3/18/08

8/3/08

6/18/08

Rating

Date

#

Current

Outlook

Fifth Third Bancorp

Negative

CreditWatch

negative

Review for possible

downgrade

A (high)

A

A1

Sub

AA (low)

DBRS

A+

S&P

Aa3

Moody’s

Senior

19

Fifth Third Bank | All Rights Reserved

Fifth Third debt ratings

Moody's

S&P

Fitch

DBRS

Well Fargo (Well Fargo Bank NA)

Aaa

AAA

AA

AAH

Bank of America (Bank America America NA)

Aaa

AA+

AA-

AA

JPMorgan Chase (JPMorgan Chase Bank NA)

Aaa

AA

AA-

AAL

US Bank (US Bank NA North Dakota)

Aa1

AA+

AA-

NR

BB&T (BB&T Co/WI)

Aa2

AA-

AA-

AA

Fifth Third Bancorp (Fifth Third Bank)

Aa2

AA-

A+

AA

SunTrust (SunTrust Bank)

Aa2

AA-

A+

AAL

PNC (PNC Bank NA)

Aa3

AA-

A+

AAL

Wachovia (Wachovia Bank NA)

Aa3

AA-

A+

AA

M&I (M&I Bank)

Aa3

A

A+

AH

Comerica (Comerica Bank)

A1

A+

A+

AH

Regions (Regions Bank)

A1

A+

A+

AAL

Key (Key Bank NA)

A1

A

A

NR

M&T (Manufacturers & Traders Trust Co.)

A2

A

A-

A

National City (National City Bank)

A2

A

A

AAL

Huntington (Huntington National Bank)

A2

A-

A-

A

Zions (Zions First National Bank, Utah)

A2

A-

A-

A

NR: not rated

Lead Bank

Source: Bloomberg LLP as of 09/03/2008

The

ratings

listed

in

this

document

are

generated

from

information

provided

to

Fifth

Third

through

Bloomberg

LP.

These

ratings

are

subject

to

change

based

upon

criteria

developed

by

the

applicable

rating

agency;

Fifth

Third

does

not

necessarily

agree

with

any

of

these

ratings

and

has

not

independently

verified

or

reviewed

any

of

these

companies

to

determine

whether

they

would

meet

any

ratings,

underwriting

or

other

credit

criteria

developed

independently

by

Fifth

Third.

Neither

you

nor

any

customer

should

use

these

ratings

as

determinative

in

purchasing

credit

or

other

services

from

Fifth

Third.

Fifth

Third

does

not

provide

legal,

accounting,

financial,

tax

or

other

expert

advice.

Consult

your

own

legal,

accounting,

financial

and

tax

advisors

before

making

any

decision

to

invest

with

or

request

credit

from

Fifth

Third.

20

Fifth Third Bank | All Rights Reserved

Fifth Third differentiators

Integrated affiliate delivery model

Strong sales culture

Operational efficiency

Streamlined decision making

Integrated payments platform (FTPS)

Acquisition integration

Customer satisfaction

21

Fifth Third Bank | All Rights Reserved

Summary and priorities

Fifth Third has taken steps to ensure it is well-positioned to weather

potential further deterioration in the credit environment

Delivery of strong operating results remains a hallmark of Fifth

Third

despite sluggish economy

Capital plan designed to maintain Tier 1 capital in excess of 8%

under

significant additional stress in credit trends

22

Fifth Third Bank | All Rights Reserved

Fifth Third: building a better tomorrow

Consistently outperform the U.S. banking industry

Deliver growth in excess of industry

Enhance the customer experience

Increase employee engagement

Institutionalize enterprise operational excellence

23

Fifth Third Bank | All Rights Reserved

Appendix

24

Fifth Third Bank | All Rights Reserved

Nonperforming assets

•

Total NPAs of $2.2B, or 256 bps

•

Commercial NPAs of $1.5B; recent growth

driven by commercial construction and real

estate, particularly in Michigan and Florida

•

Consumer NPAs of $674M; recent growth

driven by residential real estate, particularly

in Michigan and Florida

22%

17%

7%

17%

7%

1%

15%

14%

3%

8%

39%

20%

5%

1%

1%

1%

22%

30%

8%

4%

3%

16%

9%

3%

16%

11%

31%

6%

37%

0%

4%

1%

2%

2%

17%

C&I* (20%)

CRE (49%)

Residential (29%)

Other Consumer (2%)

ILLINOIS

INDIANA

FLORIDA

TENNESSEE

KENTUCKY

OHIO

MICHIGAN

Residential

$630M

29%

C&I*

$431M

20%

Other

$44M

2%

CRE

$1.1B

49%

*C&I includes commercial lease

NORTH

CAROLINA /

GEORGIA

OTHER /

NATIONAL

25

Fifth Third Bank | All Rights Reserved

Commercial construction

Accomodation

1%

Auto Retailers

1%

Finance &

insurance

1%

Construction

37%

Manufacturing

1%

Real estate

44%

Retail Trade

1%

Other

8%

Wholesale

Trade

6%

Loans by geography

Credit trends

Loans by industry

Comments

•

Declining valuations in residential and land

developments

•

Higher concentrations in now stressed markets (Florida

and Michigan)

•

Continued stress expected through 2008

($ in millions)

2Q07

3Q07

4Q07

1Q08

2Q08

Balance

$5,469

$5,463

$5,561

$5,592

$6,007

90+ days delinquent

$33

$54

$67

$49

$53

90+ days ratio

0.60%

0.99%

1.21%

0.87%

0.88%

NPAs

$66

$106

$257

$418

$552

as % of loans

1.21%

1.94%

4.61%

7.48%

9.19%

Net charge-offs

$7

$5

$12

$72

$49

as % of loans

0.48%

0.35%

0.83%

5.20%

3.46%

Commercial construction

OH

26%

IN

8%

KY

5%

NC/GA

5%

Other

1%

FL

21%

TN

7%

MI

19%

IL

8%

26

Fifth Third Bank | All Rights Reserved

Homebuilder/developer

Credit trends

Loans by property type

Comments

Raw &

developed

land

52%

Other

including

acquired

portfolio

29%

Residential

vertical

19%

*Current definition not in use prior to 3Q07

•

Making no new loans to builder/developer sector

•

Residential & land valuations under continued stress

•

6% of commercial loans; < 4% of total gross loans

•

Balance by product approximately 53% Construction,

39% Mortgage, 8% C&I

•

12% of loans are speculative loans

Commercial

construction

53%

Commercial

mortgage

39%

C&I

8%

Portfolio split

Loans by geography

($ in millions)

3Q07

4Q07

1Q08

2Q08

Balance

$2,594

$2,868

$2,705

$3,295

90+ days delinquent

$50

$57

$60

$123

90+ days ratio

1.94%

1.99%

2.21%

3.73%

NPAs

$78

$176

$309

$547

as % of loans

3.01%

6.14%

11.42%

16.62%

Net charge-offs

$4

$8

$43

$34

as % of loans

0.54%

1.11%

6.14%

4.63%

Homebuilders/developers*

OH

18%

IN

4%

KY

2%

NC/GA

14%

Other

0%

FL

32%

TN

4%

MI

22%

IL

4%

27

Fifth Third Bank | All Rights Reserved

Residential mortgage

1

liens:

100%

;

weighted

average

LTV:

77%

Weighted average origination FICO: 728

Origination FICO distribution:  <659 13%; 660-689 11%; 690-719

17%; 720-749 18%; 750+ 41%

(note: loans <659 includes CRA loans and FHA/VA loans)

Origination LTV distribution: <70 26%; 70.1-80 42%; 80.1-90 11%;

90.1-95 5%; >95% 16%

Vintage distribution: 2008 8%; 2007 18%; 2006 17%; 2005 28%;

2004 14%; prior to 2004 15%

% through broker: 12%; performance similar to direct

Loans by geography

Credit trends

Portfolio details

Comments

31% FL concentration driving 63% total loss

FL lots ($454 mm) running at 15% annualized loss

rate (YTD)

Mortgage company originations targeting 95%

salability

($ in millions)

2Q07

3Q07

4Q07

1Q08

2Q08

Balance

$8,477

$9,057

$10,540

$9,873

$9,866

90+ days delinquent

$98

$116

$186

$192

$229

90+ days ratio

1.15%

1.28%

1.76%

1.95%

2.32%

NPAs

$112

$150

$216

$333

$448

as % of loans

1.32%

1.65%

2.04%

3.37%

4.54%

Net charge-offs

$9

$9

$18

$34

$63

as % of loans

0.43%

0.41%

0.72%

1.33%

2.57%

Residential mortgage

OH

23%

IN

6%

KY

4%

Other*

13%

FL

31%

TN

2%

MI

15%

IL

6%

*Other includes North Carolina and Georgia

st

28

Fifth Third Bank | All Rights Reserved

Home equity

1

liens:

24%;

2 

liens:

76%

(18%

of

2 

liens

behind

FITB

1  

s)

Weighted average origination FICO: 755

Origination FICO distribution: <659 5%; 660-689 9%; 690-719 16%; 720-

749 19%; 750+ 51%

Weighted

average

CLTV:

77%

(1

liens

65%;

2nd

liens

82%)Origination

CLTV distribution: <70 28%; 70.1-80 22%; 80.1-90 21%; 90.1-95 10; >95

20%

Vintage distribution: 2008 7%; 2007 13%; 2006 19%; 2005 17%; 2004

13%; prior to 2004 31%

% through broker channels: 20% WA FICO: 740 brokered, 758 direct;

WA CLTV: 89% brokered; 74% direct

Portfolio details

Comments

MI

20%

Other*

24%

IL

11%

KY

8%

OH

25%

IN

10%

FL

3%

MI

22%

Other*

8%

IL

10%

KY

9%

OH

33%

IN

10%

FL

8%

Brokered loans by geography

Direct loans by geography

Credit trends

Approximately 20% of portfolio concentration in

broker product driving approximately 51% total loss

Portfolio experiencing increased loss severity (losses

on 2    liens approximately 100%)

Aggressive home equity line management strategies

in place

($ in millions)

2Q07

3Q07

4Q07

1Q08

2Q08

Balance

$2,810

$2,746

$2,713

$2,651

$2,433

90+ days delinquent

$24

$30

$34

$33

$34

90+ days ratio

0.86%

1.08%

1.25%

1.26%

1.40%

Net charge-offs

$9

$14

$17

$23

$28

as % of loans

1.19%

1.94%

2.52%

3.29%

4.64%

Home equity - brokered

($ in millions)

2Q07

3Q07

4Q07

1Q08

2Q08

Balance

$8,970

$8,991

$9,161

$9,152

$9,988

90+ days delinquent

$37

$34

$38

$43

$42

90+ days ratio

0.41%

0.38%

0.41%

0.47%

0.42%

Net charge-offs

$11

$14

$15

$18

$27

as % of loans

0.48%

0.59%

0.66%

0.78%

1.07%

Home equity - direct

Note: Brokered and direct home equity net charge-off ratios are calculated based on end of period loan balances

*Other includes North Carolina, Georgia, and Tennessee

st

nd

nd

st

nd

st

29

Fifth Third Bank | All Rights Reserved

Michigan market

Total Loans

Home Equity

17%

Credit Card

2%

Auto

7%

Resi Mortgage

9%

Coml Lease

1%

C&I

32%

Commercial

Mortgage

24%

Coml Const

7%

Other Cons

1%

NPAs

Home Equity

10%

Credit Card

1%

Auto

1%

Resi Mortgage

12%

Coml Lease

1%

C&I

15%

Commercial

Mortgage

27%

Coml Const

33%

Net charge-offs

Auto

5%

Other Cons

1%

Credit Card

6%

Home Equity

21%

Resi Mortgage

8%

C&I

24%

Commercial

Mortgage

15%

Coml Const

20%

Summary:

Deterioration in home price values coupled with weak economy (unemployment rate of 7.4%) impacting credit trends due to

frequency of defaults and severity

Issues: homebuilders, developers

tied to weak real estate market

Issues: valuations, economy,

unemployment

Economic weakness impacts

commercial real estate market

($ in millions)

Loans

(bn)

% of

FITB

NPAs

(mm)

% of

FITB

NCOs

(mm)

% of

FITB

Commercial loans

5.01

17%

87

21%

16

15%

Commercial mortgage

3.86

29%

152

28%

10

50%

Commercial construction

1.16

19%

187

34%

14

29%

Commercial lease

0.22

6%

7

42%

(0)

3%

Commercial

10.24

20%

$434

28%

41

23%

Mortgage

1.43

15%

70

16%

6

9%

Home equity

2.68

22%

55

30%

15

27%

Auto

1.14

14%

4

15%

4

14%

Credit card

0.30

18%

3

20%

4

19%

Other consumer

0.12

10%

0

6%

0

12%

Consumer

5.67

17%

$132

20%

29

17%

Total

15.91

19%

$566

26%

69

20%

30

Fifth Third Bank | All Rights Reserved

Florida market

NPAs

Home Equity

2%

Resi Mortgage

32%

C&I

9%

Commercial

Mortgage

30%

Coml Const

27%

Net charge-offs

Auto

3%

Other Cons

1%

Credit Card

1%

Home Equity

10%

Resi Mortgage

47%

C&I

17%

Commercial

Mortgage

2%

Coml Const

19%

Summary:

Deterioration in real estate values having effect on credit trends as evidenced by increasing NPA/NCOs in real estate related

products

Issues: homebuilders, developers

tied to weakening real estate

market

Issues: increasing severity of loss

due to significant declines in

valuations

Issues: valuations; relatively small

home equity portfolio

Total Loans

Home Equity

9%

Credit Card

1%

Auto

4%

Resi Mortgage

31%

C&I

21%

Commercial

Mortgage

20%

Coml Const

13%

Other Cons

1%

($ in millions)

Loans

(bn)

% of

FITB

NPAs

(mm)

% of

FITB

NCOs

(mm)

% of

FITB

Commercial loans

2.11

7%

61

15%

14

13%

Commercial mortgage

1.95

15%

215

40%

2

8%

Commercial construction

1.26

21%

193

35%

16

33%

Commercial lease

0.00

0%

-

0%

-

0%

Commercial

5.31

10%

$469

31%

32

18%

Mortgage

3.09

31%

233

52%

40

63%

Home equity

0.91

7%

14

8%

8

15%

Auto

0.42

5%

3

12%

2

9%

Credit card

0.08

5%

1

4%

1

5%

Other consumer

0.12

10%

0

14%

1

15%

Consumer

4.61

14%

$251

37%

52

31%

Total

9.92

12%

$720

33%

84

24%

31

Fifth Third Bank | All Rights Reserved

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

and

weakening

in

the

economy,

specifically

the

real

estate

market,

either

national

or

in

the

states

in

which

Fifth

Third,

one

or

more

acquired

entities

and/or

the

combined

company

do

business,

are

less

favorable

than

expected;

(2)

deteriorating

credit

quality;

(3)

political

developments,

wars

or

other

hostilities

may

disrupt

or

increase

volatility

in

securities

markets

or

other

economic

conditions;

(4)

changes

in

the

interest

rate

environment

reduce

interest

margins;

(5)

prepayment

speeds,

loan

origination

and

sale

volumes,

charge-offs

and

loan

loss

provisions;

(6)

Fifth

Third’s

ability

to

maintain

required

capital

levels

and

adequate

sources

of

funding

and

liquidity;

(7)

changes

and

trends

in

capital

markets;

(8)

competitive

pressures

among

depository

institutions

increase

significantly;

(9)

effects

of

critical

accounting

policies

and

judgments;

(10)

changes

in

accounting

policies

or

procedures

as

may

be

required

by

the

Financial

Accounting

Standards

Board

or

other

regulatory

agencies;

(11)

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;

(12)

ability

to

maintain

favorable

ratings

from

rating

agencies;

(13)

fluctuation

of

Fifth

Third’s

stock

price;

(14)

ability

to

attract

and

retain

key

personnel;

(15)

ability

to

receive

dividends

from

its

subsidiaries;

(16)

potentially

dilutive

effect

of

future

acquisitions

on

current

shareholders'

ownership

of

Fifth

Third;

(17)

effects

of

accounting

or

financial

results

of

one

or

more

acquired

entities;

(18)

difficulties

in

combining

the

operations

of

acquired

entities;

(19)

inability

to

generate

the

gains

on

sale

and

related

increase

in

shareholders’

equity

that

it

anticipates

from

the

sale

of

certain

non-core

businesses,

(20)

loss

of

income

from

the

sale

of

certain

non-core

businesses

could

have

an

adverse

effect

on

Fifth

Third’s

earnings

and

future

growth

(21)

ability

to

secure

confidential

information

through

the

use

of

computer

systems

and

telecommunications

networks;

and

(22)

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

Bancorp's

Annual

Report

on

Form

10-K

for

the

year

ended

December

31,

2007,

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

Fifth

Third’s

Web

site

at

.

Fifth

Third

undertakes

no

obligation

to

release

revisions

to

these

forward-looking

statements

or

reflect

events

or

circumstances

after

the

date

of

this

report.

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